Nouveau Monde Graphite Inc. (“
Nouveau Monde” or
the “
Company”) (NYSE: NMG; TSXV: NOU) today
announced the closing of its previously announced underwritten
public offering (the “
Offering”) of 7,915,000 of
its common shares (the “
Common Shares”), which
includes the partial exercise by the underwriters of their option
to purchase additional Common Shares, at a price per share of
US$7.50 (the “
Offering Price”) for aggregate gross
proceeds of US$59,362,500.
Evercore ISI and BMO Capital Markets acted as
joint book-running managers for the Offering. B. Riley Securities
and Stifel GMP also acted as joint book-running managers. Roth
Capital Partners acted as co-manager for the Offering.
One of the Company’s current shareholders,
Pallinghurst Graphite International Limited, through its subsidiary
Pallinghurst Graphite Limited, together with one of its investors,
collectively purchased 706,666 Common Shares in the Offering for
aggregate gross proceeds to the Company of approximately
US$5,300,000. Further, as previously announced, the Company plans
to complete a non-brokered private placement of a maximum of
1,978,750 Common Shares based on preliminary discussions with one
of its other current shareholders, for aggregate gross proceeds of
up to US$14,840,625, at a price of $7.50 per Common Share (the
“Private Placement”). The Private Placement will
be made pursuant to an exemption from Canadian prospectus
requirements and the Common Shares issued thereto will be subject
to restrictions on resale for a period of four months and one day
from the closing of the Private Placement under applicable Canadian
securities legislation.
The Company expects the net proceeds of the
Offering and the Private Placement to be used towards the
development of the Matawinie mine project and LiB anode plant
project and for general working capital and corporate expense
needs.
In connection with the Offering, Nouveau Monde
has filed a final prospectus supplement
(the “Prospectus Supplement”) to the
Company’s existing base shelf prospectus filed in Canada (the
“Base Shelf Prospectus”) and the Company's United
States registration statement on Form F-10 (the
“Registration Statement”) filed with the U.S.
Securities and Exchange Commission (the “SEC”)
under the U.S.-Canada multijurisdictional disclosure system (MJDS).
The Offering was made in the United States and in each of the
provinces of Canada. The Prospectus Supplement, the Base Shelf
Prospectus and the Registration Statement contain important
information about the Company and the Offering. The Prospectus
Supplement filed in Canada (together with the related Base Shelf
Prospectus) is available on SEDAR at www.sedar.com. The Prospectus
Supplement filed in the United States (together with the
Registration Statement) is available on the SEC’s website at
www.sec.gov. Alternatively, the Prospectus Supplement filed in
Canada (together with the related Base Shelf Prospectus) and the
Prospectus Supplement filed in the United States (together with the
Registration Statement) may be obtained upon request from any of
the following sources: Evercore Group L.L.C., Attention: Equity
Capital Markets, 55 East 52nd Street, 35th Floor, New York, NY
10055, by telephone at (888) 474-0200 or by e-mail
at ecm.prospectus@evercore.com; or in Canada by contacting BMO
Capital Markets, Brampton Distribution Centre C/O The Data Group of
Companies, 9195 Torbram Road, Brampton, Ontario, L6S 6H2 by
telephone at 905-791-3151 Ext 4312 or by email at
torbramwarehouse@datagroup.ca, and in the United States by
contacting BMO Capital Markets Corp., Attn: Equity Syndicate
Department, 3 Times Square, 25th Floor, New York, NY 10036, or by
telephone at (800) 414-3627 or by email at
bmoprospectus@bmo.com.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy securities, nor will
there be any sale of the securities in any province, state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of any such province, state or jurisdiction. The
securities being offered and the contents of this press release
have not been approved or disapproved by any regulatory authority,
nor has any such authority passed upon by the accuracy or adequacy
of the Prospectus Supplement, the Base Shelf Prospectus or the
Registration Statement.
About Nouveau Monde
Nouveau Monde is striving to become a key
contributor to the sustainable energy revolution. The Company is
working towards developing a fully-integrated source of green
battery anode material in Québec, Canada. Targeting commercial
operations by 2023, the Company is developing advanced
carbon-neutral graphite-based material solutions for the growing
lithium-ion and fuel cell markets. With low-cost operations and
enviable ESG standards, Nouveau Monde aspires to become a strategic
supplier to the world’s leading battery and automobile
manufacturers, providing high performing and reliable advanced
materials while promoting sustainability and supply chain
traceability.
Media |
Investors |
Julie Paquet VP Communications
& ESG Strategy +1-450-757-8905
#140jpaquet@nouveaumonde.ca |
Christina Lalli Director,
Investor
Relations +1-438-399-8665 clalli@nouveaumonde.ca |
Cautionary Note Regarding
Forward-Looking InformationAll statements, other than
statements of historical fact, contained in this press release
including, but not limited to, the Offering and the Private
Placement, the expected use of proceeds, the receiving of all
necessary regulatory approvals, the approval for the listing of the
Common Shares to be issued pursuant to the Private Placement on the
TSXV and the NYSE, as applicable, and those which are discussed
under the “About Nouveau Monde” paragraph and elsewhere in this
press release which essentially describe the Company’s outlook and
objectives, constitute “forward-looking information” or
“forward-looking statements” within the meaning of certain
securities laws, and are based on expectations, estimates and
projections as of the time of this press release. Forward-looking
statements are necessarily based upon a number of estimates and
assumptions that, while considered reasonable by the Company as of
the time of such statements, are inherently subject to significant
business, economic and competitive uncertainties and contingencies.
These estimates and assumptions may prove to be incorrect.
Moreover, these forward-looking statements are based upon various
underlying factors and assumptions, including that the proceeds
from the Offering, will be utilized by Nouveau Monde as currently
expected, and are not guarantees of future performance.
Forward-looking information and statements are
subject to known or unknown risks and uncertainties that may cause
actual results to differ materially from those anticipated or
implied in the forward-looking information and statements. Risk
factors that could cause actual results or events to differ
materially from current expectations include, among others, the
satisfaction of the closing conditions relating to the Private
Placement, the anticipated use of proceeds from the Offering and
the Private Placement, the ability of the Company to successfully
implement its strategic initiatives and whether such strategic
initiatives will yield the expected benefits, the availability of
financing or financing on favourable terms for the Company, the
dependence on commodity prices, the impact of inflation on costs,
the risks of obtaining the necessary permits, the operating
performance of the Company’s assets and businesses, competitive
factors in the graphite mining and production industry, changes in
laws and regulations affecting the Company’s businesses, political
and social acceptability risk, environmental regulation risk,
currency and exchange rate risk, technological developments, the
impacts of the global COVID-19 pandemic and the governments’
responses thereto, and general economic conditions, as well as
earnings, capital expenditure, cash flow and capital structure
risks and general business risks. Unpredictable or unknown factors
not discussed in this cautionary note could also have material
adverse effects on forward-looking statements.
Many of these uncertainties and contingencies
can directly or indirectly affect, and could cause, actual results
to differ materially from those expressed or implied in any
forward-looking statements. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Forward-looking statements are
provided for the purpose of providing information about
management’s expectations and plans relating to the future. The
Company disclaims any intention or obligation to update or revise
any forward-looking statements or to explain any material
difference between subsequent actual events and such
forward-looking statements, except to the extent required by
applicable law.
No securities regulatory authority nor
the TSXV nor its Regulation Services Provider (as that term is
defined in the policies of the TSXV) accepts responsibility for the
adequacy or accuracy of this release.
Further information regarding Company is
available in the SEDAR database (www.sedar.com) and in the SEC’s
EDGAR database (www.sec.gov).
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