Mr. Eric Desaulniers reports

NMG FINALIZES MULTIPLE OFFTAKE AGREEMENTS FOR ITS PHASE-2 GRAPHITE PRODUCTION DEMONSTRATING STRONG SUPPORT FROM CANADIAN GOVERNMENT AND CUSTOMERS

While Western leaders are gathered in Canada for the G7 Energy and Environment Ministers meeting, Nouveau Monde Graphite Inc. has finalized commercial agreements with the government of Canada; Panasonic Energy Co. Ltd., a wholly owned subsidiary of Panasonic Holdings Corp.; and Traxys North America LLC; and has continued negotiations with an established anode manufacturer. With these commercial agreements and arrangement potentially covering almost 100 per cent of the future phase 2 Matawinie mine flake graphite volumes, Nouveau Monde is set to advance project financing discussions toward a final investment decision to launch the construction of its commercial production for serving strategic growth industries in the Western world, including energy, defence, technology and manufacturing.

Eric Desaulniers, founder, president and chief executive officer of Nouveau Monde, stated: "In today's dynamic environment, we have demonstrated our agility and market relevance by diversifying our commercial base and streamlining the path to securing bankable, multiyear agreements. Commercial agreements crystallized around the future graphite production volumes of the phase 2 Matawinie mine now provide our targeted financial partners with visibility on the project's bankability and risk profile, helping move forward with confidence toward a final investment decision and the launch of commercial operations. Our development plan is ever stronger and timed to lessen risks and capitalize on firm orders. Nouveau Monde stands as a strategic player for supporting energy autonomy, national security and manufacturing efforts of governments and industries across the Western world."

Tim Hodgson, Minister of Energy and Natural Resources, government of Canada, said: "Canada is proud to support Nouveau Monde Graphite in advancing critical mineral development that aligns with our national priorities and international commitments and sign a strategic offtake agreement that will strengthen economic and national security. Through the Critical Minerals Production Alliance, we are working to deploy sovereign tools, mobilize investments and financing, and secure offtake arrangements to accelerate the development of secure, resilient critical minerals supply chains. These minerals will power the clean energy transition, strengthen our defence and manufacturing capabilities, and position Canada as a trusted supplier to our allies."

Claude Guay, parliamentary secretary to the Minister of Energy and Natural Resources, added: "Canada's support for Nouveau Monde Graphite reflects our commitment to responsible resource development and international collaboration. By advancing projects that align with the goals of the Critical Minerals Production Alliance, we are helping to build resilient supply chains, drive innovation and bolster Canada's position as a trusted global partner in the continued development of more clean energy and advanced manufacturing."

Mr. Desaulniers added: "We are exceptionally pleased to welcome the government of Canada as an offtake partner. Government of Canada's pro-active role in aggregating demand from allied nations and strategic industrial stakeholders reinforces the credibility of our commercial strategy. This endorsement provides a strong signal to our lenders and investors as we accelerate toward a final investment decision for the phase 2 Matawinie mine."

Canadian leadership for allied nations and strategic markets

Nouveau Monde has signed a binding term sheet with the government of Canada for a seven-year offtake of 30,000 tonnes per annum of graphite concentrate reserved for Canada and allied countries and entities for strategic applications and commercialization in domestic markets.

Through this commitment, the government of Canada is set to secure 15,000 tpa of graphite concentrate on a take-or-pay basis at a fixed North American market price for a basket of products ranging from fine to large and jumbo flakes at a minimum 94 per cent graphitic carbon purity level. This offtake framework is subject to Nouveau Monde entering into offtake(s) with allied countries or entities on substantially the same terms for aggregate annual commitments equal to 15,000 tpa and to satisfaction of all conditions precedent.

A marketing term sheet in relation to the government of Canada's committed volume allows Nouveau Monde to market their volume and includes a 50-50 profit split above the agreed-upon fixed price net of any losses that the government of Canada may have incurred and any marketing fees paid to Nouveau Monde.

Nouveau Monde and the government of Canada will actively work toward finalizing the definitive agreements and obtaining the relevant governmental approvals, which include the treasury board approval, due diligence and the appropriation process. No assurance can be given that Nouveau Monde will be able to conclude definitive agreements with allied countries, entities and/or the government of Canada, and will be able to satisfy all conditions precedent.

The Canadian critical minerals strategy places graphite among a prioritized group of minerals designated to stimulate domestic manufacturing and build integrated supply chains. Supporting local graphite production and value-added processing is aligned with Canada's strategy to develop critical minerals to fuel industrial growth, advance climate action, expand trade partnerships and fulfill its investment commitment to North Atlantic Treaty Organization.

Updated commercial agreements with major customers

In view of evolving market conditions and project financing requirements, Nouveau Monde has worked with its main customers to update existing commercial agreements.

Panasonic Energy active anode material

The commercial agreement with Panasonic Energy has been revised with the objective of advancing the production of 13,000 tpa of active anode material through Nouveau Monde's phase 2 integrated value chain. An estimated 25,000 tpa of graphite concentrate from the phase 2 Matawinie mine will be required to produce the active anode material volume for Panasonic Energy. The 2025 Panasonic Energy binding offtake agreement sets out conditions precedent that are customary for agreements of this nature. Details of the 2025 Panasonic Energy binding offtake agreement is available in a simultaneous announcement.

