Sow Good Acquires Ryzon Materials for $107 Million

Sow Good announced an acquisition that it claims will position the company as a critical minerals and battery anode developer supplying high-purity natural flake graphite to the global lithium-ion battery supply chain. The company has entered into a definitive share purchase agreement with Ryzon Materials to acquire 100% of the issued and outstanding shares of wholly owned Tanzanian subsidiaries of Ryzon. Following closing, the company intends to focus on advancing the acquired project toward construction and production, with its current consumer products operations managed as a separate business segment. The targets are the sole holders of the Nachu Graphite Project, an advanced-stage graphite development asset in Southern Tanzania, reported to be one of the largest known high-purity natural flake graphite deposits globally, and reported to benefit from a completed Bankable Feasibility Study, a binding offtake agreement with a U.S. Tier-1 EV and ESS manufacturer, a Special Economic Zone license, and a 15.5-year mine life. The 2022 BFS Update reports that the Nachu Project hosts a global mineral resource of 174 million tons at 5.4% total graphitic carbon and an ore reserve of 76 million tons at 5.2% TGC. The project is designed to process 5 million tons per year of run-of-mine ore to produce approximately 236K tons per year of graphite concentrate at 98.5%-99.0% TGC purity. Re-confirming and, if necessary, re-establishing the terms of the existing offtake agreement will be a priority for Management following closing of the Transaction. The transaction values the Tanzanian Project at an aggregate consideration of $107M based on AUD/USD exchange rate, to be satisfied entirely by the issuance of Sow Good common shares, less the amount of Ryzon's net debt at completion. The transaction is subject to customary closing conditions.