CarbonOne Technologies Inc.
TSX VENTURE : CX

CarbonOne Technologies Inc.

October 11, 2016 07:30 ET

CarbonOne Technologies Changes Name to TekModo Industries Inc., Will Commence Trading Under Symbol "TEK" on October 12, 2016, Announces New Board of Directors and Management Changes

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Oct. 11, 2016) - CarbonOne Technologies Inc. (TSX VENTURE:CX) ("TekModo" or the "Company") today announced that it has changed its name to TekModo Industries Inc. The Company's shares will resume trading on the TSX Venture Exchange at the market open on October 12, 2016 under the new symbol "TEK".

In addition, TekModo announces changes to its Board of Directors and management team. The new directors bring additional experience in the manufacturing and automotive sectors, which will support the Company's focus on manufacturing composite panels for the recreation vehicle and transportation vehicle industries as a result of its recent acquisition of the TekModo group of companies.

"On behalf of the CarbonOne Technologies team, I would like to thank our outgoing directors, Murray Flanigan, Morris Klid, Nick Deeter and Jack Khorchidian, for all of their hard work and perseverance to complete this acquisition and help launch the new TekModo Industries Inc.," said John Proust, Chairman & CEO of TekModo. "Jack Khorchidian, however, will remain in his role as Chief Operating Officer.

"Our new directors bring a wealth of manufacturing, automotive and recreational vehicle industry experience to the Company," continued Mr. Proust. "Bill Fenech has had a distinguished career in the RV industry. Mary Wetzel, before co-founding TekModo Structures LLC, held strategic leadership roles with General Motors, Chrysler and Dodge and was inducted into the Automotive Hall of Fame in 2004. Jacob Vogel is the CEO of a leading boat manufacturing company.

"We are all very enthusiastic about TekModo's future as we work to realize the growth potential within TekModo's existing products and customer base, while advancing a pipeline of near-commercial products with applications across a range of industries.

"I would also like to thank Danny Lee, Chief Financial Officer, and Rhylin Bailie, Vice President Communications & Investor Relations, for their contributions to the team, and wish them well with their future endeavours," continued Mr. Proust.

Mr. Vincent Boon has been appointed Chief Financial Officer of TekModo. Vince is a chartered accountant with over ten years of professional accounting experience with private and public companies focusing on financial reporting, regulatory compliance, internal control and corporate finance activities. Mr. Boon's experience includes financial reporting for both Canadian and U.S. listed companies with international subsidiaries, strategic planning, tax planning, corporate governance, equity financings and due diligence for acquisitions. Mr. Boon is currently also the CFO of Japan Gold Corp., Southern Arc Minerals Inc. and Canada Energy Partners Inc. Mr. Boon holds a Bachelor of Science degree from the University of British Columbia and is a Chartered Professional Accountant, CPA, CA.

TekModo Board of Directors

John Proust

Chief Executive Officer, Chairman

Mr. Proust is the founder and principal shareholder of numerous public and private companies. He has directed, managed and advised public and private companies regarding corporate strategy and structure, debt and equity financing, mergers and acquisitions, and corporate restructuring since 1986. Mr. Proust has held senior positions and served on the boards of many private and TSX-V/CSE listed companies. He is currently Chairman and CEO of Japan Gold Corp., Chairman and CEO of Southern Arc Minerals Inc., Chairman of Canada Energy Partners Inc., Interim President & CEO and a director of Outrider Energy Corp., and a director of Q Investments. Mr. Proust received the designation of Chartered Director (C.Dir.) from McMaster University, Directors College, Michael G. DeGroote School of Business.

Mary Wetzel

President, Director

Mary Wetzel was the President and co-founder of TekModo Structures LLC. Ms. Wetzel has an extensive operational, financial, marketing, and technical background. Her knowledge in composites stems from her experience in the automotive industry. During her time at General Motors, Mary developed and incorporated manufacturing changes to more than 300,000 vehicles annually to bring them up to production standards. While at Chrysler, Mary headed Chrysler's multi-billion regional incentives program and was Senior Manager for Business Management and Market Intelligence, working directly with the Dealers to improve their profitability. She was inducted into the Automotive Hall of Fame in 2004, receiving the Young Leadership and Excellence Award in recognition of her significant contributions to the automotive industry. Ms. Wetzel holds a degree in Business Management and Automotive Marketing from Northwood University.

