Graphene 3D Lab yesterday acquired Graphene Laboratories, its former parent company, in a share exchange agreement. The firm explained the takeover would allow Calverton, NY-based Graphene 3D Labs to reach a wider combined market.
Daniel Stolyarov, co-CEO of Graphene 3D Lab, said: “Combining Graphene 3D Lab and Graphene Laboratories brings several advantages, including an 8,000-strong customer base that is currently experimenting with graphene.”
Stolyarov explained the acquisition would also give Graphene 3D Lab the scope to manufacture and sell products outside of the 3D printing space.
Graphene 3D Lab’s current core product is a highly conductive graphene-based filament that enables customers to print circuitry and electronic sensors.
Graphene Laboratories, on the other hand, manufactures a range of graphene-enhanced products and owns the Graphene Supermarket, the largest supplier of graphene-based products.
It also has a patent pending on a new low-energy, chemical-free manufacturing process to produce high-grade graphene.
Elena Polyakova, co-CEO of Graphene 3D Lab, said: “Through the provisional patent on graphene manufacturing, the deal will also allow Graphene 3D Labs to achieve vertical integration and a broader scope of service, specifically in graphene-enhanced polymers outside of the 3D industry.”
Graphene Laboratories will also assist with Graphene 3D Labs’ cash flow. Graphene Laboratories reported revenues of more than $1 million in the year to December 2014, and was cash flow positive.
Stolyarov said: “There has been no financial calculation of the synergies of the combined company. However, the acquisition will add immediate revenue to the company.”
In terms of the mechanics of the deal, Graphene 3D Labs will acquire all of the issued and outstanding common shares of Graphene Laboratories. It will do so by issuing up to 3.8 million common shares of Graphene 3D Labs to the shareholders of Graphene Laboratories.
These shares will be issued at defined intervals over the next 5 years, and the deal is subject to a fairness option prepared by an independent business valuator and an audit of Graphene Laboratories’ finances.
Stolyarov and Polyakova, who sit on boards of both companies, will also need the approval of its independent directors, which they said they already have.
Stolyarov said: “As per TSX-V guidelines, no shareholder vote was required for this transaction to be proposed. The proposed transaction is subject to the conditional outlined in the NR and as a proposed transaction is fully supported by the Graphene 3D Lab board.”
Finally, as part of the acqusition, Elena Polyakova was appointed co-CEO of the new parent company alongside its existing CEO Daniel Stolyarov. No further changes are expected.