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T S X V : NBM ) ( OTCQB: NBMFF )
NEO Battery Materials Ltd. (" NEO " or the " C o mpan y "), a low-cost silicon anode materials developer that enables longer-running, rapid-charging lithium-ion batteries, is pleased to announce the pricing of the non-brokered private placement (the " Offering "). NEO will issue a minimum of 12,187,500 up to a maximum of 15,625,000 units (the " Units ") of the Company at a price of $0.32 per Unit (the " Offering Price ") for gross proceeds of a minimum of $3,900,000 CAD up to a maximum of $5,000,000 CAD. Pursuant to the Listed Issuer Financing Exemption, the Units offered will be immediately freely tradeable, not subject to a hold period in accordance with applicable Canadian securities law.
Each Unit shall consist of one common share of the Company (each, a " Common Share ") and one non-transferable Common Share purchase warrant (each, a " Warrant "). Each Warrant shall be exercisable into one Common Share of the Company at an exercise price of $0.75 for a period of 24 months after the Closing Date (as defined herein).
During the period of 24 months after the Closing Date, in the event that the daily volume-weighted average trading price (or closing bid price on days when there are no trades) of the Common Shares on the TSX Venture Exchange (" TSXV ") is at least $1.00 per Common Share for a minimum of 15 consecutive trading days, the Company may issue a written notice or press release (a " Warrant Acceleration Notice ") to holders of the Warrants requiring each holder to exercise the Warrants within 30 days following the date of delivery of the Warrant Acceleration Notice.
The net proceeds of the Offering are expected to be used to advance the development of the Company's commercial manufacturing plant in South Korea, North American expansion, silicon anode R&D, and general working capital. The Company may compensate certain eligible finders under the Offering and may pay a cash commission of up to 7% of the gross proceeds of the Offering and issue such a number of finder's warrants of up to 7% of the total number of Units issued.
The Offering is expected to be completed on or about October 31, 2023 (" Closing Date ") and will satisfy the Change of Business minimum financing requirement by the TSXV, as previously announced by the Company on June 30, 2023.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions (" NI 45-106 "), the Offering is being made to purchasers resident in Canada (except Quebec) and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption under Part 5A.2 of NI 45-106 (the " Listed Issuer Financing Exemption "). The securities issued pursuant to the Listed Issuer Financing Exemption will not be subject to resale restrictions in accordance with applicable Canadian securities laws, and the Units issued will be immediately freely tradeable. There is an offering document related to the Offering that can be accessed under the Company's profile at www.sedarplus.ca and at www.neobatterymaterials.com . Prospective investors should read this offering document before making an investment decision.
This press release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
About NEO Battery Materials Ltd.
NEO Battery Materials is a Canadian battery materials technology company focused on developing silicon anode materials for lithium-ion batteries in electric vehicles, electronics, and energy storage systems. With a patent-protected, low-cost manufacturing process, NEO Battery enables longer-running and ultra-fast charging batteries compared to existing state-of-the-art technologies. Building the first commercial plant in South Korea, the Company aims to be a globally-leading producer of silicon anode materials for the electric vehicle and energy storage industries. For more information, please visit the Company's website at: https://www.neobatterymaterials.com/ .
On behalf of the Board of Directors
Spencer Huh
President and CEO
shuh@neobatterymaterials.com
For IR, Media & More Information:
Danny Huh – dhuh@neobatterymaterials.com
Peter Kim – pkim@neobatterymaterials.com
This news release includes certain forward-looking statements as well as management's objectives, strategies, beliefs and intentions. Forward-looking statements are frequently identified by such words as "may", "will", "plan", "expect", "anticipate", "estimate", "intend" and similar words referring to future events and results. Forward-looking statements are based on the current opinions and expectations of management. All forward-looking information is inherently uncertain and subject to a variety of assumptions, risks and uncertainties, including the speculative nature of mineral exploration and development, fluctuating commodity prices, the effectiveness and feasibility of technologies which have not yet been tested or proven on a commercial scale, competitive risks and the availability of financing, as described in more detail in our recent securities filings available at www.sedar.com . Actual events or results may differ materially from those projected in the forward-looking statements and we caution against placing undue reliance thereon. We assume no obligation to revise or update these forward-looking statements except as required by applicable law.
Neither 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.
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