Black Swan Graphene to Acquire Quebec-Based Injection Molding Specialist Falpaco, Establishing a Vertically Integrated Platform

Executive Summary

• Black Swan Graphene Inc. is acquiring Falpaco Rubber and Plastics Inc. for C$12.6 million on a cash‑free, debt‑free basis.
• The purchase price will be funded with C$6.7 million debt financing from Desjardins Group, C$4.1 million of Black Swan’s cash on hand, and the issuance of approximately C$1.8 million in Black Swan common shares.
• Closing is expected in Q2 2026, subject to customary conditions and TSX Venture Exchange approval; Falpaco will become a wholly‑owned subsidiary of Black Swan.

Key Details

• Purchase Price: C$12.6 million (cash‑free, debt‑free, post‑closing adjustments).
• Funding Mix:
• Debt financing: C$6.7 million from Desjardins Group (C$4.7 M term loan + C$2.0 M revolving line).
• Cash on hand: C$4.1 million.
• Equity issuance: ~C$1.8 million of Black Swan common shares.
• Debt Terms: Interest at Desjardins’ prime rate; secured by Falpaco’s assets; includes standard financial covenants.
• Target Business: Falpaco generates ≈ C$7.4 M annual sales, CAGR ~7% over five years; 45 employees; located in Granby, Québec; provides custom injection molding (including bi‑injection and overmolding) with in‑house mold design and tooling.
• Strategic Rationale: Vertically integrate downstream manufacturing to accelerate commercialization of graphene‑enhanced products, shorten development cycles, and expand market reach.
• Closing Timeline: Expected Q2 2026; contingent on customary conditions and TSX Venture Exchange approval. No finders’ fees or commissions will be paid.
• Post‑Closing Structure: Falpaco becomes a wholly‑owned subsidiary of Black Swan; financing secured to support working capital, operations, and future growth initiatives.

Notable Quotes

“This expansion into downstream manufacturing represents a natural extension of our commercialization strategy… graphene acting as a catalyst for growth and value creation within an already well‑established business.” – Simon Marcotte, President & CEO, Black Swan Graphene Inc.

“We couldn’t be more excited to join Black Swan Graphene… we look forward to bringing innovative, high‑performance products to market.” – Claude Robichaud, President & shareholder, Falpaco Rubber and Plastics Inc.