MONTREAL – February 15, 2022 – NanoXplore Inc. (TSX: GRA) (“NanoXplore” or the “Company“), is pleased to announce that it entered into an agreement with a syndicate of underwriters led by National Bank Financial Inc. and Canaccord Genuity Corp. (together the “Underwriters“) pursuant to which the Underwriters have agreed to purchase 6,522,000 common shares of the Company (“Common Shares”) at a price of $4.60 per Common Share (the “Issue Price”) and offer them to the public by way a prospectus supplement for total gross proceeds of $30,001,200 to the Company (the “Offering“).
The Underwriters have been granted an option (the “Over-Allotment Option”) by the Company to purchase up to an additional 978,300 Common Shares at the Issue Price. The Over-Allotment Option may be exercised in whole or in part to purchase Common Shares as determined by the Underwriters upon written notice to the Company at any time up to 30 days following the Closing Date (as defined below).
A prospectus supplement to the Company’s short form base shelf prospectus dated January 24, 2022, will be filed by no later than February 17, 2022, with the securities regulatory authorities in all provinces of Canada. The securities being offered have not been and will not be registered under the United States Securities Act of 1933 and accordingly will not be offered, sold or delivered, directly or indirectly within the United States, its possessions and other areas subject to its jurisdiction or to, or for the account or for the benefit of, a U.S. person, except where an exemption from registration is available. This news release is for information purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction.
The Company intends to use the net proceeds of the Offering for general corporate purposes, which may include pursuing potential acquisitions and to fund its growth strategies.
The Offering is expected to close on or about February 24, 2022, or such other date as the Company and the Underwriters may agree (the “Closing Date”), and is subject to customary closing conditions and approvals of applicable securities regulatory authorities, including the Toronto Stock Exchange (“TSX”).
About NanoXplore Inc.
NanoXplore is a graphene company, a manufacturer and supplier of high-volume graphene powder for use in transportation and industrial markets. The Company provides standard and custom graphene-enhanced plastic and composite products to various customers in transportation, packaging, electronics, and other industrial sectors. NanoXplore is headquartered in Montreal, Quebec with manufacturing facilities across North America and Europe.
This press release contains forward-looking statements and forward-looking information (together, “forward-looking statements”) within the meaning of applicable securities laws. All statements, other than statements of historical facts, are forward-looking statements, and subject to risks and uncertainties. All forward-looking statements are based on our beliefs as well as assumptions based on information available at the time the assumption was made and on management’s experience and perception of historical trends, current conditions and expected future developments, as well as other factors deemed appropriate in the circumstances. No assurance can be given that these assumptions and expectations will prove to be correct. Forward-looking statements are not facts, but only predications and can generally be identified by the use of statements that include phrases such as “anticipate”, “believe”, “continue”, “could”, “estimate”, “foresee”, “grow”, “expect”, “plan”, “intend”, “forecast”, “future”, “guidance”, “may”, “predict”, “project”, “should”, “strategy”, “target”, “will” or similar expressions suggesting future outcomes and in this press release relate to the filing of a prospectus supplement, the closing of the Offering, the use of proceeds from the Offering and the approval of the TSX.
Forward-looking information is not a guarantee of future performance and involves a number of risks and uncertainties. Such forward-looking information necessarily involves known and unknown risks and uncertainties, including the relevant assumptions and risks factors set out in NanoXplore’s most recent annual management discussion and analysis filed on SEDAR at www.sedar.com, which may cause NanoXplore’s actual results to differ materially from any
projections of future results expressed or implied by such forward-looking information. These risks, uncertainties and other factors include, among others, the uncertain and unpredictable condition of global economy, notably as a consequence of the Covid-19 pandemic. Any forward-looking information is made as of the date hereof and, except as required by law, NanoXplore does not undertake any obligation to update or revise any forward–looking statement as a result of new information, subsequent events or otherwise.
No securities regulatory authority has either approved or disapproved the contents of this press release. For further information:
Chief Executive Officer