Nano One Closes $6.96 Million Overnight Marketed Offering

Rhea-AI Summary

Nano One (OTCQB:NNOMF, TSX:NANO) closed an overnight marketed offering of 4,970,500 Units (including 320,500 from partial exercise of the over-allotment) at C$1.40 per Unit for gross proceeds of C$6,958,700 on December 10, 2025.

Each Unit includes one common share and one-half warrant; each whole warrant is exercisable at C$1.75 until December 10, 2027. Net proceeds are earmarked for R&D, Candiac facility expansion, working capital and general corporate purposes. Underwriters received a cash fee of 6.0% of gross proceeds (reduced to 3.0% for President's List sales) plus compensation warrants.

Positive

• Gross proceeds of C$6,958,700 raised
• 4,970,500 Units issued including over-allotment exercise
• Warrants exercisable at C$1.75 until Dec 10, 2027
• Proceeds allocated to Candiac facility expansion and R&D

Negative

• Underwriting cash fee of 6.0% of gross proceeds
• Issuance includes Compensation Warrants increasing potential dilution

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR THE DISSEMINATION, DISTRIBUTION, RELEASE OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES

VANCOUVER, BRITISH COLUMBIA / ACCESS Newswire / December 10, 2025 / Nano One Materials Corp. ("Nano One" or the "Company") (TSX:NANO)(OTCQB:NNOMF), is pleased to announce that it has closed its previously announced overnight marketed underwritten offering of 4,970,500 units, including 320,500 units ("Units") issued pursuant to partial exercise of the Over-Allotment Option (as defined below), at a price of C$1.40 per Unit (the "Offering Price") for aggregate gross proceeds of C$6,958,700 (the "Offering").

Canaccord Genuity Corp. (the "Lead Underwriter") acted as lead underwriter and sole bookrunner under the Offering on behalf of a syndicate of underwriters including Roth Canada, Inc. and Cormark Securities Inc. (together with the Lead Underwriter, the "Underwriters").

Each Unit consists of one common share of the Company (each, a "Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder thereof to acquire, upon payment of C$1.75 to the Company, one common share of the Company, subject to adjustment in certain circumstances, until December 10, 2027.

The net proceeds of the Offering are expected to be used for research and business development activities, expansion of the Company's Candiac facility, working capital and general corporate purposes.

Pursuant to the Underwriting Agreement and in consideration of the Underwriters' services rendered in connection with the Offering, the Company paid to the Underwriters a cash fee equal to 6.0% of the aggregate gross proceeds in respect of the Offering, subject to a reduced fee of 3.0% of the gross proceeds for Units sold by the Underwriter to certain purchasers designated by the Company on the President's list (the "President's List") and issued to the Underwriters on the Closing Date such number of compensation warrants (each, a "Compensation Warrant") as is equal to 6.0% of the number of Units sold pursuant to the Offering, subject to a reduced number of Compensation Warrants equal to 3.0% of the Units sold by the Underwriter to purchasers on the President's List. The characteristics of the Compensation Warrants are more particularly described in the Prospectus Supplement.

The Units were offered in each of the provinces of Canada, except Québec, pursuant to a short form prospectus supplement (the "Prospectus Supplement") dated December 8, 2025 pursuant to the Company's short form base shelf prospectus dated April 26, 2024 (the "Base Shelf Prospectus"), and in the United States on a private placement basis by way of a confidential offering memorandum pursuant to certain exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), and applicable state securities laws. The Company has granted the Underwriters an over-allotment option (the "Over-Allotment") exercisable, in whole or in part, at the sole discretion of the Underwriters, the details of which are set forth in the Prospectus Supplement, and any Units, Common Shares or Warrants issued on exercise of the Over-Allotment would be qualified by the Prospectus Supplement and form part of the Offering.

The Common Shares issued pursuant to the Offering have been listed on the Toronto Stock Exchange.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the 1933 Act or under any 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 of the 1933 Act, and applicable U.S. state securities laws.

About Nano One

Nano One is a technology company changing how the world makes cathode active materials for lithium-ion batteries. Applications include stationary energy storage systems (ESS), portable electronics, and electric vehicles (EVs). The Company's patented One-Pot process reduces costs, is easier-to permit, lowers energy intensity, environmental footprint, and reliance on problematic supply chains. The Company is supporting the drive towards energy security, supply chain resilience, industrial competitiveness and increased performance through process innovation. Production is being piloted and demonstrated in Candiac, Quebec, drawing on the existing plant and decades of commercial lithium-iron phosphate (LFP) manufacturing experience. Strategic collaborations and partnerships with international companies like Sumitomo Metal Mining, Rio Tinto, and Worley are supporting a design-one-build-many licensing growth strategy-delivering cost-competitive, easier-to-permit, and faster-to-market battery materials production solutions worldwide. Nano One has received funding from the Government of Canada, the Government of the United States, the Government of Québec, and the Government of British Columbia. For more information, please visit www.nanoOne.ca.

Company Contact

Paul Guedes
info@nanoOne.ca
(604) 420-2041

Cautionary Note Regarding Forward-Looking Information

This press release may contain statements that may be deemed to be "forward-looking statements" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein are forward-looking information, including, but not limited to, statements regarding the use of the net proceeds of the Offering and the Over-Allotment Option that remains exercisable at the sole discretion of the Underwriters. Generally, forward-looking information may be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "proposed", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. This forward-looking information reflects Nano One's current beliefs and is based on information currently available to Nano One and on assumptions we believe are reasonable. These assumptions include, but are not limited to assumptions regarding: the use of the net proceeds of the Offering; the need to cover any over-allotments under the Offering; any necessary re-allocation of proceeds from the Offering for prudent business reasons; changes to market conditions; changes to the regulatory climate; and such other factors and risks as disclosed in the Prospectus Supplement, Base Shelf Prospectus, the Company's most recent annual information form, management's discussion and analysis and other documents filed from time to time under the Company's profile on SEDAR+ at www.sedarplus.ca. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance, or achievements of the Company or its subsidiaries to be materially different from those expressed or implied by such forward-looking information. Such risks and uncertainties may include but are not limited to prevailing capital markets conditions, general business, economic, competitive, political and social uncertainties, changes in legislation, and lack of qualified, skilled labour or loss of key individuals. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, or intended. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

SOURCE: Nano One Materials Corp.

View the original press release on ACCESS Newswire

FAQ

How many Units did Nano One (NNOMF) issue in the December 10, 2025 offering?

Nano One issued 4,970,500 Units, including 320,500 from partial exercise of the over-allotment.

What price did Nano One (NNOMF) receive per Unit and total gross proceeds?

The Offering price was C$1.40 per Unit for total gross proceeds of C$6,958,700.

What do the Units from Nano One (NNOMF) include and what are the warrant terms?

Each Unit includes one common share and one-half warrant; each whole warrant is exercisable at C$1.75 until December 10, 2027.

How does Nano One plan to use the net proceeds from the offering?

Net proceeds are expected to be used for research and business development, expansion of the Candiac facility, working capital and general corporate purposes.

What underwriting fees and compensation did Nano One (NNOMF) pay for the offering?

The company paid a cash fee equal to 6.0% of gross proceeds (reduced to 3.0% for President's List sales) and issued compensation warrants equal to 6.0% (reduced to 3.0%) of Units sold.