NextSource Materials Inc 6-K, filed Mar 4, 2021
NextSource Materials Inc. (NSRCF)
6-K
2021-03-04
For: 2020-12-29
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Added on
April 12, 2026
About this 6-K
NextSource Materials Inc filed this 6-K on March 4, 2021.
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 or 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the
month of December,
2020
Commission
File Number 000-51151
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NEXTSOURCE MATERIALS INC.
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(Translation
of registrant’s name into English)
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1940-130 King Street West Toronto, Ontario, Canada M5X
2A2
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(Address
of principal executive office)
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Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F
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Form
20-F
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☒
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Form
40-F
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☐
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Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(1):
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Yes
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☐
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No
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☒
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Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(7):
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Yes
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☐
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No
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☒
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Exhibits
Press release dated
December 29, 2020 announcing results of the 2020 Annual and Special
meeting of Shareholders.
Grant of restricted
share units (RSUs)
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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NEXTSOURCE
MATERIALS INC.
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Dated: March 4,
2021
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By:
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/s/ Marc Johnson
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Marc Johnson |
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Chief Financial Officer |
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Exhibit 99.1
NextSource
Materials Announces Results of 2020 Annual and Special Meeting of
Shareholders
NEWS RELEASE – TORONTO, December
29, 2020
NextSource
Materials Inc. (TSX:NEXT) (OTCQB:NSRCF) (“NextSource”
or “the Company”), is pleased to announce the results
of the Annual and Special Meeting of Shareholders (the
“Meeting”) held in Toronto, Ontario, Canada on December
29, 2020.
As of
the November 19, 2020, which was the record date for the Meeting,
there were 598,073,572 common shares of the Company outstanding and
entitled to vote at the Meeting. Of this amount, there were
226,708,050 common shares represented in person or by proxy at the
Meeting.
The
final voting results of the Meeting are set out below:
(1)
Election of Directors. Each of
the nominees were elected as directors to serve until the next
annual meeting of shareholders, or until their respective
successors are elected or appointed. Dean Comand declined to be
renominated and resigned as a Director at the conclusion of the
Meeting.
The
following table sets forth the vote of the shareholders at the
Annual Meeting with respect to the election of
directors:
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Nominee
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For
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Withheld
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Broker
Non-Vote
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Brett
Whalen
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92.9%
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7.1%
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14.2%
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Craig
Scherba
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92.9%
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7.1%
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14.2%
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Robin
Borley
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96.0%
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4.0%
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14.2%
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Christopher
Kruba
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95.9%
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4.1%
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14.2%
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David
McNeely
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96.1%
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3.9%
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14.2%
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(2)
Appointment of MNP LLP. The
Company’s shareholders approved the appointment of MNP LLP,
Chartered Professional Accountants be appointed auditors of the
Company to hold office until the close of the next annual meeting
of shareholders of the Company at such remuneration as may be fixed
by the directors of the Company and the directors be and they are
hereby authorized to fix such remuneration. The following table
sets forth the vote of the shareholders at the Annual Meeting with
respect to the appointment of MNP LLP:
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For
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Withheld
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97.2%
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2.8%
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(3)
Approval of the Long-Term Incentive
Plan. The Company’s shareholders approved the
Long-Term Incentive Plan and the unallocated Awards issuable
thereunder. The following table sets forth the vote of the
shareholders at the Annual Meeting with respect to the approval of
the Long-Term Incentive Plan and the unallocated Awards issuable
thereunder:
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For
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Against
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89.4%
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10.6%
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(4)
Approval of the Share
Consolidation. The Company’s shareholders approved an
amendment to the Company’s articles of incorporation or
articles of continuance, as applicable, to be completed at the
Board’s sole discretion, to effect a share consolidation
(reverse stock split) of the Company’s outstanding common
shares in a ratio of between one-for-five and one-for-ten, at any
time prior to the one year anniversary of the Meeting, without
further stockholder approval. The following table sets forth the
vote of the shareholders at the Annual Meeting with respect to the
approval of the share consolidation and corresponding amendment to
our articles:
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For
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Against
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90.3%
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9.7%
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ABOUT
NEXTSOURCE MATERIALS INC.
NextSource
Materials Inc. is a mine development company based in Toronto,
Canada and is in the final development stage of its 100%-owned Molo
Graphite Project in southern Madagascar. The Molo Graphite Project
is a fully permitted, feasibility-stage project that ranks as one
of the largest-known and highest quality flake graphite deposits in
the world and is the only project with SuperFlake®
graphite.
The
Company is currently focused on securing financing to initiate
construction, which will utilize an all- modular build approach to
constructing the Molo mine and in two production phases. Phase 1
will produce 17,000 tonnes per annum (“tpa”) over the
first two years of production and Phase 2 producing a total of
45,000 tpa by year three. Offtakes are in place for 100% of Phase 1
production.
For
further information contact: +1.416.364.4911
Brent
Nykoliation, Senior Vice President, Corporate Development at
brent@nextsourcematerials.com or Craig Scherba, President and CEO
at craig@ nextsourcematerials.com.
Safe Harbour: This press release contains statements that may
constitute “forward-looking statements” within the
meaning of applicable Canadian and United States securities
legislation. Readers are cautioned not to place undue reliance on
such forward-looking statements. No assurance can be given that any
of the events anticipated by the forward-looking statements will
transpire or occur or, if any of them do so, what benefits the
Company will derive there from. The forward-looking statements
contained in this news release are made as at the date of this news
release and the Company does not undertake any obligation to update
publicly or to revise any of the forward-looking statements,
whether as a result of new information, future events or otherwise,
except as may be required by applicable securities
laws.
Exhibit 99.2
On
December 29, 2020, the shareholders approved a resolution at the
Annual General Meeting of Shareholders approving the grant of
5,174,424 RSUs to officers. The RSUs entitle the holders to receive
5,174,424 common shares for no additional consideration. The RSUs
will vest upon achieving project financing milestones related to
the Molo Graphite Project and 33.33% of the RSUs will expire on
each of Feb 16, 2021, August 16, 2021 and Feb 16,
2022.