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Volt Carbon Technologies Inc. — Regulatory Filings 2021
May 4, 2021
45455_rns_2021-05-04_dbc71dd7-5a7e-481b-bd8f-44b400f7734e.pdf
Regulatory Filings
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FORM 51-102F3 MATERIAL CHANGE REPORT
Item 1. Name and Address of Company
Saint Jean Carbon Inc. (“ Saint Jean ” or the “ Company ”) Suite 117 – Arcuri Business Centre 70 Country Hills Landing NW Calgary, AB T3K 2L2
- Item 2. Date of Material Change
April 30, 2021.
Item 3. News Release
A news release with respect to the material change was issued by the Company on April 30, 2021 and disseminated in Canada through the facilities of Globe Newswire.
Item 4.
Summary of Material Change
On April 30, 2021, the Company announced that it has received TSX Venture Exchange (the “ TSX-V ”) approval for the purchase from 2 arm’s length vendors of all of the issued and outstanding shares of Solid Ultrabattery Inc. (“ SUB ”), a private Ontario company involved in the research and development of solid state batteries (the “ Acquisition ”). Saint Jean intends to fund the purchase of all of the issued and outstanding shares of SUB by issuing 22 million common shares in the capital of the Company (the “ Common Shares ”) at a price of $0.06 per Common Share for a deemed aggregate purchase price of CAD $1,320,000.
The closing of the Acquisition is conditional on the Company completing a nonbrokered private placement for gross proceeds of at least CAD $600,000 on terms to be determined (the “ Private Placement ”). Subject to TSX-V approval, the Company intends to close the Private Placement immediately prior to the closing of the Acquisition and use the proceeds of the Private Placement to fund its working capital in connection with the Acquisition for the next six-month period. Additional details concerning the terms of the Private Placement will be provided in a subsequent press release.
Dr. Chen will be joining the Board of Directors of Saint Jean Carbon on the closing of the transaction and will continue to lead the research and development (R&D) efforts at SUB. Saint Jean in close collaboration with Dr Chen is currently planning to commission a prototype battery R&D facility near the Waterloo region.
Item 5. Full Description of Material Change
On April 30, 2021, the Company announced that it has received TSX-V approval for the purchase from 2 arm’s length vendors of all of the issued and outstanding shares of SUB, a private Ontario company involved in the research and
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development of solid state batteries. Saint Jean intends to fund the purchase of all of the issued and outstanding shares of SUB by issuing 22 million Common Shares at a price of $0.06 per Common Share for a deemed aggregate purchase price of CAD $1,320,000.
The closing of the Acquisition is conditional on the Company completing the Private Placement. Subject to TSX-V approval, the Company intends to close the Private Placement immediately prior to the closing of the Acquisition and use the proceeds of the Private Placement to fund its working capital in connection with the Acquisition for the next six-month period. Additional details concerning the terms of the Private Placement will be provided in a subsequent press release.
Dr Zhongwei Chen, Canada Research Chair at the University of Waterloo, is a leading researcher in solid state battery technology. His company (SUB) has made prototypes of this battery and is currently validating the technology as he continues to advance his formulations to commercialization. The goal is to develop a state of the art battery design which exceeds the performance of existing technologies. Dr. Chen will be joining the Board of Directors of Saint Jean Carbon on the closing of our transaction and will continue to lead the research and development (R&D) efforts at SUB. Saint Jean Carbon in close collaboration with Dr Chen is currently planning to commission a prototype battery R&D facility near the Waterloo region. Further information on this development will be announced shortly. Details of this acquisition can be found at the Saint Jean Carbon Website http://www.saintjeancarbon.com.
Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102
Not Applicable.
Item 7. Omitted Information
None.
Item 8. Executive Officer
William Pfaffenberger, Chairman of the Board, Chief Executive Officer and President Telephone: (250) 381-6181
Item 9. Date of Report
April 30, 2021.
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