SOURCE: Altair Nanotechnologies Inc.

Altair Nanotechnologies Inc.

December 28, 2010 16:40 ET

Altair Nanotechnologies Announces Shareholder Approval of Canon Transaction

RENO, NV--(Marketwire - December 28, 2010) - Altair Nanotechnologies Inc. (NASDAQ: ALTI) today announced that on December 27, 2010, it held a special meeting of its shareholders to consider and vote upon the issuance and sale of common shares of the Company to Canon Investment Holdings Limited ("Canon") pursuant to the Share Subscription Agreement dated as of September 20, 2010 by and between Canon and the Company, in an amount such that, immediately following the share issuance, Canon will be the beneficial owner of 51% of the Company's outstanding common shares on a fully diluted basis, and to approve a one-time option exchange program for the Company's employees. As shown in the following table, shareholders approved the two proposals by a substantial margin:

    Votes For   Votes Against   Votes Withheld/ Abstained
Common Share Issuance Proposal   34,921,678   3,369,934   111,208
             
Option Exchange Program Proposal   31,118,731   6,874,982   409,106

Although there are a number of conditions that must be satisfied in order to close the Canon transaction, the two major milestones are first, the receipt of shareholder approval, and second, a determination by the Committee on Foreign Investment in the United States ("CFIUS"), to take no adverse action with respect to the Canon transactions following its national security review. With today's vote the shareholder approval milestone has been met. 

The CFIUS review process was initiated by the Company and Canon jointly filing a voluntary notice on November 23, 2010 to CFIUS requesting review of the proposed transaction. Under the governing regulations, CFIUS has a period of 30 days to review the notification and may, at the end of such period, initiate a 45-day investigation of the transaction. On December 27, 2010, the Company received written notification from CFIUS that it intended to commence such an investigation. The 45-day period expires on February 10, 2011, though it is possible CFIUS' investigation could close sooner. CFIUS has not provided information with respect to its reasons for proceeding with the investigation; however, decisions by CFIUS to initiate 45-day investigations have been on the rise over the last couple of years. For example, during 2009, CFIUS initiated 45-day investigations in approximately 40% of the transactions that were notified to CFIUS; almost all of these cases were ultimately cleared by CFIUS.

"We are very pleased that our shareholders see the benefits of the Canon transaction and voted accordingly. Although we are disappointed that CFIUS could not complete its review in the initial 30 day period," stated Terry Copeland, Altairnano President and CEO, "we now look forward to CFIUS' completion of its 45-day investigation."

About Altair Nanotechnologies Inc.
Headquartered in Reno, Nev. with manufacturing in Anderson, Ind., Altairnano is a leading provider of fast response battery systems technology. Altairnano's lithium-titanate based battery systems are among the highest performing in the world, and are used primarily to provide regulation and renewable integration in the areas of mass transit and stationary power. For more information, please visit Altairnano at www.altairnano.com.

Forward-Looking Statements
This release may contain forward-looking statements as well as historical information. Forward-looking statements, which are included in accordance with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, may involve risks, uncertainties and other factors that may cause the company's actual results and performance in future periods to be materially different from any future results or performance suggested by the forward-looking statements in this release. These risks and uncertainties include, without limitation, the risk that the Company may not receive a determination from CFIUS not to take an adverse action in a timely manner or at all; that the Company may not be able to raise additional capital to continue operations until the CFIUS review is complete and the Canon transaction closes; and that various other conditions to the closing of the Canon transaction may not be satisfied and, as a result, the transaction may not close. In addition, other risks are identified in the company's most recent Annual Report on Form 10-K and Form 10-Q, as filed with the SEC. Such forward-looking statements speak only as of the date of this release. The company expressly disclaims any obligation to update or revise any forward-looking statements found herein to reflect any changes in company expectations or results or any change in events.

Contact Information

  • For Additional Information:
    Institutional Investors:
    Brion D. Tanous
    Principal
    CleanTech IR, Inc.
    310.541.6824
    Email Contact

    Individual Investors:
    Tom Herbert
    Principal
    CleanTech IR, Inc.
    310.541.6824
    Email Contact