IBC Advanced Alloys Corp.

IBC Advanced Alloys Corp.

May 04, 2009 18:08 ET

IBC Advanced Alloys Closes Acquisition of Specialloy Copper Alloys, LLC

VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 4, 2009) - IBC Advanced Alloys Corp. (TSX VENTURE:IB) ("IBC" or the "Company") is pleased to announce that it has successfully closed the acquisition of Specialloy Copper Alloys, LLC ("Specialloy"), a specialty alloy manufacturer and processing company. IBC previously signed a letter of intent with Specialloy, which was announced in a news release dated February 10, 2009. The acquisition is a non-arm's length transaction as Denis Brady, a director of IBC, held a membership interest in Specialloy.

IBC, through its wholly owned subsidiaries IBC US Holdings Inc. ("IBC US") and Nonferrous Products Inc. ("Nonferrous"), acquired the title in and membership interests of Specialloy held by Denis Brady and Billie D. Gray (the "Vendors"). IBC paid an aggregate cash consideration of US$25,000 to the Vendors in conjunction with the closing of the transaction. In connection with the membership interest and purchase sale agreement, Nonferrous signed an exchange agreement with Specialloy whereby Specialloy converted US$450,000 of debt owed to Nonferrous to membership interests. The aggregate value ascribed to Specialloy is therefore US$475,000. Denis Brady forgave US$99,150 owed to him by Specialloy and Nonferrous exchanged its debt due to it for IBC to hold a 100% membership interest in Specialloy.

"IBC is pleased to have signed this membership interest purchase and sale agreement with Specialloy. We are looking forward to integrating Specialloy's production capabilities with our existing manufacturing divisions to develop a broader sales and production system to better service our customers," said Anthony Dutton, president and CEO of IBC. "Specialloy has the capacity to supplement our existing beryllium-based casting and forging business and lead to increased production of advanced alloy products."

Specialloy has operated since 1952 and manufactures and processes a range of copper master alloy, used by foundries to produce copper alloy products, and copper-based alloys in billet and slab form, including beryllium copper alloys. Specialloy opened its existing Missouri facility in 1988 to more cost-efficiently produce products from larger furnaces, and in 1992 closed its Chicago plant. At its height of production, Specialloy served customers in North America, Europe and Asia and developed a global reputation for specialty copper alloys.

The Specialloy plant is a manufacturing and warehouse building totalling 26,500 square feet, located on a six-acre site in New Madrid, Missouri, USA, approximately 250 kilometres south of St. Louis and situated on the Mississippi River. It has two furnaces and is capable of producing billets in a range of sizes and compositions. At its peak of operations, the company employed 50 employees and produced 7,000,000 lbs. of alloys annually, including red alloys and non-beryllium alloys. It produced considerably less in the past two years, after financially-driven shutdowns and ownership changes. It currently has seven employees.

This unique business has a lengthy history of producing a range of master alloys, the highest purity fused alloys available for making additions to copper, brass or bronze. Specialloy has the background to produce a variety of master alloys on demand, which can be made to meet a variety of commercial or military specifications, for both North American and international customers.

IBC plans to integrate and consolidate Specialloy's operations with its other manufacturing operations, the Freedom Alloys division, which manufactures beryllium alloys in Royersford, Pennsylvania, USA, and the Nonferrous division, a manufacturer of forged copper, beryllium, copper and bronze alloys based in Franklin, Indiana, USA. IBC acquired these businesses in May 2008 and October 2008, respectively. Specialloy's manufacturing infrastructure and processes are complementary to the Nonferrous and Freedom divisions and will further integrate IBC's manufacturing value chain.

This acquisition was approved by the TSX Venture Exchange on March 31, 2009.

About IBC Advanced Alloys Corp.

IBC Advanced Alloys Corp. is an integrated manufacturer and distributor of beryllium based alloys and related products serving a variety of industries including nuclear energy, automotive, telecommunications and a range of industrial applications. IBC has 65 employees and is headquartered in Vancouver, Canada with production facilities in Pennsylvania and Indiana. Additionally, IBC owns prospective beryllium properties in Brazil and the Western US covering approximately 9,500 hectares. IBC is creating a dynamic global beryllium and advanced alloys company. IBC's common shares are traded on the TSX Venture Exchange under the symbol "IB".

This news release was prepared by management of IBC, which takes full responsibility for its contents.

Legal Notice Regarding Forward Looking Statements

This news release contains "forward-looking statements", as that term is defined in Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended. Statements in this news release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future. Such forward-looking statements include, among others, the expectations and/or claims, as applicable, that: (i) IBC is planning to integrating Specialloy's production capabilities with our existing manufacturing divisions to develop a broader sales and production system to will develop into a strong vertically integrated international beryllium company; and (ii) IBC's acquisition of Specialloy will lead to increased production of advanced alloy products (iii) IBC is expecting to improve its manufacturing efficiencies and production levels in order to increase its market presence both in North America and internationally; and (iv) IBC is focused on increasing production levels to better service its customers, and (v) IBC plans to grow its business as an advanced alloy company.

Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others: (i) the risk that IBC does not execute its business plan; (ii) the inability of IBC to keep pace with market requirements; (iii) IBC's inability to maintain key relationships with suppliers and customers; (iv) IBC not being able to retain key employees; (v) competitors providing better or cheaper products; (vi) markets for IBC's products not developing as expected; (vii) IBC's inability to finance its operations or growth; (viii) inability to obtain all necessary government and regulatory approvals; and (ix) the inability to effectively market IBC's products, including the establishment of viable relationships with third parties; (x) fluctuating beryllium prices may negatively impact IBC's business plans and strategies; (xi) IBC's ability to close the purchase of Specialloy; and (xii) IBC's ability to successfully integrate Specialloy with its other manufacturing operations. Although IBC believes that the beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance those beliefs, plans, expectations, or intentions will prove to be accurate.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy of this news release. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information