The MOU establishes terms for Xiamen's acquisition of up to a 20% equity position in Grafoid through the purchase of common shares - including Grafoid common shares currently held by Grafoid's affiliate, Focus Graphite Inc. (TSX VENTURE:FMS)(OTCQX:FCSMF)(FRANKFURT:FKC), an advanced Canadian graphite mining exploration and development company.
More, the agreement in principle sets out parameters for actions that meet both parties' immediate and long-term business objectives through a joint venture arrangement. They include:
-- Xiamen's desire to build a clean energy technology platform and introduce those technologies to the China market -- Grafoid's goals for developing industrial applications to open the China market for the commercialization of its suite of Mesograf™ and Amphioxide ™ graphene based products -- The fulfillment of Focus Graphite's desire to move forward with the development of the company's Lac Knife, Quebec graphite project, and supply global markets with high purity, value-added, cost-competitive products while supporting the next generation battery development platform of Grafoid, Focus Graphite, Stria Lithium Inc., and Braille Battery -- The establishment of Xiamen's business office at the Grafoid Global Technology Center in Kingston, Ontario to provide Xiamen with a North American base for future business expansion, and; the establishment of a Grafoid business office in China
A publicly traded company listed on the Shanghai Exchange, Xiamen Tungsten is China's leader in smelting, processing and export of tungsten and other non-ferrous metal products; the operation of rare earth business interests, and; the supply of battery materials.
The Joint Venture
The parties are agreed to establish their joint venture in China for the production of Grafoid's marketed suite of Mesograf™ and Amphioxide™ based products to be used in the development of commercial graphene applications for the China market, specifically, for the production of lightweight, high strength polymers; GrafeneX™ coatings for glass, aluminum and other materials; solar energy creation, low-loss wiring cable, lithium based batteries, ultra capacitors, fuel cells for the energy storage market, and; catalyst materials.
The parties are further agreed to jointly develop graphene applications for the China market. They include, but are not limited to:
-- Next generation lithium-ion batteries (for EVs and energy storage) -- Graphene coatings (solar panels and glass, silicone, mylar, copper, aluminum and other materials) -- Graphene enhanced polymers (for the automotive and aerospace sectors) -- Water treatment (purification and desalination) -- Intelligent fibers -- Tungsten/graphene alloy
Management of the joint venture will be guided by a Strategy Committee meeting alternately in Canada and China on a quarterly basis and, a China-based Operations Committee co-chaired by a Grafoid senior manager and a Xiamen senior manager.
Mr. York said the achievement of the MOU marked the beginning of a turning point in Grafoid's global technology enterprise platform expansion.
"This future alliance bodes well for Grafoid and Xiamen, our affiliates and our shareholders," said Mr. York. We feel very fortunate indeed to have taken our first expansionary step into China with a formidable and well-established technology materials producer.
Mr. Economo said the Company's expansion into the world's largest consumer market underscores management's global technology ambitions.
"This agreement represents our long-held corporate vision of developing a global platform of critical materials for the green economy including next generation energy applications, graphene coatings and polymers," Mr. Economo said.
There are three key components to the agreement, namely: Xiamen's equity investment in Grafoid; the JV plan and CAPEX for the Mesograf™ and Amphioxide™ production facilities, and; the plan and CAPEX for graphene applications development. Xiamen will provide funding for both the JV and applications development and Grafoid will provide the technology and technical expertise.
The funding method is to be determined through negotiations for both the JV and application development components. Those applications could be spun out as JVs and eventual IPOs.
Investment details of the multimillion dollar agreement will be determined by a due diligence process to be concluded by May 22, 2016.
About Xiamen Tungsten
Xiamen Tungsten Co., Ltd. is China's largest producer and exporter of tungsten products. Its investment in technology upgrades and metallurgical innovation have narrowed the East-West gap in product quality compared to foreign enterprises and, the company is currently expanding its investments in clean energy technologies to move in lockstep with China's march toward a low carbon economy. It has annual revenues in excess of 10.143B CNY ($1.55B US).
During the last decade, with a view to upgrading its competitive position in global markets, Xiamen, through acquisition and investment has expanded its business from a tungsten company to a technology oriented conglomerate in control of its complete manufacturing chains.
Xiamen Tungsten is listed on the Shanghai Exchange under the numerical symbol: 600549.
For more information about Xiamen Tungsten, please visit http://www.cxtc.com/
About Grafoid Inc.
Grafoid is a complete solutions graphene company. The company provides expertise as well as product and processes for transformative, industrial-scale graphene applications in partnership with leading corporations and institutions around the world.
A privately held Canadian corporation, Grafoid invests in graphene applications and economically scalable production processes for graphene and graphene derivatives from raw, unprocessed graphite ore. Focus Graphite Inc. holds a significant interest in Grafoid Inc.
Incorporated in 2011, Grafoid's global enterprise platform includes 17 subsidiary companies engaged in the development of Mesograf™ materials and products, and development services. They include, but are not limited to: Mesograf™ lithium batteries for electric vehicles, consumer electronics, and industrial energy storage; additive manufacturing materials including metal alloy and graphene polymer powders for 3D printing; polymers, plastics, rubber, elastomers, and composite materials; fibre science including aluminum alloys; coatings and lubricants; fire retardant materials; thermal management solutions; EMI/RFI/EMP shielding; solar solutions, and analytical testing; and laboratory services.
Grafoid's research is supported through the Industrial Research Assistance Program (IRAP) of the National Research Council of Canada, and, on February 20, 2015, Grafoid received an $8.1 million investment from the SD Tech Fund™ of Sustainable Development Technology Canada (SDTC) to develop a technology that will automate Mesograf™ graphene production and end-product development. SDTC is mandated by the Government of Canada to support clean technology companies as they move their technologies to market.
For more information about Grafoid, please visit http://www.grafoid.com
Contacts: Grafoid Inc. Mr. Jeffrey York Chairman and Founding Partner +1 613-238-7417 Email Contact Mr. Gary Economo Chief Executive Officer and Founding Partner CEO +1 613-238-7417 Email Contact www.grafoid.com