06:42:33 EDT Tue 16 Apr 2024
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Nouveau Monde Graphite Inc
Symbol NOU
Shares Issued 86,378,517
Close 2017-09-19 C$ 0.36
Market Cap C$ 31,096,266
Recent Sedar Documents

Nouveau Monde closes $4.44-million first tranche of financing

2017-09-19 15:23 ET - News Release

Mr. Eric Desaulniers reports

NOUVEAU MONDE ANNOUNCES CLOSING OF THE FIRST TRANCHE $4,444,499 FINANCING AND EXTENSION OF WARRANTS

Nouveau Monde Graphite Inc. has closed a first tranche of brokered private placement of an aggregate number of 14.81 million units in the capital of the corporation, at a price of 30 cents per unit, for an aggregate gross proceeds of $4.44-million.

Each unit comprises one common share in the capital of the corporation and one-half of one common share purchase warrant. Each whole warrant shall entitle the holder thereof to acquire one common share of the capital in the corporation, at a price of 40 cents per warrant share, for a period of 24 months following the closing of the offering.

The offering was conducted through a syndicate led by Eight Capital together with Jett Capital Advisors, LLC, Echelon Wealth Partners Inc. and Haywood Securities Inc. acting as agents. In consideration for their services, the agents received an aggregate cash commission of $137,532 and an aggregate of 458,440 broker warrants to purchase up to 458,440 common shares in the capital of the corporation, at a price of 30 cents per common share, until Sept. 19, 2019. The corporation also paid a cash commission of $30,845.95 to EMD Financial Inc. and $6,000 to EDE Asset Management Inc. and has issued to each of them 102,820 and 20,000 broker warrants, respectively.

The net proceeds of the offering will be used by the corporation to incur exploration and development expenses on its Matawinie property.

All securities issued pursuant to the offering are subject to a restricted period of four months and a day, ending on Jan. 20, 2018, under applicable Canadian securities legislation.

The corporation expects to be able to file shortly all required documentation to satisfy the conditional acceptance of the TSX Venture Exchange.

The corporation also announces that it has received offers from potential investors including institutional investors from the province of Quebec to subscribe for additional units in a second tranche of the offering, subject to certain conditions being met. In such a case, a second closing is expected to occur within a few weeks.

The president and chief executive officer, the chief financial officer, two executive officers, and one insider of the corporation have subscribed in the offering as follows: 50,000 units were subscribed by Eric Desaulniers, 50,000 units were subscribed by Charles-Olivier Tarte, 50,000 units were subscribed by Karl Trudeau, 50,000 units were subscribed by Marie-Eve Chaume and 3,333,334 units were subscribed by Les Placement Charles Armand Turpin Inc., controlled by Charles Armand Turpin, which constitute related parties transactions within the meaning of Regulation 61-101 respecting protection of minority security holders in Special Transactions and TSX-V Policy 5.9 - protection of minority security holders in special transactions. However, the directors of the corporation who voted in favour of the offering have determined that the exemptions from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 can be relied on as neither the fair market value of the units issued to these insiders nor the fair market value of the consideration paid exceed 25 per cent of the corporation's market capitalization. None of the corporation's directors has expressed any contrary views or disagreements with respect to the foregoing.

A material change report in respect of these related parties transactions will be filed by the corporation but could not be filed earlier than 21 days prior to the closing of the offering due to the fact that the terms of the participation of each of the non-related parties and the related parties in the offering were not confirmed.

The corporation announces that it has filed an application with the TSX-V to extend the term of certain share purchase warrants of the corporation.

An aggregate of 850,000 share purchase warrants were issued on Sept. 16, 2016, pursuant to a private placement of units closed on Sept. 16, 2016, each of which initially entitled the warrant holder to purchase one common share in the capital of the corporation at a price of 40 cents per common share until Sept. 16, 2017.

The board of directors of the corporation has approved the amendment to the warrants to extend their expiry date to Sept. 16, 2018. The amendment to the warrants is subject to the approval of the TSX-V.

About Nouveau Monde Graphite Inc.

With a management team that has over 40 years of recent experience in the production, processing and marketing of natural graphite, the corporation is a dynamic company positioned as a future leader in the emerging North American graphite and anode material for lithium-ion battery markets. Noveau is evaluating its Matawinie graphite project discovered in 2015 with the objective of becoming the largest graphite mine in North America. The project is located in the Saint-Michel-des-Saints area, about 120 kilometres north of Montreal, Que., Canada.

We seek Safe Harbor.

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