NextSource Materials Successfully Closes Second Private Placement of Strategic Investment by Vision Blue Resources
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NextSource Materials Successfully Closes Second Private Placement of
Strategic Investment by Vision Blue Resources
NEWS RELEASE – TORONTO, May 19, 2021
NextSource Materials Inc. (TSX:NEXT) (OTCQB:NSRCF) (“NextSource” or the “Company”) is
pleased to announce the closing of the second private placement (the “Second Private Placement”)
pursuant to the US$29.5 million investment agreement (the “Investment Agreement”) entered
between the Compan y and Vision Blue Resources Limited (“Vision Blue”) on February 8, 2021.
Vision Blue is a newly created battery commodity/resource-focused private investment company
founded by Sir Mick Davis.
The Second Private Placement comprises a private placement of 232,142,857 units of the
Company (the “Units”), consisting of 232,142,857 common shares in the capital of the Company
and 232,142,857 common share purchase warrants (“Warrants”) of the Company. Each Unit was
issued at a price of C$0.07 per Unit for gross proceeds of approximately US$12.4 million . Each
Warrant will entitle Vision Blue to purchase one additional common share of the Company at a
price of C$0.10 per share for a period of two years following the closing of Second Private
Placement.
The Investment Agreement includes the initial private placement of US$6.1 million that was
completed on March 15, 2021, the Second Private Placement of US$12.4 million (as described
above) and a royalty agreement pursuant to which Vision Blue will advance a total of US$11 .0
million in the form of a royalty agreement in exchange for a royalty in respect of sales of
SuperFlake® graphite concentrate from the Molo Graphite Project. The royalty agreement is
expected to close on or around May 2 7, 2021 . As reported on May 18, 2021, the Company’s
shareholders, in accordance with the policies of the Toronto Stock Exchange, approved the Second
Private Placement resolution by a majority of 87.80% of the votes cast excluding the 120,000,000
common shares held by Vision Blue as a result of the initial private placement aforementioned
above.
The proceeds of the initial private placement, the Second Private Placement and the royalty
agreement will allow the Company to fully fund the construction of Phase One of the Company’s
Molo graphite mine in Madagascar and to fast track the completion of two t echnical studies. The
studies will be commissioned in order to confirm the capital and operating costs for the next phase
of mine expansion, and to construct a stand-alone, value-added graphite plant to produce spherical
and purified graphite (“SPG”) for lithium-ion batteries in electric vehicles (“EVs”).
The Company has initiated construction of Phase One of the mine. Construction will take
approximately 12 months and mine commissioning is expected to begin in April 2022.
The Company has obtained conditi onal approval from the Toronto Stock Exchange for the listing
of all common shares issued pursuant to the Second Private Placement.
EARLY WARNING DISCLOSURE
Following closing of the Second Private Placement, Vision Blue has beneficial ownership of, or
control and direction over 352,142,857 common shares, 232,142,857 Warrants and 1,500,000
stock options (each, an “Option”), entitling the holder to purchase one common share at a price of
C$0.36 per share and expiring on March 19, 2023, representing approximately 36.30% of the
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outstanding common shares on a non -diluted basis and 48.66% on a partially diluted basis. Prior
to closing of the Second Private Placement, Vision Blue had beneficial ownership of, or control and
direction over 120,000,000 common shares and 1,500,000 Options, representing approximately
16.26% of the outstanding common shares on a non-diluted basis and 16.43% on a partially diluted
basis. The common shares and Warrants acquired by Vision Blue will be subject to a lock-up ending
on March 15, 2022 with a periodic release schedule.
Vision Blue acquired the common shares and Warrants for investment purposes and intends to
review its investment in NextSource on a continuing basis. Vision Blue may, depending on market
and other conditions, increase or decrease its beneficial ownership, control or direction, over
securities of NextSource through market transactions, private agreements, treasury issuan ces or
otherwise. Vision Blue’s head office is located at Third Floor, 1 Le Truchot, St Peter Port, Guernsey
GY1 1WD.