Jacob Vogel

Director

Mr. Vogel is the Chief Executive Officer of Boat Holdings, LLC, the manufacturer and owner of several industry-leading recreational boat brands including Bennington, Godfrey, Hurricane and Rinker. Together these brands represent roughly 30% of the market share in the large and growing pontoon boat segment, and 45% in the deck boat segment. In his seven-year leadership role with the company, Mr. Vogel has achieved more than 11-fold growth in Boat Holdings' business through both acquisitions and organic growth. Prior to his position at Boat Holdings, Mr. Vogel spent two years in investment banking, focused primarily on mergers and acquisitions, and almost seven years as a business services consultant with Accenture, where his clients included leading international companies and government agencies such as CN Rail, NASA, Johnson Controls, Corning and PepsiCo. Mr. Vogel is a triple major honors graduate with a Business degree from the Indiana University Kelley School of Business, and holds an MBA from the University of Chicago Booth School of Business.

Bill Fenech

Director

Mr. Fenech brings decades of RV industry experience to the TekModo board. Mr. Fenech started his career in 1989 as the District Manager of Coachmen RV, and went on to become a co-founder of Keystone RV Company in 1996. He held several key management positions with Keystone before ultimately selling the company to Thor Industries in 2001. He continued on at Keystone, and then assumed the role of President of Damon Motor Coach in 2004. In 2010 he took over the presidency of Four Winds International. Both motorhome companies are divisions of Thor Industries. Damon Motor Coach and Four Winds International were merged in 2010 to form Thor Motor Coach, North America's top motorhome manufacturer. After retiring in 2011 from his role as President of Thor Motor Coach, in 2012 Mr. Fenech co-founded Grand Design RV Company, a privately owned RV manufacturer focused on quality workmanship, top-level customer service and innovative products.

Gordon Keep

Director

Mr. Keep has extensive business experience in investment banking and building public companies. Mr. Keep is currently the CEO of Fiore Management & Advisory Corp., a private financial advisory firm. He also serves as an officer and/or director for several natural resource companies. From January 2001 to July 2007, Mr. Keep was Managing Director of Corporate Finance at Endeavour Financial Corporation. He served as Senior Vice President and a director of Lions Gate Entertainment Corp. from September 1997 until March 2004. From April 1987 to October 1997, he was Vice President, Corporate Finance in the Natural Resource group of Yorkton Securities Inc. Mr. Keep obtained his B.Sc. in Geological Science from Queen's University in 1979 and his Masters of Business Administration from the University of British Columbia in 1983.

Robert Cross

Director

Mr. Cross has more than 25 years of experience as a financier in the mining and oil and gas sectors. He is a co-founder and Non-Executive Chairman of Bankers Petroleum Ltd., Non-Executive Chairman of B2Gold Corp., co-founder and Chairman of Petrodorado Energy Ltd., and until October 2007, was the Non-Executive Chairman of Northern Orion Resources Inc. Between 1996 and 1998, Mr. Cross was Chairman and Chief Executive Officer of Yorkton Securities Inc. From 1987 to 1994, he was a Partner, Investment Banking with Gordon Capital Corporation in Toronto. He has an Engineering Degree from the University of Waterloo, and received his MBA from Harvard Business School in 1987.

Patrick Malkassian

Director

Mr. Malkassian is an entrepreneur who co-founded and has been CEO of Ropama, Inc. since 1995. Based in Oakland, CA, Ropama is an import/export company sourcing raw materials for the fashion industry. Mr. Malkassian has also been Managing Director of RAM Property Group since 2000. He has a BA in history and political science from the University of California.

Haig Bagerdjian

Director

Mr. Haig Bagerdjian serves as the Chairman and Chief Executive Officer of AVANCA Medical Devices, Inc. Mr. Bagerdjian has been the Chief Executive Officer and President at Point.360 since October 2002 and also has been Chairman of the Board since September 2001. From 1991 to 2002, he held various executive management positions at Syncor International Corp. (Nasdaq: SCOR), including Chief Executive Officer and President of Syncor Overseas Ltd. at Cardinal Health 414, Inc., a Subsidiary of Syncor International Corp. and Chairman and Chief Executive Officer of Syncor Pharmaceuticals Inc., Chief Legal Officer, and Senior Vice President, Business Development. Mr. Bagerdjian served as an Executive Vice President and Secretary of Syncor International Corporation and Cardinal Health 414, Inc. From 1987 to 1991, he served in several executive level positions at Calmark Holding Corp. He was a General Counsel for American Adventure Inc., which was a subsidiary of Calmark Holding. He has been an Executive Director at Point.360 since 2000. He has been a Director of Destiny Media Technologies Inc. since January 20, 2015. He has been a Director of Innodata Inc. since June 2001. He served as a Director of Advanced Machine Vision Corp. since 1997. He received a BA in International Relations and Slavic Languages and Literature, and Certificates in Russian Studies, Strategic Defense and National Security, from the University of Southern California in 1983. Mr. Bagerdjian received a JD from Harvard Law School in 1986 and is admitted to the State Bar of California.

