BRISBANE, QUEENSLAND, AUSTRALIA – September 2, 2021 – Graphene Manufacturing Group Ltd. (“GMG” or the “Company”) is pleased to announce that the Company has closed its previously announced overnight marketed public offering of units (the “Units”) of the Company, including exercise in full of the over-allotment option (the “Offering”). A total of 5,635,000 Units were sold at a price of C$2.05 per Unit (the “Offering Price”) for gross proceeds of approximately C$11.55 million. Each Unit is comprised of one ordinary share in the capital of the Company (each, an “Ordinary Share”) and one-half of one Ordinary Share purchase warrant (each, a “Warrant”). Each Warrant shall entitle the holder to purchase one Ordinary Share at C$2.60 at any time until September 2, 2024. The Offering was completed pursuant to an underwriting agreement dated August 13, 2021 among the Company and Cantor Fitzgerald Canada Corporation, as lead underwriter and sole bookrunner, and a syndicate of underwriters including PI Financial Corp., Echelon Wealth Partners Inc. and Haywood Securities Inc. (collectively, the “Underwriters”).
In connection with the Offering, the Company has paid to the Underwriters a cash commission of $693,105 and issued to the Underwriters 169,050 (“Compensation Warrants”). Each Compensation Warrant is exercisable into a Unit at the Offering Price until September 2, 2024.
The Company anticipates using the proceeds of the Offering to, among other things, develop a commercial coin cell graphene aluminum-ion battery prototype, perform front end design and commence building of a battery manufacturing facility (subject to a successful prototype and a final investment decision) and for working capital and general corporate purposes.
The Offering was completed pursuant to a short form prospectus in Canada (the “Prospectus”) in the provinces of British Columbia, Alberta, Saskatchewan and Ontario. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, nor will 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 under the securities laws of any such jurisdiction.
The Company is also pleased to announce that the TSX Venture Exchange has conditionally accepted for listing the 2,817,500 Warrants underlying the Units issued pursuant to the Offering. The Warrants are expected to be listed for trading on the TSX Venture Exchange under the symbol “GMG.WT” effective on, or about September 7, 2021.
The Warrants are governed by the terms of a Warrant Indenture (the “Warrant Indenture”) dated September 2, 2021 between the Company and Computershare Trust Company of Canada as warrant agent, a copy of which will be available under the Company’s profile at www.sedar.com. For further details regarding the Warrants, please refer to the Warrant Indenture.
The Company is also pleased to announce that it has closed its non-brokered private placement for gross proceeds of $909,500 through the sale of 425,000 units (“PP Units“) at a price of $2.14 per PP Unit (the “Private Placement“). Further to the Company’s news release dated August 26, 2021, the Company received approval from the TSX Venture Exchange to increase the size of the Private Placement by $9,500 for total gross proceeds of up to $909,500. Each PP Unit is comprised of one Ordinary Share and one-half of one Warrant. Each Warrant shall entitle the holder to purchase one Ordinary Share at $2.60 at any time on or before the date which is 36 months from the date of issuance.
The Company anticipates using the proceeds of the Private Placement in the same manner as the proceeds of the Offering which includes, among other things, to develop a commercial coin cell graphene aluminum-ion battery prototype, front end design and commence building of a battery manufacturing facility (subject to a successful prototype and a final investment decision) and for working capital and general corporate purposes. In connection with the Private Placement, the Company will pay to certain arm’s length finders a cash commission of up to 6% of the gross proceeds from the Private Placement and issue to such finders a number of Compensation Warrants equal to up to 3% of the PP Units sold under the Private Placement.
The Private Placement is subject to acceptance by the TSX Venture Exchange. All securities issued pursuant to the Private Placement will be subject to a four month hold period from the date of issue.
GMG is a clean-tech, disruptive company that produces graphene and hydrogen by cracking methane (natural gas) instead of mining graphite. By use of the company’s proprietary process, GMG can produce high quality, low cost, scalable, ‘tuneable’ and no/low contaminant graphene – enabling demonstrated cost and environmental improvements in a number of world-scale planet-friendly/clean-tech applications. Using this low input cost source of graphene, the Company is developing value-added products that target the massive energy efficiency and energy storage markets.
The Company is also pursuing additional opportunities for GMG graphene including the development of next generation batteries, collaborating with world leading universities in Australia, and investigating the opportunity to enhance the performance of lubricating oils, biodiesel and diesel fuels.
For further information please contact:
– Craig Nicol, Chief Executive Officer and Managing Director of the Company at [email protected], +61 415 445 223
– Leo Karabelas at Focus Communications, [email protected], +1 647 689 6041
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 news release.
Cautionary Note Regarding Forward-Looking Statements: Certain disclosure in this release, including statements regarding the Offering, the use of proceeds from the Offering, the Private Placement and the use of proceeds from the Private Placement constitute “forward-looking information” within the meaning of Canadian securities legislation. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that the Company believes are reasonable, including that the Company will be able to use the proceeds of the Offering and the Private Placement as anticipated. However, the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements. Such uncertainties and risks include, among others, inability to use the proceeds from the Offering or the Private Placement as anticipated. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.