Nouveau Monde Confirms Its Change of NAME, the Appointment of Six New Directors and Announces the Closing of a Private Placement Symbol: NOU (TSX Venture), OTC Pink: Nmgrf, Frankfurt: NM9
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN THE UNITED STATES.
NOUVEAU MONDE CONFIRMS ITS CHANGE OF NAME, THE APPOINTMENT OF SIX NEW
DIRECTORS AND ANNOUNCES THE CLOSING OF A PRIVATE PLACEMENT
Symbol: NOU (TSX Venture), OTC Pink: NMGRF, Frankfurt: NM9
FOR IMMEDIATE RELEASE
February 7th, 2017
MONTREAL, QUEBEC –Nouveau Monde Mining Enterprises Inc. (TSX-V: NOU)
(“Nouveau Monde” or the “Corporation”) is pleased to report that the proposed name
change of the Corporation to “Nouveau Monde Graphite Inc” as well as the nomination
of six new candidates for directorship , namely ; Guy Bourassa, Pierre Renaud, Michel
Delsaer, Marc Prud’homme , Jean-Philippe Aubé, and Yannick Beaulieu , were approved
during the C orporation’s Annual General and Special Meeting (the “Meeting”) held on
February 6 th, 2017 (for more details, s ee press release dated January 18 th, 2017) . Eric
Desaulniers remains a Director as well as President and CEO of the Corporation and
Nathalie Jodoin’s mandate as a Director was also renewed.
Nouveau Monde would like to express its sincere thanks and appreciation to former
Board members and D irectors Jacques Letendre and Ian Bliss for their hard work and
commitment during their many years of services to the Corporation. Nouveau Monde
would also like to extend its thanks to former Board member and Director Nicolas
Tremblay, who remains with the Corporation as VP Corporate Development. Moreover,
a new rolling stock option plan was adopted by the shareholders during the Meeting.
Closing of a private placement of $1,142,960
Nouveau Monde is pleased to announce that it has closed a non-brokered private
placement of a total of 4,969,391 units (the “Units”), at a price of $0.23 per Unit, for
aggregate gross proceeds of $1,142,960 (the “Offering”). Each Unit is comprised of one
common share of the Corporation and one common share purchase warrant. Each
common share purchase warr ant shall entitle the holder thereof to subscribe for one
common share of the capital stock of the Corporation, at a price of $0.35 per common
share, for a period of 24 months following the closing. The aggregate gross proceeds of
the Offering will be used by the Corporation to incur exploration expenses on its
Matawinie property located in the province of Québec and for its working capital.
The President and Chief Executive Officer , and three directors of the Corporation have
subscribed in the Offering as follow: 250,000 Units were subscribed by Mr. Éric
Desaulniers, 100,000 Units were subscribed by Mr. Yannick Beaulieu , 100,000 Units
were subscribed by Mr. Michel Delsaer and 50,000 Units were subscribe d by Mr. Jean -
Philippe Aubé , which constitute “related parties transactions” within the meaning of
Regulation 61 -101 respecting Protection of Minority Security Holders in Special
Transactions (“Regulation 61-101”) and TSX Venture Exchange Policy 5.9 – Protection of
Minority Security Holders in Special Transactions . However, the directors of the
Corporation who voted in favour of the Offering have determined that the exemptions
from formal valuation and minority approval requirements provided for respect ively
under subsections 5.5(a) and 5.7(1)(a) of Regulation 61 -101 can be relied on as neither
the fair market value of the Units issued to Mr. Desaulniers, Mr. Beaulieu, Mr. Delsaer
and Mr. Aubé nor the fair market value of the consideration paid exceed 25 % of the
Corporation’s market capitalization. None of the Corporation’s directors has expressed
any contrary views or disagreements with respect to the foregoing.
A material change report in respect of these related parties transactions will be filed by
the Corporation but could not be filed earlier than 21 days prior to the closing of the
Offering due to the fact that the terms of the participation of each of the non -related
parties and the related parties in the Offering were not confirmed.
All securities issued pursuant to the Offering are subject to a restricted period of four
months and a day expiring on 8th June, 2017.
The Corporation paid to Exempt Market Dealers and/or brokers acting as finders
pursuant to the Offering (the “Finders”) in consideration for their services rendered in
connection with the Offering, an aggregate cash commission of $ 6,003 and an
aggregate number of Broker Options to purchase up to 26,100 common shares in the
capital stock of the Corporation, at a price of $0.35 per common share, within a delay of
24 months after the closing of the Offering.
The Offering remains subject to the final approval of the TSX Venture Exchange. The
Corporation expects to be able to file shortly all required documentation to satisfy the
conditional acceptance of the TSX Venture Exchange.
The securities issued under the Offering have not been registered under the United
States Securities Act of 1933 (the “ Act”) or a ny state securities laws and, accordingly,
may not be offered or sold to, except in compliance with exemptions from the
registration requirements of the Act and applicable state securities laws. This press
release does not constitute an offer to sell any s ecurities or a solicitation of an offer to
purchase any securities, nor shall there be any sale of the securities in any jurisdiction in
which such offer, solicitation or sale would be unlawful prior to the registration or
qualification of the securities u nder the securities laws or an exemption from the
application of such laws.
About Nouveau Monde
In 2015, Nouveau Monde discovered a g raphite deposit on its Tony claim block, part of
its fully owned Matawinie graphite Property. This discovery resulted in the publishing of
a Preliminary Economic Assessment , completed according to NI 43 -101 guidelines, in
June of 2016. This study demonstrated strong economics with a planned production of
50,000 tpy of high purity flak e graphite over a period of 25.7 years which is expected to
provide a solid operational margin and relatively low capital expenditure s (see press
release dated June 22, 2016). The project is located in the Saint -Michel-des-Saints area,
some 120 km north of Montreal, Qu ebec, Canada . It has direct access to all needed
infrastructure, labour as well as green and affordable hydroelectricity. Nouveau Monde
is developing its project with the highest corporate social responsibility standards while
targeting a low environmental footprint (targeting a net zero carbon emission
operation).
For further information, please contact:
Eric Desaulniers, M.Sc., P.Geo.
President and Chief Executive Officer of Nouveau Monde
(819) 923-0333
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.
Except for historical information contained herein, this news release contains forward-
looking statements that involve risks and uncertainties. Actual results may differ
materially from those anticipated by such statements. Nouveau Monde will not update
these forward -looking statements to reflect events or circumstances after the da te
hereof. More detailed information about potential factors that could affect financial
results is included in the documents filed from time to time with the Canadian securities
regulatory authorities by Nouveau Monde.