/NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR
FOR DISSEMINATION IN THE UNITED
STATES/
MONTREAL, Jan. 25, 2021 /CNW/ - NanoXplore Inc.
(TSXV: GRA) ("NanoXplore" or the "Company"), is
pleased to announce that it entered into an agreement with a
syndicate of underwriters co-led by Echelon Wealth Partners Inc.
and National Bank Financial Inc. (the "Underwriters")
pursuant to which the Underwriters have agreed to
purchase 10,000,000 common shares of the Company (the
"Common Shares") at a price of $4.00 per Common Share (the "Issue
Price") and offer them to the public by way of short form
prospectus for total gross proceeds of $40,000,000 to the Company (the
"Offering").
The Underwriters have been granted an option (the
"Over-Allotment Option") by the Company to purchase up to an
additional 1,500,000 Common Shares at the Issue Price. The
Over-Allotment Option may be exercised in whole or in part to
purchase Common Shares as determined by the Underwriters upon
written notice to the Company at any time up to 30 days following
the Closing Date (as defined below).
The Company intends to use the net proceeds of the
Offering for battery initiatives, debt reduction, sales and
marketing of graphene and for general corporate purposes.
The Company has agreed to grant the Underwriters a cash
commission payable on the Closing Date of the Offering equal to
5.0% of the aggregate gross proceeds of the Offering
(including the Over-Allotment Option), other than in respect of
Common Shares subscribed for by certain investors (the President's
List), in which case a cash commission equal to 2.0% of such amount
shall be paid to the Underwriters.
The Offering will be completed (i) by way of a short form
prospectus to be filed in all of the provinces of Canada, (ii) on a private placement basis
in the United States pursuant to
exemptions from the registration requirements of the United
States Securities Act of 1933, as amended (the "U.S.
Securities Act") and (iii) outside Canada and the
United States on a basis which does not require the
qualification or registration of any of the Company's securities
under domestic or foreign securities laws.
This news release does not constitute an offer to sell or a
solicitation of an offer to sell any of securities in the United States. The securities have not
been and will not be registered under the U.S. Securities Act or
any state securities laws and may not be offered or sold within
the United States or to U.S.
Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
The Offering is expected to close on or about February 12, 2021, or such other date as the
Company and the Underwriters may agree (the "Closing Date"),
and is subject to customary closing conditions, including the
approval of the securities regulatory authorities and the TSX
Venture Exchange ("TSX-V").
In a separate transaction that is expected to close concurrently
with the Offering, Mr. Soroush
Nazarpour, President and Chief Executive Officer of the
Company, will be selling to Martinrea International Inc., the
principal shareholder of NanoXplore, 1,000,000 Common Shares at the
Issue Price for gross proceeds of $4,000,000 to Mr. Nazarpour (the "Concurrent
Sale").
About NanoXplore Inc.
NanoXplore is a graphene company, a manufacturer and supplier of
high-volume graphene powder for use in industrial markets. The
company provides standard and custom graphene-enhanced plastic and
composite products to various customers in transportation,
packaging, electronics, and other industrial sectors. NanoXplore is
headquartered in Montreal, Quebec
with manufacturing facilities across North America and Europe.
Forward-looking Statements
This press release contains forward-looking statements and
forward-looking information (together, "forward-looking
statements") within the meaning of applicable securities laws. All
statements, other than statements of historical facts, are
forward-looking statements, and subject to risks and uncertainties.
All forward-looking statements are based on our beliefs as well as
assumptions based on information available at the time the
assumption was made and on management's experience and perception
of historical trends, current conditions and expected future
developments, as well as other factors deemed appropriate in the
circumstances. No assurance can be given that these assumptions and
expectations will prove to be correct. Forward-looking statements
are not facts, but only predications and can generally be
identified by the use of statements that include phrases such as
"anticipate", "believe", "continue", "could", "estimate",
"foresee", "grow", "expect", "plan", "intend", "forecast",
"future", "guidance", "may", "predict", "project", "should",
"strategy", "target", "will" or similar expressions suggesting
future outcomes and in this press release relate to the closing of
the Offering and of the Concurrent Sale, the use of proceeds from
the Offering, the participation of certain named parties in the
Offering and the approval of the TSX-V.
Forward-looking information is not a guarantee of future
performance and involves a number of risks and uncertainties. Such
forward-looking information necessarily involves known and unknown
risks and uncertainties, including the relevant assumptions and
risks factors set out in NanoXplore's most recent annual management
discussion and analysis filed on SEDAR at www.sedar.com, which may
cause NanoXplore's actual results to differ materially from any
projections of future results expressed or implied by such
forward-looking information. These risks, uncertainties and other
factors include, among others, the uncertain and unpredictable
condition of global economy, notably as a consequence of the
Covid-19 pandemic. Any forward-looking information is made as of
the date hereof and, except as required by law, NanoXplore does not
undertake any obligation to update or revise any forward –looking
statement as a result of new information, subsequent events or
otherwise.
Neither TSX-V nor its Regulation Services Providers (as that
term is defined in the polices of the TSX-V) accepts responsibility
for the adequacy or accuracy of this release.
SOURCE NanoXplore Inc.