Second Tranche of Financing

Further to the Company's news release on September 27, 2016 regarding the private placement financing ("Private Placement"), the Company has closed the second and final tranche for C$40,875 through the issuance of 272,500 Units at a price of C$0.15 per Unit. Each Unit comprises one common share and one half of one transferable common share purchase warrant, with each full warrant (a "Warrant") entitling the holder to purchase one additional common share for a period of two years at an exercise price of C$0.25. The shares issued are subject to a standard four-month hold period. In connection with the second tranche of the Private Placement, TekModo paid finder's fees of C$2,452.50 and 27,250 finder's warrants, which entitle the holder to purchase one common share of TekModo for a period of one year at an exercise price of C$0.15.

Shares for Debt Transaction

Further to the Company's news release on September 27, 2016 regarding the Private Placement and acquisition of the TekModo group of companies, TekModo announces that it has issued in aggregate 2,589,447 shares to settle outstanding debt of C$388,417.19 owed to creditors, including two insiders of the Company.

Stock Options

Further to the Company's news release on September 27, 2016, the Company is granting stock options to directors, officers, employees and consultants of the Company to purchase up to an aggregate amount of 5.2 million shares of the Company. The stock options are exercisable for a five-year period at a price of C$0.20 and will vest over an 18-month period. The granting of stock options is subject to the approval of the TSX Venture Exchange.

Release of Security for Convertible Debenture

Further to the Company's press releases on March 23 and June 13, 2016 the holders of C$500,000 of convertible debentures have agreed to release their security over the Company's assets in order to facilitate the acquisition of the TekModo group of companies. The Company's convertible debentures mature on March 23, 2018 and the principal amount is convertible into units at C$0.15 per unit prior to the maturity date. Each unit comprises one common share of the Company and one transferable common share purchase warrant. Each warrant entitles the holder to purchase one common share of the Company at a price of C$0.20 per share for two years from the closing date of the respective financing, subject to adjustment in certain circumstances.

Share Structure

The Company currently has 118,346,035 common shares issued and outstanding. The Company has also issued 56,879,506 exchangeable non-voting common shares in TekModo Holdings Inc., a U.S. subsidiary of TekModo. These shares are exchangeable for shares of TekModo, subject to a release schedule over time and a standard four-month hold period, at the discretion of the shareholder. If all shares were converted, the Company would have 175,225,541 shares outstanding.

Upon the grant of new stock options, the Company will have 11,834,603 stock options and 17,751,462 warrants outstanding. Including the ability of the convertible debentures to convert into 3,473,461 common shares and 3,473,461 warrants, fully diluted capital of the Company would be 211,758,528 shares.

On Behalf of the Board of TekModo Industries Inc.

John Proust, Chairman & CEO

About TekModo Industries Inc.

TekModo is an established manufacturer and distributor of advanced composite panels, with existing revenue and a proven history of rapid growth. TekModo's composite panels are currently being used in the walls, roofs, floors and doors of RVs, buses and trailers. The Company has also advanced a number of products with applications in the construction, transportation, industrial filtration and defense industries. With a suite of intellectual property, research and development expertise, leading-edge manufacturing processes and a fully operational manufacturing facility, TekModo is poised to expand its commercial product base to exploit opportunities across a diverse range of industries. More information is available at www.tekmodo.com and by email at info@tekmodo.com.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Notes Regarding Forward-looking Statements

This news release contains certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively "forward-looking statements"). Certain information contained herein constitutes "forward-looking information" under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "will", "potential", "advancing" and variations of such words and phrases or statements that certain actions, events or results "will" occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed by such forward-looking statements or forward-looking information, including the resumption of trading, the name change and new stock symbol, the business of the Company, the Company's ability to advance its development-stage products to commercialization and cash flow, and the Company's ability to capitalize on additional business opportunities. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward looking information. The Company does not undertake to update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.

Contact Information

  • TekModo Industries Inc.
    John Proust
    Chairman & CEO
    604-609-6136

    TekModo Industries Inc.
    Mary Wetzel
    President & Director
    574-970-5800

    TekModo Industries Inc.
    info@tekmodo.com
    www.tekmodo.com