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NOVONIX Ltd — Capital/Financing Update 2022
Jan 31, 2022
33557_rns_2022-01-31_8aba865b-f256-489a-8202-d70437c4b040.pdf
Capital/Financing Update
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Application for quotation of +securities
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Announcement Summary
Entity name
NOVONIX LIMITED
Announcement Type
New announcement
Date of this announcement
Tuesday February 01, 2022
The +securities to be quoted are: Other
Total number of +securities to be quoted
| ASX +security | Number of +securities to | ||
|---|---|---|---|
| code | Security description | be quoted | Issue date |
| NVX | ORDINARY FULLY PAID | 1,974,723 | 01/02/2022 |
Refer to next page for full details of the announcement
Application for quotation of +securities
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Application for quotation of +securities
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Part 1 - Entity and announcement details
1.1 Name of entity
NOVONIX LIMITED
We (the entity named above) apply for +quotation of the following +securities and agree to the matters set out in Appendix 2A of the ASX Listing Rules.
1.2 Registered number type
ACN
Registration number 157690830
1.3 ASX issuer code
NVX
1.4 The announcement is
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New announcement
1.5 Date of this announcement
1/2/2022
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Application for quotation of +securities
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Part 2 - Type of Issue
2.1 The +securities to be quoted are:
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Other
2.2 The +securities to be quoted are:
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Additional +securities in a class that is already quoted on ASX ("existing class")
2.3c Have these +securities been offered under a +disclosure document or +PDS? No
2.3d Please provide any further information needed to understand the circumstances in which you are applying to have these +securities quoted on ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B
The execution and closing of a Securities Purchase Agreement with KORE Power contemporaneously. Under the terms of a Securities Purchase Agreement NVX has purchased 3,333,333 shares of KORE at an issue price of USD7.50 per share. The USD25,000,000 consideration has been paid in a combination of 50% cash and 50% through the issue of 1,974,723 of ordinary shares in NVX calculated with a 5% discount to the 20-day VWAP ending three trading days prior to closing date.
2.4 Any on-sale of the +securities to be quoted within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:
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The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
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Application for quotation of +securities
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Part 3B - number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B
Additional +securities to be quoted in an existing class
ASX +security code and description NVX : ORDINARY FULLY PAID Issue date 1/2/2022 Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Issue details
Number of +securities to be quoted 1,974,723 Are the +securities being issued for a cash consideration? No Please describe the consideration being provided for the +securities 3,333,333 shares of KORE Power ( USD $25M has been paid in a combination of 50% cash and 50% through the issue of 1,974,723 ordinary shares in NVX). Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the +securities to be quoted 8.870000 Any other information the entity wishes to provide about the +securities to be quoted
This shareholding is subject to escrow until such time as the NVX Shares have been registered under the Securities Act of 1933 or may otherwise be sold in the United States, which is expected to be for a period of 6 six months.
The purpose(s) for which the entity is issuing the securities
To pay for the acquisition of an asset
Please provide additional details
Under the terms of a Securities Purchase Agreement entered into between NOVONIX and KORE, NOVONIX has purchased 3,333,333 shares of KORE Power common stock ("Shares") at an issue price of USD 7.50 per share, representing an approximately 5% stake in KORE Power.
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Application for quotation of +securities
Part 4 - Issued capital following quotation
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Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:
(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)
4.1 Quoted +securities (total number of each +class of +securities quoted on ASX following the +quotation of the +securities subject of this application)
| Total number of | |
|---|---|
| ASX +security code and description | +securities on issue |
| NVX : ORDINARY FULLY PAID | 485,830,536 |
4.2 Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX)
| Total number of | |
|---|---|
| ASX +security code and description | +securities on issue |
| NVXAD : PERFORMANCE RIGHTS | 2,585,589 |
| NVXAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES | 29,363,334 |
| NVXAJ : SHARE RIGHTS | 291,500 |
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Part 5 - Other Listing Rule requirements
5.1 Are the +securities being issued under an exception in Listing Rule 7.2 and therefore the issue does not need any security holder approval under Listing Rule 7.1? No
5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No
5.2b Are any of the +securities being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes
5.2b.1 How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?
1,974,723 ordinary shares.
5.2c Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? N/A
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