Traxys graphite concentrate

The joint marketing and offtake agreement with Traxys is to be updated to secure up to 20,000 tpa of graphite concentrate offtake from the phase 2 Matawinie mine, 10,000 tpa of which are on a take-or-pay basis. The execution of the 2025 Traxys binding offtake and marketing agreement is subject solely to Traxys board approval. Details of the 2025 Traxys binding offtake and marketing agreement are available in a simultaneous announcement.

Update on GM agreements and other active negotiations

Nouveau Monde is in active negotiations with the manufacturer to secure up to 30,000 tpa of graphite concentrate from the phase 2 Matawinie mine over an initial six-year period. The take-or-pay portion of this volume is expected to represent approximately 15,000 tpa, with sales pricing based on market indices with a floor price, which is intended to serve as feedstock for active anode material production.

Nouveau Monde has and will continue to work toward a definitive agreement with the manufacturer, which may entail an equity investment by the manufacturer. In connection with this process, GM and Nouveau Monde have agreed to terminate their previously announced supply and investment agreements, effective Nov. 30, 2025. GM is exploring with the manufacturer, on a non-binding basis, a potential supply arrangement whereby GM would purchase a portion of the active anode material for use in the manufacture of GM's electric vehicle batteries. The rest of the volume is intended to be jointly commercialized by Nouveau Monde and the manufacturer to a list of lithium-ion-battery customers. There can be no assurance that Nouveau Monde will be able to conclude the definitive agreement with the manufacturer nor that GM and manufacturer will reach a definitive agreement.

Project execution strategy update to launch commercial production

With these combined offtake agreements and commercial arrangements announced today, Nouveau Monde has rounded up commercial interest for potentially close to 100 per cent of the entire future output of flake graphite from the phase 2 Matawinie mine, in addition to 13,000 tpa volume of active anode material from the phase 2 Becancour battery material plant.

In light of this, Nouveau Monde intends to confirm the support of its strategic investors and targeted lenders toward the project financing, either for a combined final investment decision encompassing the phase 2 Matawinie mine and the phase 2 Becancour battery material plant, or for a sequenced FID starting with the phase 2 Matawinie mine followed by the phase 2 Becancour battery material plant. Considering the 2025 Panasonic Energy binding offtake agreement announced today, Nouveau Monde is also assessing the commercial and technical feasibility of an initial capacity in the phase 2 Becancour battery material plant, with a view to efficiently fulfilling its committed volumes upon reaching either a combined FID or sequenced FID for the phase 2 Becancour battery material plant. There is no assurance that the company will be able to secure additional commitments, nor that Nouveau Monde will be able to meet the conditions precedent of the 2025 Panasonic Energy binding offtake agreement at the time of FID.

The project financing process has significantly advanced in recent months. The due diligence processes are nearing completion, supported by specialized advisory firms, which are proceeding concurrently to assess the corporate, technical, market, and environmental, social and governance components of Nouveau Monde's planned phase 2 operations and to guide financial stakeholders' risk assessment. The due diligence outcomes will feed into the structuring of legal documentation and a project debt package ahead of investment committee reviews. This work stream will be finalized upon having signed definitive agreements with the various offtakers. Negotiations of a long form term sheet are continuing ahead of the lenders' respective investment committees to seek credit approval in the coming months.

The company has significantly derisked the phase 2 Matawinie mine in recent years through the steady advancement of key developmental stages, including:

• Obtaining a ministerial decree and key permits required thus far;
• Signing an impact and benefit agreement with the Atikamekw First Nation, as well as a collaboration and benefit sharing agreement with the local community;
• Partnering with Caterpillar Inc. for the development and procurement of a zero-emission fleet and infrastructure for the future mine;
• Advancing detailed engineering, now over 80 per cent, and securing key contracts for strategic equipment and services;
• Carrying out early works to have the site shovel-ready for construction upon reaching a positive FID and completing project financing;
• Issuing an updated feasibility study in March, 2025;
• Optimizing its tailings management approach and advancing environmental stewardship at the site through pro-active water management, biodiversity initiatives and continued surveillance; and
• Training and hiring an operational crew at its phase 1 demonstration plant, thus setting the foundation for its commercial operations.

In parallel, the company continues to actively advance the engineering and execution strategy for the phase 2 Becancour battery material plant, which is modular by design.

Cautionary note

There can be no assurance that Nouveau Monde will be able to conclude the definitive agreements with the government of Canada and/or the manufacturer, that the manufacturer and GM will be able to conclude a definitive agreement, or that Nouveau Monde will be able to meet the conditions precedent of the definitive agreements once executed or the conditions precedent of any or all of the offtake and marketing agreements mentioned above.

About Nouveau Monde Graphite Inc.

Nouveau Monde Graphite is an integrated company developing responsible mining and advanced processing operations to supply the global economy with carbon-neutral advanced graphite materials. The company is developing in Quebec, Canada, a fully integrated ore-to-processed-graphite value chain to serve tomorrow's industries in energy, defence, technology and manufacturing. With recognized ESG standards and structuring partnerships with major customers, Nouveau Monde is set to become a strategic supplier of advanced materials to leading specialized manufacturers while promoting sustainability, innovation and supply chain traceability.

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