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Neo Performance Materials announces $ 87.5 million treasury business and secondary placement of common stock

/ NOT FOR DISTRIBUTION TO US MESSAGES WIRE SERVICES OR DISTRIBUTION INTO THE UNITED STATES./

TORONTO, October 25, 2021 / CNW / – Neo Performance Materials Inc. (“Neo”, the “Company”) (TSX: NEO) is pleased to announce that it and a fund managed by Oaktree Capital Management, LP (the “Selling Shareholder”) have joined forces an agreement with Paradigm Capital Inc. and Canaccord Genuity Corp. (the “Co-Lead Underwriters”) on behalf of a consortium of Underwriters (along with the Co-Lead Underwriters, the “Underwriters”) under which the Underwriters agreed to buy-deal 2,598,000 common shares of the Company ( the “common stock”) from its own possession at a price of. to acquire $ 19.25 per common share (the “Offer Price”) (the “Treasury Offer”) and 1,949,000 common shares of the selling Shareholder at the Offer Price (the “Secondary Offer”) for total gross proceeds of $ 87.5 million (the offer”).

In addition, the Selling Shareholder has granted the Underwriters an option to purchase this number of additional ordinary shares at the Offer Price in the amount of 15% of the total Base Offer, which can be exercised up to 30 days after the offer has been completed.

The selling shareholder currently holds 12,509,155 common shares in the company, representing approximately 32.9% of the common shares issued and outstanding. Upon completion of the offering, the selling shareholder will hold 10,560,155 common shares representing approximately 26.0% of the common shares issued and outstanding. In addition, the Selling Shareholder, its affiliates and other companies managed by Oaktree Capital Management, LP have agreed with the Underwriters that their remaining common stock in the Company will be subject to a 120 day lock-up period, subject to customary exceptions.

The company intends to use the net proceeds of the treasury offering for general corporate purposes, including expanding, maintaining global assets and pursuing strategic growth opportunities around the globe. The company will not receive any proceeds from the secondary offering. The net proceeds of the secondary offering will be paid to the selling shareholder.

The common shares are offered in the form of a prospectus which is available in all provinces of Canada except Quebec. Private placement offers in The United States is made to “Qualified Institutional Buyers” under Rule 144A of the United States Securities Act of 1933. The offering is expected to expire on or about November 16, 2021 and is subject to certain conditions including, but not limited to, obtaining all necessary corporate and regulatory approvals, including the approval of the Toronto Stock Exchange and applicable securities regulators. No securities regulatory authority has approved or disapproved the contents of this press release.

The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold The United States or to or for the account of or for the benefit of US Persons without registration or an applicable exemption from registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will any sale of the securities be made in any state in which such offer, solicitation or sale would be unlawful.

About Neo Performance materials

Neo makes the building blocks of many modern technologies that improve efficiency and sustainability. Neo’s advanced industrial materials – magnetic powders and magnets, specialty chemicals, metals and alloys – are critical to the performance of many everyday products and emerging technologies. Neo’s products help deliver tomorrow’s technologies to consumers today. The company’s business is divided into three segments: Magnequench, Chemicals & Oxides and Rare Metals. The company is based in Toronto, Ontario, Canada; with headquarters in Greenwood Village, Colorado, US; Singapore; and Beijing, China. The company operates worldwide with sales and production in 10 countries Japan, China, Thailand, Estonia, Singapore, Germany, United Kingdom, Canada, United States, and South Korea. More information is available at http://www.neomaterials.com/.

About Oaktree Capital Management LP

Oaktree is a leader among global investment managers specializing in alternative investments with $ 156 billion in assets under management June 30, 2021. The company emphasizes an opportunistic, value-driven and risk-controlled approach to investing in credit, private equity, real assets and publicly traded stocks. The company has over 1,000 employees and offices in 19 cities around the world. For more information, please visit the Oaktree website at http://www.oaktreecapital.com/.

Cautionary Notes Regarding Forward-Looking Statements

This press release contains “forward-looking information” within the meaning of applicable securities laws in Canada. Forward-looking information may relate to future events or future performance of Neo. All statements in this press release, other than statements of historical fact, regarding Neo’s goals and objectives and statements regarding its beliefs, plans, goals, expectations, expectations, estimates and intentions are forward-looking information. Specific forward-looking statements in this discussion include, but are not limited to, the following: expectations regarding certain future results and information of Neo, including, but not limited to, revenues, expenses, revenue growth, capital expenditures and operations; Statements regarding current and future market trends that may directly or indirectly affect Neo’s sales and revenue; expected use of cash balance; Continue careful use of working capital; Source of funding for ongoing business needs and capital investments; Expectations regarding the appropriateness of bad debt allowances and inventory provisions; Analysis of the company’s sensitivity to changes in exchange rates; Impact of recently adopted accounting pronouncements; Risk factors related to intellectual property protection and intellectual property litigation; Risk factors related to national or international economies (including the effects of COVID-19) and other risks in the jurisdictions in which Neo, its customers, its suppliers and / or its logistics partners operate, and; Expectations for corrective action regarding Neo’s design of its internal controls over financial reporting and disclosure controls and processes. Often, but not always, forward-looking information can be identified using words such as “plan”, “expect”, “is expected”, “budget”, “planned”, “estimates”, “continued”, “predictions”, “projects” , “Predicting,” “intending,” “predicting,” or “believing” or variations or negatives of such words and phrases, or indicating that certain acts, events or results “might”, “could”, “would”, “should” “,” could “or” will, “occur or be achieved. This information involves known and unknown risks, uncertainties and other factors that could cause actual results or events to differ materially from those anticipated in such forward-looking information. Neo believes that the expectations reflected in such forward-looking information are reasonable, but no assurance can be given that such expectations will prove to be correct Any such forward-looking information contained in this discussion and analysis should not be unduly relied upon. For more information about Neo, investors should read Neo’s ongoing disclosure filings, which are available on Neo’s profile at www.sedar.com.

SOURCE Neo Performance Materials, Inc.

For more information: Ali Mahdavi, Investor Relations, (416) 962-3300, email: [email protected]; Jim Sims, Media Relations, (303) 503-6203, email: [email protected]; Website: www.neomaterials.com, Email: [email protected]

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