/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES
OR DISSEMINATION IN THE UNITED
STATES./
TORONTO, Oct. 25, 2021 /CNW/ - Neo Performance
Materials Inc. ("Neo", the "Company") (TSX: NEO) is
pleased to announce that it and a fund managed by Oaktree Capital
Management, L.P. (the "Selling Shareholder") have entered
into an agreement with Paradigm Capital Inc. and Canaccord Genuity
Corp. (the "Co-Lead Underwriters"), on behalf of a syndicate
of underwriters (together with the Co-Lead Underwriters, the
"Underwriters"), pursuant to which the Underwriters have
agreed to purchase, on a bought deal basis, 2,598,000 common shares
of the Company (the "Common Shares") from treasury at a
price of $19.25 per Common Share (the
"Offering Price") (the "Treasury Offering") and
1,949,000 Common Shares from the Selling Shareholder at the
Offering Price (the "Secondary Offering") for total gross
proceeds of $87.5 million (the
"Offering").
In addition, the Selling Shareholder has granted the
Underwriters an option to purchase that number of additional Common
Shares at the Offering Price equal to 15% of the total base
Offering, exercisable up to 30 days following the closing of the
Offering.
The Selling Shareholder currently holds 12,509,155 common shares
of the Company, representing approximately 32.9% of the issued and
outstanding common shares. Following the closing of the
Offering, the Selling Shareholder will hold 10,560,155 common
shares, representing approximately 26.0% of the issued and
outstanding common shares. In addition, the Selling
Shareholder, its affiliates and other entities managed by Oaktree
Capital Management, L.P. have agreed with the Underwriters that
their remaining common shares of the Company will be subject to a
120 day lock-up period, subject to customary exceptions.
The Company intends to use the net proceeds from the Treasury
Offering for general corporate purposes, including the expansion,
maintenance of global assets and the pursuit of strategic growth
opportunities around the globe. The Company will not receive
any proceeds from the Secondary Offering. The net proceeds of the
Secondary Offering will be payable to the Selling Shareholder.
The Common Shares will be offered by way of a short form
prospectus to be filed in all of the provinces of Canada other than Quebec. Private placement offerings in
the United States will be made to
"qualified institutional buyers" pursuant to Rule 144A of the
United States Securities Act of 1933. The Offering is expected to
close on or about November 16, 2021
and is subject to certain conditions including, but not limited to,
the receipt of all necessary corporate and regulatory approvals,
including the approval of the Toronto Stock Exchange and the
applicable securities regulatory authorities. No securities
regulatory authority has either approved or disapproved of the
contents of this news release.
The securities being offered have not been, nor will they be,
registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold in the United States or to, or for the account or
benefit of, U.S. persons absent registration or an applicable
exemption from the registration requirements. This press release
shall not constitute an offer to sell or the solicitation of an
offer to buy nor shall there be any sale of the securities in any
State in which such offer, solicitation or sale would be
unlawful.
About Neo Performance Materials
Neo manufactures the building blocks of many modern technologies
that enhance efficiency and sustainability. Neo's advanced
industrial materials - magnetic powders and magnets, specialty
chemicals, metals, and alloys - are critical to the performance of
many everyday products and emerging technologies. Neo's products
help to deliver the technologies of tomorrow to consumers
today. The business of the Company is organized along three
segments: Magnequench, Chemicals & Oxides and Rare Metals. The
Company is headquartered in Toronto,
Ontario, Canada; with corporate offices in Greenwood Village, Colorado, US; Singapore; and Beijing, China. The Company operates globally
with sales and production across 10 countries, being Japan, China,
Thailand, Estonia, Singapore, Germany, United
Kingdom, Canada,
United States, and South Korea. For more information, please
visit http://www.neomaterials.com/.
About Oaktree Capital Management L.P.
Oaktree is a leader among global investment managers
specializing in alternative investments, with $156 billion in assets under management as of
June 30, 2021. The firm emphasizes an
opportunistic, value-oriented and risk-controlled approach to
investments in credit, private equity, real assets and listed
equities. The firm has over 1,000 employees and offices in 19
cities worldwide. For additional information, please visit
Oaktree's website at http://www.oaktreecapital.com/.
Cautionary Statements Regarding Forward Looking
Statements
This news release contains "forward-looking information" within
the meaning of applicable securities laws in Canada. Forward-looking information may relate
to future events or future performance of Neo. All statements in
this release, other than statements of historical facts, with
respect to Neo's objectives and goals, as well as statements with
respect to its beliefs, plans, objectives, expectations,
anticipations, estimates, and intentions, are forward-looking
information. Specific forward-looking statements in this discussion
include, but are not limited to, the following: expectations
regarding certain of Neo's future results and information,
including, among other things, revenue, expenses, sales growth,
capital expenditures, and operations; statements with respect to
current and future market trends that may directly or indirectly
impact sales and revenue of Neo; expected use of cash balances;
continuation of prudent management of working capital; source of
funds for ongoing business requirements and capital investments;
expectations regarding sufficiency of the allowance for
uncollectible accounts and inventory provisions; analysis regarding
sensitivity of the business to changes in exchange rates; impact of
recently adopted accounting pronouncements; risk factors relating
to intellectual property protection and intellectual property
litigation; risk factors relating to national or international
economies (including the impact of COVID-19), and other risks
present in the jurisdictions in which Neo, its customers, its
suppliers, and/or its logistics partners operate, and; expectations
concerning any remediation efforts to Neo's design of its internal
controls over financial reporting and disclosure controls and
procedures. Often, but not always, forward-looking information can
be identified by the use of words such as "plans", "expects", "is
expected", "budget", "scheduled", "estimates", "continues",
"forecasts", "projects", "predicts", "intends", "anticipates" or
"believes", or variations of, or the negatives of, such words and
phrases, or state that certain actions, events or results "may",
"could", "would", "should", "might" or "will" be taken, occur or be
achieved. This information involves known and unknown risks,
uncertainties and other factors that may cause actual results or
events to differ materially from those anticipated in such
forward-looking information. Neo believes the expectations
reflected in such forward-looking information are reasonable, but
no assurance can be given that these expectations will prove to be
correct and such forward-looking information included in this
discussion and analysis should not be unduly relied upon. For more
information on Neo, investors should review Neo's continuous
disclosure filings that are available under Neo's profile at
www.sedar.com .
SOURCE Neo Performance Materials, Inc.