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MONTREAL, July 14, 2022 — Mason Graphite Inc. (“Mason Graphite” or the “Company”) (TSX-V: LLG) (OTCQX: MGPHF) today announced that, following the board of directors’ recommendation, Mason Graphite’s shareholders approved the Proposed JV Transaction (as defined below) with Nouveau Monde Graphite Inc. (“Nouveau Monde”) (NYSE: NMG) (TSX-V: NOU) and the Proposed COB (as defined below) at the special meeting of shareholders held today in a hybrid format.
Each of the Proposed JV Transaction and the Proposed COB was approved by 99.0% of Mason Graphite’s common shares represented in person (or virtually) or by proxy at the special meeting.
It is anticipated that the initial closing of the transactions contemplated under the investment agreement dated May 15, 2022 between the Company and Nouveau Monde (the “Investment Agreement”), including the execution of the OJV Agreement (as defined below) by Mason Graphite and Nouveau Monde and the private placement of 5.0 million common shares of the Company to Nouveau Monde at a price of $0.50 for gross proceeds to the Company of $2.5 million, will occur on or about July 20, 2022. A copy of the Investment Agreement is available under Mason Graphite’s profile on SEDAR at www.sedar.com.
At the special meeting, Mason Graphite’s shareholders approved, among other things, (i) the entering into by the Company of the option and joint venture agreement (the “OJV Agreement”) with Nouveau Monde pursuant to which (A) Mason Graphite will grant to Nouveau Monde a sole, exclusive, irrevocable and non-assignable option to acquire a fifty-one percent (51%) undivided co-ownership interest in the Lac Guéret property owned by the Company (the “Lac Guéret Property”) and other related assets (the “Option”) and, (B) upon the exercise of such Option by Nouveau Monde, form of a joint venture with Nouveau Monde to undertake exploration, development and mining activities at the Lac Guéret Property (the “Joint Venture”) (the granting of the Option and the formation of the Joint Venture being hereinafter referred to as the “Proposed JV Transaction”), and (ii) the change of business of the Company from a “Tier 2 mining issuer” to a “Tier 2 investment issuer” pursuant to Policy 5.2 – Changes of Business and Reverse Takeovers of the TSX Venture Exchange (the “Proposed COB”, and together with the Proposed JV Transaction, the “Proposed Transactions”).
About Mason Graphite
Mason Graphite is a Canadian corporation focused on the production and transformation of natural graphite. Its strategy includes the development of value-added products, notably for green technologies like transport electrification. The Company also owns 100% of the rights to the Lac Guéret deposit, one of the richest graphite deposits in the world. The Company is also the largest shareholder of Black Swan Graphene Inc., a Canadian private company focusing on the large-scale production and commercialization of patented high-performance and low-cost graphene products aimed at several industrial sectors, including concrete, polymers, Li-ion batteries and others. For more information: www.masongraphite.com.
About Nouveau Monde
Nouveau Monde is striving to become a key contributor to the sustainable energy revolution. The company is working toward developing a fully integrated source of carbon-neutral battery anode material in Québec, Canada, for the growing lithium-ion and fuel cell markets. With low-cost operations and enviable environmental, social and governance (ESG) standards, Nouveau Monde aspires to become a strategic supplier to the world’s leading battery and automobile manufacturers, providing high-performing and reliable advanced materials while promoting sustainability and supply chain traceability. Nouveau Monde is listed on the NYSE under the symbol “NMG” and on the TSX Venture Exchange under the symbol “NOU”.
For further information
Mason Graphite Inc.
Paul Hardy, VP Corporate Development
1-416-844-7365 ext. 3030,
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