Innovative Composites International Inc.

Innovative Composites International Inc.

July 15, 2014 08:37 ET

Innovative Composites International Inc. Enters Agreement to Sell Certain Assets

TORONTO, ONTARIO--(Marketwired - July 15, 2014) - Innovative Composites International Inc. (CSE:IC) ("ICI", or the "Company") is pleased to announce that it has entered into an agreement pursuant to which ICI's wholly-owned subsidiary, Innovative Composites, Inc. (the "Subsidiary"), will sell all of the assets located at the Subsidiary's facility in Sault Ste. Marie, Michigan (the "Facility") for aggregate consideration of US $1,300,000, subject to customary closing adjustments (the "Transaction").

ICI and the Subsidiary will provide the purchaser with an exclusive right and license for the use of all intellectual property used in the operation of the Facility. This intellectual property license is limited to the automotive industry (trucks and buses) and is irrevocable, subject to the purchaser paying a royalty equal to 2.5% of collections from the sale of products utilizing the licensed intellectual property.

The assets being sold pursuant to the Transaction include, among other things, all the Subsidiary's machinery and equipment, supplier and customer contacts as well as certain licenses, permits, approvals, and relevant records which pertain to the operations at the Facility.

In addition to customary closing conditions, the Transaction is subject to approval by the Company's debentureholders, who have security over certain assets of the Company including the Subsidiary's assets located at the Facility which are being sold pursuant to the Transaction.

ICI intends to use the proceeds of the Transaction will be used to repay indebtedness related to the Facility and for general corporate purposes.

"We are pleased about what this transaction means for us," said Mark Rivers, ICI's Chief Executive Officer. "It is continued validation of the value and uniqueness of our technology and provides us with much needed working capital, allowing us to focus our efforts, costs and operations in one location, which is appropriate for our current development stage," Mr. Rivers continued.

About Innovative Composites International Inc.

Headquartered in Toronto, Canada, Innovative Composites International Inc. is a high-tech engineering and manufacturing company whose goal is to utilize its proprietary "green" composite materials and building systems to provide innovative, engineered product solutions to markets that include shelters and containers, construction and housing, and industrial applications.

To find out more about ICI please visit our website at:

The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

Statements made in this press release include forward-looking statements that involve a number of risks and uncertainties. These statements relate to future events or future performance and reflect management's current expectations and assumptions. The forward-looking statements contained in this document are based on certain key expectations and assumptions made by ICI, including expectations and assumptions concerning the approval of the Transaction by ICI's debentureholders.

Although ICI believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because ICI can give no assurance that they will prove to be correct. Since forward looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the failure to close the Transaction based on the inability of either party to meet a condition to closing as set forth in the purchase agreement or the failure to obtain the requisite debentureholder approval.

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