NovX21 Inc.
TSX VENTURE : NOV

NovX21 Inc.

April 07, 2015 13:58 ET

NovX21 Announces a Private Placement

All amounts are in Canadian dollars

MONTREAL, MONTREAL--(Marketwired - April 7, 2015) - NovX21 Inc. (TSX VENTURE:NOV) announces that it is undertaking a private placement (the "Offering") for a minimum of 1,000 units of the Company (the "Units") and a maximum of 2,500 units at a unit price of $1,000 resulting in maximum gross proceeds of $2,500,000.

The net proceeds from the Offering will be used to complete the financing of a new commercial plant for the recovery of precious metals of the Platinum Group (Platinum, Palladium and Rhodium or PGMs) in Thetford Mines, Quebec, as well as for general corporate purposes.

Mr. Jack Lifton, consultant to NovX21 and an internationally renowned expert in the field of technology metals (precious metals and rare earth metals) will be meeting investors during the private placement roadshow. Jack Lifton has confirmed the validity and efficiency of the technological process of NovX21 for more than two years as a consultant for the Company.

"It was the first time in my long career as a researcher and executive in the OEM automotive supply industry that I encountered an industrial-scale non-smelting process for extracting precious metals of the platinum group without equipment corrosion or chlorine leaks. I look forward to meeting investors and expressing my confidence in the NovX21 technology and its multiple commercial applications", says Jack Lifton.

Each Unit is comprised of a four year 8% unsecured convertible subordinated debenture in the principal amount of $1,000 (the "Debentures") and 5,000 Share Purchase Warrants (the "Warrants") of the Company.

Each Debenture is convertible at the option of the holder into common shares of NOV (the "Common Shares") at any time starting after the closing date and prior to the close of business on the last business day prior to the Maturity Date at a conversion price of $ 0.10 per Common Share for the first and second year, $ 0.11 for the third year, and $ 0.121 for the fourth year (the "Conversion Prices"), being at a rate of approximately 10,000 Common Shares for the first and second year, 9,090.9 Common Shares for the third, and 8,264.46 Common Shares for the fourth year, per $1,000 principal amount of Debentures, subject to adjustment in certain circumstances. Each Warrant allows the holder to purchase one common share of the Company at $ 0.20 for a period of 36 months from the closing date.

The Maturity Date of the Debentures is March 31, 2019, 4 years after its issuance bearing 8% interest per year, payable in equal semi-annual cash installments on May 31 and November 30, commencing May 31, 2016.

Common Shares issued as a result of conversion of the debentures within the first four months after the closing date are subject to a hold period ending four months after the closing date.

The Company has retained Jones Gable & Company Limited as Agent, based on a commercially reasonable efforts basis. The Agent will receive 10% of gross proceeds as cash commission as well as a number of warrants equal to 10% of the gross proceeds divided by $0.10. Each broker warrant will be exercisable for 24 months at $0.20 per share.

The closing date of the Offering is expected to be on or about May 7, 2015. The Offering is subject to several conditions including regulatory approvals including that of the TSX Venture Exchange.

For more information on the Offering or in order to obtain a subscription form, please contact your financial adviser or Paul Bernard at pbernard@jonesgable.com.

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

About NovX21

NovX21 operates an industrial prototype plant for the recovery of Platinum Group Elements (Platinum, Palladium and Rhodium, or PGMs). The plant is located near Quebec City in St-Augustin-de-Desmaures. Its patented process yields more than 97% recoveries of PGMs, and is not only much less capital extensive but also operates much more rapidly than conventional plants, thus dramatically lowering the amount of time that its customers' capital is tied up as work-in-process inventory. NovX21's mission is to sustainably recover precious metals by recycling end-of-life PGM containing components while meeting global "green" standards for the automobile industry.

About Jack Lifton

Jack Lifton was educated as a physical chemist and has worked as a chemical engineer with 53 years of industry involvement. Jack Lifton coined the term "technology metals" in 2007 after having already worked more than four decades in the global rare metals industry. He has worked with the OEM automotive industry on the material and loading of the first catalytic converters in the US market for cars and trucks. In the mid-1970's, he developed a process for recovering platinum and palladium then used in catalytic converters. He later worked as technical manager, marketing executive and then CEO of an Anglo-French automotive production chemical company. In 1989, he led a group that designed a dedicated smelter for extracting platinum group metals from scrap catalytic converters so that metals could be re-used. After another period as a CEO of an OEM automotive production chemical supplier, he retired in 1999 and became a full time consultant, sourcing rare metals critical to the manufacturing of consumer and military devices. He has particularly specialized in adapting companies to new technologies and is a well-known writer in this area. Jack Lifton is a Board member of the private Turkish Mining Company AMR Mineral Metal Inc. developing a rare earth magnetite deposit and also a Board Member of Texas Rare Earth Resources, a public company developing a polymetallic resource in Texas.

As Jack Lifton, LLC, he is a member of the London based Minor Metals Trade Association, the world's premier grouping of traders in the technology metals.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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