NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN THE UNITED STATES.
SAINT-MICHEL-DES-SAINTS, QUÉBEC, April 25, 2019 (GLOBE NEWSWIRE) – Nouveau NOUVEAU MONDE GRAPHITE INC. (“Nouveau Monde” or the “Corporation”) (TSX VENTURE: NOU) (OTCQB: NMGRF) (FRANKFURT: NM9) is pleased to announce that it has completed on April 25, 2019 (the “Closing Date”) the non-brokered private placement with Pallinghurst Graphite Limited, an affiliate of The Pallinghurst Group (“Pallinghurst”) of 43,825,000 common shares (the “Shares”) in the capital of the Corporation at a price of $0.235 per Share for aggregate gross proceeds of C$10,298,875 (the “Pallinghurst Placement”) pursuant to a subscription agreement dated April 2, 2019 as previously announced. As of the Closing Date, Pallinghurst holds 19.99% of the Shares.
No brokerage, investment banking or similar fees were paid by the Corporation for the Pallinghurst Placement and the Shares issued to Pallinghurst are subject to a four (4) months plus one (1) day statutory hold period ending on August 26, 2019. In the context of the Pallinghurst Placement, Pallinghurst agreed not to sell its Shares for up to two years following the Closing Date, subject to conditions.
The introduction of Pallinghurst as a cornerstone shareholder in Nouveau Monde is expected to bring added value to the Matawinie Project (the “Matawinie Project”), a graphite development project located in the Saint-Michel-des-Saints area. Specifically, the net proceeds from the Pallinghurst Placement will be used to fund the continued operation of the existing flake graphite demonstration plant, the construction of a value-added product demonstration plant, the ongoing permitting process for the Matawinie Project, and for working capital and general corporate purposes.
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. The securities 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 absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.
About Nouveau Monde Graphite
In 2015, Nouveau Monde discovered a major and high-quality graphite deposit on its Matawinie property, located in Saint-Michel-des-Saints, 150 km North of Montréal. The Corporation completed a Feasibility Study, which revealed strong economics with projected graphite concentrate production level of 100,000 tonnes per year over a 26-year period. Nouveau Monde will operate its demonstration plant until 2020. During this period, the Corporation expects the production of 2,000 tonnes of concentrated flake graphite to qualify its products with North American and international clients.
Moreover, in a vertical integration and sustainable development perspective, Nouveau Monde is planning the establishment of a large-scale graphite downstream transformation facility, catering the needs of the booming lithium-ion battery and expandable graphite markets.
With over 60 years of experience in the world of graphite, Nouveau Monde’s team develops its project with the utmost respect of neighbouring communities, while favoring a minimal ecological footprint. Nouveau Monde’s project is privileged by direct access to the workforce and infrastructure needed to operate its mining project, and it can also rely on an abundant, affordable and renewable source of hydroelectricity.
About The Pallinghurst Group
The Pallinghurst Group is a leading strategic investor in the global metals and mining sector with significant development, operational and financial expertise in mining. For the past 12 years, Pallinghurst has invested US$1.5 billion of equity capital in a number of mining projects. As a hands-on investor, Pallinghurst seeks to act as a catalyst for developing and the unlocking of value for the benefit of all stakeholders. Pallinghurst’s investors consist of blue-chip family offices, sovereign wealth funds and specialised mining investors.
Cautionary Statement on Forward-Looking Information
All statements, other than statements of historical fact, contained in this press release including, but not limited to, those relating to the closing and expected timing of closing of a private placement with certain selected existing institutional shareholders and other investors (the “Institutional Placement”), the subscription and amounts to be subscribed for by the investors contemplated by the Institutional Placement, the negotiation and execution of definitive agreements with respect to the funding plan required to finance the Matawinie Project, the intended use of proceeds of the Pallinghurst Placement and Institutional Placement, the Corporations’ long-term potential, its cost advantage and its reserves, the development, construction, operation and commissioning of the Matawinie Project and generally, the above “About Nouveau Monde” paragraph which essentially describes the Corporation’s outlook, 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 Corporation 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. 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 and future events, could differ materially from those anticipated in such statements.
By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. Forward-looking statements are provided for the purpose of providing information about management’s endeavors to develop the Matawinie Project and, more generally, its expectations and plans relating to the future. Readers are cautioned not to place undue reliance on these forward-looking statements as a number of important risk factors and future events could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions and intentions expressed in such forward-looking statements. All of the forward-looking statements made in this press release are qualified by these cautionary statements and those made in our other filings with the securities regulators of Canada including, but not limited to, the cautionary statements made in the “Risk Factors” section of the Corporation’s Annual Information Form dated October 31, 2018. The Corporation 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.
For more information:
Eric Desaulniers Tristan Menard
President & CEO Director, Capital Markets
Tel: +1 (819) 923-0333 Tel: +1 (514) 296-6339
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.