NextSource ups Vision Blue financing for anode facility

Executive Summary

• NextSource Materials Inc. has agreed to an upsizing of its funding facility with Vision Blue Resources, increasing the total potential drawdown capacity from $20-million to $30-million (U.S.).
• The additional financing provides financial flexibility to advance the development of the UAE Battery Anode Facility (UAE BAF) toward a final investment decision and support ongoing operations at the Molo mine.
• The transaction is classified as a related party transaction as Vision Blue holds a 47.68% stake in the company, but it was approved by the board (with one recusal) and is exempt from minority shareholder approval requirements.

Key Details

• Facility Upsizing: The drawdown credit facility with Vision Blue Resources Ltd. is extended to allow for an additional $10-million (U.S.), bringing the total facility size to up to $30-million (U.S.).
• Previous Facility Context: On Jan. 30, 2025, the company secured an initial facility of up to $20-million (U.S.), which was drawn down in tranches, with the final tranche drawn in July 2025.
• Tranche Structure: The facility continues to be drawn in tranches; the next specific tranche is identified as $5-million (U.S.).
• Interest Rate: Interest accrues on the amount drawn down at a rate of 15 per cent per annum.
• Repayment Terms: The loan is repayable on demand. NextSource may repay the facility at any time without penalty or bonus.
• Security: The facility, including the additional loan, remains secured by the assets of the company.
• Use of Proceeds: Funds will be used to progress the strategic partner process, advance the UAE BAF toward a final investment decision, and support the continued operation of the Molo mine and its expansion opportunities.
• Related Party Status: Vision Blue Resources holds 47.68 per cent of the company's issued and outstanding shares (47.68 per cent on a partially diluted basis), making this a related party transaction under Multilateral Instrument 61-101.
• Regulatory Exemptions: The company is exempt from obtaining a formal valuation and minority shareholder approval because the facility is on reasonable commercial terms, not advantageous to the company compared to arm's length transactions, and is not convertible into equity.
• Board Approval: The board unanimously approved the facility, with Director Sir Mick Davis (also a director of Vision Blue) declaring his interest and recusing himself.

Notable Quotes

• "Securing this additional financing from Vision Blue Resources provides NextSource with significant financial flexibility, allowing NextSource to advance critical technical workstreams and negotiations with strategic investors engaged in discussions around financing the company's battery anode facility in the United Arab Emirates." — Hanre Rossouw, President and CEO