Nouveau Monde Announces the Issuance of Common Shares in Settlement of Interests Owed to a Bondholder
December 31 2020 - 5:13PM
Nouveau Monde Graphite (“
Nouveau Monde” or the
“
Corporation”) (TSXV: NOU; OTCQX: NMGRF;
Frankfurt: NM9) announces the issuance of an aggregate of 766,351
common shares of its share capital (the “Common Shares”) at a price
of $1.04 per Common Share, in settlement of interests owed on a
secured convertible bond in the principal amount of $15 million
issued by the Corporation to Pallinghurst Graphite Limited
(“Pallinghurst”) as announced in the press release dated July 15,
2020.
The payment of interest in the form of Common
Shares of the Corporation takes place in favor of Pallinghurst, a
holder of more than 10% of the securities of the Corporation, which
constitutes a “transaction with a related party” within the meaning
of Regulation 61-101 on measures to protect minority holders during
specific transactions (“Regulation 61-101”) and within the meaning
of Policy 5.9 the Stock Exchange - Measures to protect minority
holders during specific transactions. However, the directors of the
Corporation, who voted, have determined that the exemptions from
the official valuation obligation and the approval of minority
holders, provided for in sections 5.5 a) and 5.7 1) a) of
Regulation 61-101 respectively, may be invoked as neither the fair
market value of the shares issued to this insider nor the fair
market value of the consideration paid does not exceed 25% of the
market capitalization of the Corporation. No director of the
Corporation has expressed a contrary opinion or disagreement in
connection with the foregoing
The issuance of Common Shares is conditional
upon the approval of the TSX Venture Exchange and will be subject
to a hold period of 4 months and one day.
A material change report relating to this
transaction with a related party will be filed by Nouveau Monde no
later than 21 days prior to the date on which the Common Shares are
expected to be issued as the conditions in connection with the
issuance of the Common Shares were not determined.
About Nouveau Monde
Nouveau Monde will be a key operator in the
sustainable energy revolution. The Corporation is developing the
only fully-integrated source of green battery anode material in the
Western World. Targeting full-scale commercial operations by early
2023, the Corporation will provide advanced carbon-neutral
graphite-based material solutions to the growing lithium-ion and
fuel cell markets. With low-cost operations and the highest of ESG
standards, Nouveau Monde will become a strategic supplier to the
World’s leading battery and auto manufacturers, ensuring robust and
reliable advanced material, while guaranteeing supply chain
traceability.
Media |
Investors |
|
|
Julie PaquetDirector, Communications450-757-8905
#140jpaquet@nouveaumonde.ca |
Christina LalliDirector, Investor
Relations438-399-8665clalli@nouveaumonde.ca |
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Cautionary Note Regarding
Forward-Looking Information
All statements, other than statements of
historical fact, contained in this press release including, but not
limited to the issuance of Common Shares to Pallinghurst as
settlement of debts owed and, generally, the “About Nouveau Monde
Graphite” paragraph which essentially describes Nouveau Monde’s
outlook and objectives, 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 Nouveau Monde 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. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Forward-looking statements are
provided for the purpose of providing information about
management’s expectations and plans relating to the future. Nouveau
Monde 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.
Neither the 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 Nouveau Monde is
available in the SEDAR database (www.sedar.com) and on Nouveau
Monde’s website at: www.NouveauMonde.ca.
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