Nouveau Monde Graphite Inc. filings document a Canadian foreign private issuer developing graphite mining and battery-material processing assets in Québec. Its Form 6-K reports and related exhibits cover material-event disclosure, operating and financial results, project-finance arrangements for the Phase-2 Matawinie Mine, offtake and marketing agreements, and development of the Bécancour Battery Material Plant project.
The filing record also includes Form F-10 registration-statement materials and incorporated exhibits such as underwriting, placement agency, and subscription receipt agreements. These documents describe capital-structure actions, common-share issuance mechanics, escrow and release provisions for subscription receipts, risk factors, governance matters, shareholder voting topics, and legal consents associated with securities offerings.
Nouveau Monde Graphite Inc. is offering 45,600,000 subscription receipts at an Offering Price of $1.84 each under an underwriting agreement. The deal includes an Over-Allotment Option for up to 6,840,000 additional subscription receipts and gross underwritten proceeds of $83,904,000.
Gross proceeds, net of a non-escrowed underwriting fee, will be placed in escrow and released to the company once specified escrow release conditions tied to a concurrent private placement and shareholder approvals are met. A concurrent non-brokered private placement will issue 115,847,791 common shares at the same price, and the company agrees to a 90‑day lock-up on new equity issuance, subject to detailed exceptions.
Canada Growth Fund Inc. and its manager filed an amendment to disclose a large strategic stake in Nouveau Monde Graphite Inc. (NMG) and a new private placement commitment. They beneficially own 39,682,538 Common Shares, representing 22.0% of the class on a deemed outstanding basis.
CGF previously bought 19,841,269 Common Shares and obtained Warrants for another 19,841,269 Common Shares for an aggregate US$25,000,000. Under an April 9, 2026 subscription agreement, CGF agreed to purchase 44,452,460 additional Common Shares for US$81,792,526.40, equal to about 27.7% of then‑outstanding shares. CGF also obtained information rights, one board seat nomination right and one board observer position.
Nouveau Monde Graphite is launching a treasury offering of 45,600,000 subscription receipts at US$1.84 each, for gross proceeds of about US$84 million, via a bought deal with underwriters led by BMO Capital Markets and National Bank Financial.
The net proceeds will fund design, engineering and construction of the Phase‑2 Matawinie Mine and general corporate purposes. A concurrent non‑brokered private placement of approximately US$213 million with Investissement Québec, Canada Growth Fund and Eni, plus committed US$335 million of senior project debt, is expected to fully fund the 106 ktpy Matawinie mine once all shareholder approvals, escrow release conditions and regulatory approvals are satisfied.
Canada Growth Fund Inc. and its manager report beneficial ownership of 39,682,538 common shares of Nouveau Monde Graphite Inc., representing 22.0% of the class under Rule 13d-3(d)(1). This includes 19,841,269 shares issuable on exercise of Warrants.
Canada Growth Fund acquired 19,841,269 common shares and related Warrants for an aggregate subscription price of US$25,000,000, totaling 39,682,538 shares, or about 23.1% of then-outstanding shares as of December 19, 2024. Under an Investor Rights Agreement, it holds information and access rights, one board seat right, and one board observer, and may adjust its stake over time.
Canada Growth Fund Inc. and its manager report beneficial ownership of 39,682,538 Nouveau Monde Graphite common shares, representing 22.0% of the class. This total includes 19,841,269 shares issuable upon exercise of warrants held by Canada Growth Fund.
The amendment is being filed because Nouveau Monde Graphite’s outstanding common shares increased to 160,761,539, which changes the percentage calculation. The reporting persons state they made no transactions in the shares during the past sixty days.
Nouveau Monde Graphite is advancing its Phase-2 growth plan around the Matawinie graphite mine and Bécancour battery material plants. The company secured a fully committed senior project debt commitment letter for US$335 million from Export Development Canada and the Canada Infrastructure Bank to fund construction, development and commissioning of the Matawinie Mine, subject to definitive documentation and customary conditions. An updated binding long-form term sheet with the Government of Canada commits to purchase 30,000 tpa of flake graphite concentrate over seven years on a take-or-pay basis, with upside-sharing on resale, complementing existing offtakes with Panasonic Energy and Traxys that together cover more than 70% of planned Phase-2 production. NMG filed its 2025 financial reports, reported year-end cash of about CA$74 million, highlighted major construction contracts covering over 50% of Matawinie CAPEX, and outlined a two-stage Bécancour strategy using a 143,000-m² brownfield site to lower initial infrastructure costs. The company emphasized ESG performance, including carbon-neutral status with 2025 emissions of 744 tonnes CO2e offset by carbon credits and a total recordable injury frequency rate of 3.92, as it moves toward final investment decisions for both Matawinie and the first-stage Bécancour plant.
Nouveau Monde Graphite Inc. filed its annual report on Form 40-F, furnishing audited consolidated financial statements for the years ended December 31, 2025 and 2024 and an Annual Information Form dated March 25, 2026. The report states the company is a foreign private issuer and lists 160,761,539 common shares outstanding as of December 31, 2025.
The report includes management's conclusion that disclosure controls and internal control over financial reporting were effective as of December 31, 2025, descriptions of corporate governance and audit committee composition, and multiple technical consents and exhibits incorporated by reference.