NMG Announces the Successful Initial Closing of the Previously Announced Investment Agreement with Mason Graphite
20 Julho 2022 - 9:13AM
Business Wire
Nouveau Monde Graphite Inc. (“NMG” or the “Company”) (NYSE: NMG,
TSXV: NOU) is pleased to announce the initial closing of the
previously announced transactions contemplated under the investment
agreement dated May 15, 2022 (the ”Investment Agreement”) between
NMG and Mason Graphite Inc. (“Mason Graphite”) (TSX-V: LLG) (OTCQX:
MGPHF), with a view towards the development and operation of Mason
Graphite’s Lac Guéret property, based in Québec, Canada (the
“Property”).
Pursuant to the Investment Agreement, NMG has entered into an
option and joint venture agreement (the “Option and JV Agreement”)
with Mason Graphite, pursuant to which the parties will collaborate
to advance the Property, with a view to form a joint venture (the
“Joint Venture”), and pursuant to which Mason Graphite will grant
an option to NMG to acquire a 51% interest in the Property and
other related assets (the “Option”) to be exercisable by NMG, the
whole subject to the conditions set forth in the Option and JV
Agreement.
The entering into of the Option and JV Agreement, the granting
of the Option and the formation of the Joint Venture, among other
things, have been approved by 99.0% of Mason Graphite’s common
shares represented in person (or virtually) or by proxy at the
special meeting of shareholders of Mason Graphite held on July 14,
2022.
Concurrently with the execution of the Option and JV Agreement,
NMG and Mason Graphite have completed the private placement of 5.0
million common shares of Mason Graphite (the “Initial Shares”) to
NMG at a price of $0.50 per Initial Share for gross proceeds to
Mason Graphite of $2.5 million. Mason Graphite intends to use the
net proceeds from the sale of the Initial Shares to fund agreed
expenses on the Property pursuant to the Option and JV Agreement.
The Initial Shares will be subject to a four-month hold period
pursuant to applicable securities laws.
For further information regarding the transactions contemplated
in this press release, please refer to NMG’s press release dated
May 16, 2022 available under NMG’s profile on SEDAR at
www.sedar.com and on EDGAR www.sec.gov, and on NMG’s website at:
https://NMG.com/mason-investment/.
About Nouveau Monde Graphite
NMG is striving to become a key contributor to the sustainable
energy revolution. The Company is working towards developing a
fully integrated source of carbon-neutral battery anode material in
Québec, Canada for the growing lithium-ion and fuel cell markets.
With low-cost operations and enviable ESG standards, NMG aspires to
become a strategic supplier to the world’s leading battery and
automobile manufacturers, providing high-performing and reliable
advanced materials while promoting sustainability and supply chain
traceability. www.NMG.com
About Mason Graphite Inc.
Mason Graphite is a Canadian corporation focused on the
production and transformation of natural graphite. Its strategy
includes the development of value-added products, notably for green
technologies like transport electrification. The company also owns
100% of the rights to the Lac Guéret deposit, one of the richest
graphite deposit in the world. The company is also the largest
shareholder of Black Swan Graphene. For more information:
www.masongraphite.com.
Subscribe to our news feed: https://NMG.com/investors/#news
Cautionary Statement Regarding Forward-Looking
Information
This press release contains “forward-looking information” and
“forward-looking statements” (collectively, “forward-looking
information”) within the meaning of Canadian and United States
securities legislation. All information contained herein that is
not clearly historical in nature including, but not limited to the
statements describing the satisfaction of the conditions mentioned
in the Option and JV Agreement and the anticipated timeline of such
conditions, the exercise of the Option by NMG, the proposed
formation of the Joint Venture, the intended development and
operation of the Property, the potential commercialization of the
products resulting from the Joint Venture, the potential entering
into the proposed agreements attached as schedules to the Option
and JV Agreement, the potential benefits of the proposed
transactions, NMG’s plans, objectives, expectations and intentions,
and those statements which are discussed under the “About Nouveau
Monde Graphite Inc.” and “About Mason Graphite Inc.” paragraphs and
elsewhere in the press release which essentially describe NMG’s and
Mason Graphite’s outlook and objectives constitute forward-looking
information. Generally, such forward-looking information can be
identified by the use of forward-looking terminology such as
“plans”, “expects” or “does not expect”, “is expected”,
“estimates”, “intends”, “anticipates” or “does not anticipate”, or
variations of such words and phrases or state that certain actions,
events or results “may”, “could”, “would”, “might” or “will be
taken”, “occur” or “be achieved”.
Forward-looking information is subject to known and unknown
risks, uncertainties and other factors that may cause the actual
results, level of activity, performance or achievements of Mason
Graphite to be materially different from those expressed or implied
by such forward-looking information, including but not limited to:
(i) the risks related to the formation of a joint venture, such as
the Joint Venture with NMG, (ii) volatile stock price; (iii) the
general global markets and economic conditions; (iv) the
possibility of write-downs and impairments; (v) the risk associated
with exploration, development and operations of mineral deposits;
(vi) the risk associated with establishing title to mineral
properties and assets; (vii) fluctuations in commodity prices;
(viii) the risks associated with uninsurable risks arising during
the course of exploration, development and production; (ix)
competition faced by the Joint Venture in securing experienced
personnel and financing; (x) access to adequate infrastructure to
support mining, processing, development and exploration activities;
(xi) the risks associated with changes in the mining regulatory
regime governing the Joint Venture; (xii) the risks associated with
the various environmental regulations the Joint Venture is subject
to; (xiii) risks related to regulatory and permitting delays;
(xvii) risks related to potential conflicts of interest; (xiv) the
reliance on key personnel; (xv) liquidity risks; (xvi) the risk of
potential dilution through the issuance of common shares; (xvii)
the companies do not anticipate declaring dividends in the near
term; (xviii) the risk of litigation; and (xix) risk management.
There can be no assurance that forward-looking information will
prove to be accurate. NMG disclaims any intention or obligation to
update or revise any forward-looking information or to explain any
material difference between subsequent actual events and such
forward-looking information, except to the extent required by
applicable law.
A further description of risks and uncertainties can be found in
NMG’s Annual Information Form dated March 22, 2022, including in
the sections thereof captioned “Risk Factors”, which is available
on SEDAR at www.sedar.com and on EDGAR www.sec.gov.
Additional Information
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Further information regarding NMG is available in the SEDAR
database (www.sedar.com) and, for United States readers, on EDGAR
(www.sec.gov), as well as on NMG’s website at: www.NMG.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20220719006180/en/
MEDIA Julie Paquet VP Communications & ESG Strategy
+1-450-757-8905 #140 jpaquet@nmg.com
INVESTORS Marc Jasmin Director, Investor Relations
+1-450-757-8905 #993 mjasmin@nmg.com
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