For more information, or to obtain a copy of the subject early warning report, please contact:
Sir Mick Davis
+44 (0)2073899512
ABOUT VISION BLUE RESOURCES LIMITED
Vision Blue was founded in December 2020 by Sir Mick Davis to identify and capture opportunities
in battery and technology minerals linked to EVs & Grid Storage growth.
Vision Blue targets companies in established mining jurisdictions, with well-advanced and best-in-
class battery material assets that are scalable and can be brought into production rapidly. Vision
Blue aims to work with existing management teams to provide critical growth capital, technical
support, experience in securing future finance, and ultimately the delivery of an exit strategy. Where
possible, Vision Blue utilizes a phased development approach based upon self-financed expansion
to achieve large scale revenue and cash flow s across the entire battery materials vertical supply
chain. For further information about Vision Blue visit their website at www.vision-blue.com.
ABOUT NEXTSOURCE MATERIALS INC.
NextSource Materials Inc. is a battery materials development company based in Toronto, Canada
that is intent on becoming a fully integrated, global supplier of critical battery and technology
materials needed to power the sustainable energy revolution.
With both the mining and environmental permits in place for its Molo Graphite Project in
Madagascar, the Company has initiated construction of Phase 1 of the mine. Construction will take
approximately 12 months and mine commissioning is expected to begin in April 2022 , followed by
a ramp up to a Phase One processing plant capacity of 240,000 tpa of ore, producing approximately
17,000 tpa of high-quality SuperFlake® graphite concentrate.
The Company’s Molo graphite project is one of the largest known and high est-quality graphite
deposits and the only project with SuperFlake® graphite. NextSource has also signed strategic
and exclusive partnerships with key offtake partners and supply chain participants to build and
operate its own turnkey spheronized and purified graphite facilities, which will provide anode
material to international OEMs for use in lithium-ion and fuel cell battery applications, and graphite
for high-end, value-added applications.
NextSource Materials is listed on the Toronto Stock Exchange (TSX) under the symbol “NEXT” and
on the OTCQB under the symbol “NSRCF".
Please see “Molo Feasibility Study, National Instrument 43 -101 Technical Report on the Molo
Graphite Project located near the village of Fotadrevo in the Province of Toliara, Madagascar
Prepared by Erudite Strategies (Pty) Ltd” dated May 31, 2019 for certain othe r details and
assumptions relating to the parameters of the project, mineral resource and reserve estimates and
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data verification procedures. Mr. Craig Scherba, P.Geo., President and CEO of NextSource, is the
qualified person who reviewed and approved the technical information provided in this press
release.
For further information about NextSource visit our website at www.nextsourcematerials.com or
contact us a +1.416.364.4911 or email Brent Nykoliation, Executive Vice President at
[email protected] or Craig Scherba, President and CEO
This press release contains statements that may constitute “forward -looking information” or “forward-looking
statements” ("forward -looking statements") within the meaning of app licable Canadian and United States
securities legislation. Readers are cautioned not to place undue reliance on such forward-looking statements.
Forward-looking statements in this release include statements regarding statements regarding Closing of the
Royalty, the financing package provided by Vision Blue being sufficient to fully fund the Molo Graphite Project,
timing for completion and commissioning of the Molo Project, the processing plant capacity, the use of
proceeds of the strategic investment by Vision Blue, the Company’s future plans in respect of future
investments and the intentions of Vision Blue. These statements are based on current expectations, estimates
and assumptions that involve a number of risks, which could cause actual results to vary and, in some
instances, to differ materially from those anticipated by the Company and described in the forward -looking
statements contained in this press release, includi ng but not limited to the risks that the Molo Graphite Mine
is not built on the expected time and cost estimates, that the mineral reserve and resource estimates for the
Molo Graphite Mine are incorrect, that expected recoveries and costs to produce SPG are incorrect, and that
permits and licences to operate the Molo Graphite Mine may not be renewed or may be revoked, and other
risks discussed in the Company’s public disclosure documents. No assurance can be given that any of the
events anticipated by the f orward-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 no t 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.