Nouveau Monde Graphite Inc. announced that it has entered into a subscription agreement for the issuance of unsecured convertible note for gross proceeds of $50 million on October 19, 2022. The transaction will include participation from new investor, Mitsui & Co., Ltd. for $25 million, returning investors, Investissement Québec, Investment Arm and The Pallinghurst Group for $12.5 million each. Convertible notes will mature 36 months from the date of issuance and shall bear interest at the higher of 6% per annum and the 90-day average term secured overnight financing rate plus 4% per annum.

Interest will be payable either quarterly in cash on the last business day of each quarter commencing on December 31, 2022, or the company may elect to capitalize interest and settle in fully paid common shares subject to TSX Venture Exchange approvals. All or a portion of the principal amount of the convertible notes will be convertible at the election of the holder thereof into units of company at a price of $5 per convertible note unit at any time until the maturity date. Each convertible note unit will be comprised of one common share and one common share purchase warrant.

Each warrant will entitle the holder thereof to acquire one common share at a price of $5.70 per common share for a period of 24 months from the date of issuance thereof. Convertible notes and the common shares and warrants issuable upon conversion of the convertible notes, (if issued before that period) are subject to a hold period of 4 months and one day in accordance with relevant regulatory and stock exchange policies. The transaction is expected close on or about November 9, 2022, and is subject to certain customary closing conditions, including obtaining final regulatory approvals.