NanoXplore Announces Closing of $46 Million Bought Deal Financing Including Full Exercise of Over-Allotment Option

Montréal, Quebec, CANADA


NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

MONTREAL, Feb. 12, 2021 (GLOBE NEWSWIRE) -- NanoXplore Inc. ("NanoXplore" or the "Corporation") (TSXV: GRA and OTCQX: NNXPF) is pleased to announce that it has closed its previously announced bought deal offering of 10,000,000 Common Shares from treasury (the “Common Shares”), at a price of $4.00 per Common Share (the “Offering Price”), and the exercise in full of the Over-Allotment Option of 1,500,000 Common Shares at the Offering Price, for aggregate gross proceeds of $46,000,000 (the "Offering").

The Offering was conducted by a syndicate of underwriters led by Echelon Wealth Partners Inc. and National Bank Financial Inc., as co-lead underwriters and joint bookrunners, and which included Paradigm Capital Inc., Raymond James Ltd., Stifel Nicolaus Canada Inc., Beacon Securities Limited and Cormark Securities Inc. (together, the "Underwriters").

The Corporation intends to use the net proceeds from the Offering for its battery initiatives, debt reduction, sales and marketing of graphene and for general corporate purposes.

The Common Shares were offered by way of short form prospectus in all of the provinces of Canada.

For further information and to obtain a copy of the early warning report to be filed under applicable Canadian securities laws in connection with the foregoing matters, please see the Corporation’s profile on SEDAR at www.sedar.com or contact the President and Chief Executive Officer of the Corporation at the below coordinates.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and applicable U.S. state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements thereunder.

In a separate transaction that was completed concurrently with the Offering, Mr. Soroush Nazarpour, President and Chief Executive Officer of the Corporation, sold to Martinrea International Inc., the principal shareholder of NanoXplore, 1,000,000 Common Shares at the Offering Price for total gross proceeds of $4,000,000 to Mr. Nazarpour (the “Concurrent Sale”).

About NanoXplore Inc.

NanoXplore is a graphene company, a manufacturer and supplier of high-volume graphene powder for use in industrial markets. The Corporation provides standard and custom graphene-enhanced plastic and composite products to various customers in transportation, packaging, electronics, and other industrial sectors. NanoXplore is headquartered in Montreal, Quebec with manufacturing facilities in Canada, the United States and Europe.

Forward-looking Statements

This news release contains forward-looking statements and forward-looking information (together, “forward-looking statements”) within the meaning of applicable securities laws. All statements, other than statements of historical facts, are forward-looking statements, and subject to risks and uncertainties. Generally, forward-looking statements can be identified by the use of terminology such as “plans”, “seeks”, “expects”, “estimates”, “intends”, “anticipates”, “believes”, “could”, “might”, “likely” or variations of such words, or statements that certain actions, events or results “may”, “will”, “could”, “would”, “might”, “will be taken”, “occur”, “be achieved” or other similar expressions. Forward-looking statements, including statements concerning future capital expenditures, revenues, expenses, earnings, economic performance, indebtedness, financial condition, losses and future prospects as well as the expectations of management of NanoXplore with respect to information regarding the business and the expansion and growth of NanoXplore operations, involve risks, uncertainties and other factors that could cause actual results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements are subject to business and economic factors and uncertainties, and other factors that could cause actual results to differ materially from these forward-looking statements, including the relevant assumptions and risks factors set out in NanoXplore's public documents, including in the most recent annual management discussion and analysis and annual information form, filed on SEDAR at www.sedar.com. Furthermore, should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements or information. These risks, uncertainties and other factors include, among others, the uncertain and unpredictable condition of global economy, notably as a consequence of the Covid-19 pandemic and statements concerning the intended use of proceeds from the Offering. Although NanoXplore believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed timeframes or at all. Except where required by applicable law, NanoXplore disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Neither TSX-V nor its Regulation Services Providers (as that term is defined in the polices of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

For further information:

NanoXplore Inc.
Soroush Nazarpour
President and Chief Executive Officer
info@nanoXplore.ca