NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
TORONTO, Ontario (Oct. 17, 2017) — Neo Performance Materials Inc. (the “Company“) announced today that it has filed a preliminary prospectus with the securities regulatory authorities in each of the provinces and territories of Canada and obtained a receipt therefor in respect of its initial public offering (the “Offering”) of common shares (“Common Shares”). Prior to the completion of the Offering, the Company and Neo Cayman Holdings Ltd. (“Neo Cayman”) intend to complete a Cayman Islands scheme of arrangement (the “Arrangement”) pursuant to which the Company would acquire all of the outstanding ordinary shares of Neo Cayman in exchange for an aggregate of 39,878,383 Common Shares, a portion of which would constitute the Offered Shares to be offered for sale to the public in the Offering. Following the completion of the Arrangement, Neo Cayman would be a wholly-owned subsidiary and the Company will carry on the business of Neo Cayman as such business was carried on prior to the Arrangement. The Offering contemplates a secondary offering of Common Shares by the Company’s majority shareholder, OCM Neo Holdings (Cayman), L.P., an affiliate of funds and accounts managed by Oaktree Capital Management, L.P. The number of Common Shares to be sold and the price per Common Share have not yet been determined.
Scotiabank and RBC Capital Markets are acting as joint bookrunners for the Offering, and Cormark Securities is acting as co-lead underwriter for the Offering.
The preliminary prospectus has not yet become final for the purposes of a distribution of securities to the public. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the time a receipt for the final prospectus or other authorization is obtained from the securities commission or similar authority in such jurisdiction. The Common Shares have not been and will not be registered under the United States Securities Act of 1933, as amended, or the securities laws of any state of the United States. The preliminary prospectus contains important information relating to the Common Shares but is still subject to completion or amendment. Copies of the preliminary prospectus will be available on SEDAR at www.sedar.com.
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About Neo Performance Materials
Neo Performance Materials is a global leader in the innovation and manufacturing of rare earth- and rare metal-based functional materials, which are essential inputs to high technology, high growth, future-facing industries. The business of the Company is organized along three segments: Magnequench, Chemicals & Oxides and Rare Metals. The Company is headquartered in Toronto, Ontario, Canada; with corporate offices in Greenwood Village, Colorado, US; and Beijing, China. The Company operates globally with sales and production across 10 countries, being Japan, China, Thailand, Estonia, Singapore, Germany, United Kingdom, Canada, United States, and South Korea. For more information, please visit www.neomaterials.com.
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