NextSource Materials Announces Completion of Redomicile of the Company into Canada
NextSource Materials Announces Completion of Redomicile
of the Company into Canada
NEWS RELEASE – Toronto - December 29, 2017
NextSource Materials Inc. (TSX:NEXT) (OTCQB:NSRC) (“NextSource” or the “Company”) is
pleased to announce the completion of the redomicile of the Company (the “Redomicile”) from
Minnesota into Canada under the Canada Business Corporations Act (“CBCA”) . Effective
December 27, 2017, the Company is now a corporation governed and subject to the CBCA. The
Redomicile was previously approved by stockholders at the most recent annual and special
meeting of shareholders held on December 5, 2017.
Mine Development Plans
The redomicile to Canada will result in considerable cost savings related to administrative,
accounting and legal expenditures. It will also assist the Company in attracting international
institutional investors for its mine development plans.
As announced in the Company’s June 2017 Feasibility Study, Phase I of the Molo Project will be
a full-scale mine with a production rate of 17,000 tonnes per annum (“tpa”) of SuperFlake®
graphite concentrate and with a mine life exceeding 30 years. The mine capital cost is estimated
at US$18.4 million and with a build time of only 9 months. Phase I production is currently
targeted for late 2018 and is subject to mine financing. Phase II of the Molo mine will consist of
an expansion to over 51,000 tpa and will be implemented as soon as market demand supports
such an expansion.
Due to NextSource using a unique, fully-modular build approach, the Molo Project will have the
lowest capital cost of any proposed or competing graphite mine. The Molo Project is also
verified to have one of the lowest operating costs in the industry, based on a full-cost CIF-basis.
No Actions Required by Stockholders
No action is required by stockholders with respect to the Redomicile. The Company’s shares will
continue to trade on the Toronto Stock Exchange (“TSX”) under the symbol “NEXT” and on the
United States OTC Venture Market (“OTCQB”) under the symbol “NSRC”. The Company
anticipates that its symbol on the OTCQB will change to “NSRCF” in the coming weeks. The
Company will announce the change to its symbol on the OTCQB once it becomes effective.
As a result of the Redomicile, the CUSIP number assigned to the Company’s shares has now
been changed to 65343M100 (ISIN: CA65343M1005).
Outstanding stock certificates will not be affected by the Redomicile and will not need to be
exchanged. Certain changes in CUSIP number may cause a temporary interruption in electronic
trading in the United States and/or with the Depository Trust Company. The Compan y
encourages any concerns in this regard to be directed to the stockholder’s respective broker or
agent.
Foreign Private Issuer Status
As a result of the Redomicile, the Company has completed an assessment and concluded that it
meets the definition of a “foreign private issuer”, as defined under Rule 3b-4 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”).
Accordingly, the Company will begin filing continuous disclosure reports with the United States
Securities and Exchange Commission (“SEC”) as a “foreign private issuer”. Such reports will
include an annual report on Form 20-F. The Company will not be subject to the proxy statement
requirements of the Exchange Act and the Company’s insiders will not be subject to the insider
reporting requirements of the Exchange Act. The Company will file its quarterly financial
statements, management discussion and analysis, information circulars which it files in
connection with meetings of its stockholders, material change reports and press releases that
the Company files with securities commissions in Canada with the SEC on a Form 6-K.
ABOUT NEXTSOURCE MATERIALS INC.
NextSource Materials Inc. is a mine development company based in Toronto, Canada, that is
developing its 100%-owned Molo Graphite Project in southern Madagascar to expected
production in 2018. The Molo Graphite Project is a feasibility -stage, shovel-ready project and
ranks as one of the largest-known and highest quality flake graphite deposits in the world and
the only project with SuperFlake® graphite.
For further information contact: +1.416.364.4911
Brent Nykoliation, SVP, Corporate Development at [email protected] or
Craig Scherba, President and CEO at [email protected]
Safe Harbour: This press release contains statements that may constitute “forward-looking statements” within the
meaning of applicable Canadian and United States securities legislation. Readers are cautioned not to place undue
reliance on such forward-looking statements. Forward-looking statements include, but are not limited to, the trading of
the Company’s shares on the TSX and OTCQB, the anticipated change to the Company’s trading symbol on the
OTCQB and the timing thereof, the results of the updated Feasibility Study, the results of the previous 2015 Molo
Feasibility Study, funding of the development of the Molo Project, implementation and commencement of the build -
out of the Molo Project, commencement of production at the Molo Project, commencement of procurement for mine
infrastructure, the procurement of equipment to construct a mine, value engineering, any and all product test results
and product analysis, and the permit application and the Company’s status as a foreign private issuer and the
consequences thereof, including the disclosure requirements the Company expects not to be applicable to it or its
insiders and the forms it expects to file henceforth . These are based on current expectations, estimates and
assumptions, and although the Company believes the expectations expressed in such forward-looking statements
are based on reasonable assumptions, actual results or developments may vary and in some instances differ
materially from those anticipated by the Company and described in the forward-looking statements contained in this
press release. No assurance can be given that any of the events anticipated by the forward-looking statements will
transpire or occur or, if any of them do so, what benefits the Company will derive there from. The forward -looking
statements contained in this news release are made as at the date of this news release and the Company does not
undertake any obligation to update publicly or to revise any of the forward-looking statements, whether as a result of
new information, future events or otherwise, except as may be required by applicable securities laws.