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 October, 2022
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001-41208 |
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(Commission File Number) |
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NOVONIX LIMITED
(Translation of registrant’s name into English)
Level 38
71 Eagle Street
Brisbane, QLD 4000 Australia
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20‑F or Form 40‑F.
Form 20-F ☒ Form 40-F ☐
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): ☐
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): ☐
FORWARD-LOOKING STATEMENTS
The Australian Stock Exchange ("ASX") announcement filed as Exhibit 99.2 hereto contains forward-looking statements about us and our industry that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in such announcement, including statements that relate to our strategic growth plan, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would,” or the negative of these words or other similar terms or expressions. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. These forward-looking statements are subject to a number of known and unknown risks, uncertainties, other factors and assumptions, including those factors identified in our filings with the U.S. Securities and Exchange Commission. We undertake no obligation to update any forward-looking statements made in the ASX announcement filed as Exhibit 99.2 hereto to reflect events or circumstances after the date of such announcement or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements.
EXHIBIT INDEX
Exhibit No. Description
Exhibit 99.1 Letter dated October 19, 2022, to the Australian Stock Exchange
Exhibit 99.2 ASX Announcement, dated October 20, 2022
Exhibit 99.3 Letter dated October 21, 2022, to the Australian Stock Exchange
SIGNATURES
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 hereunto duly authorized.
NOVONIX LIMITED
By: /s/ Dr John Christopher Burns Dr. John Christopher Burns Chief Executive Officer |
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Date: October 21, 2022
Exhibit 99.1
19 October 2022
Zufishan Anjum
ASX Compliance Pty Limited
Level 4, Exchange Centre
20 Bridge Street
Sydney NSW 2000
By email: tradinghaltssydney@asx.com.au
Dear Zufishan,
Request for Trading Halt – Novonix Limited
Pursuant to Listing Rule 17.1, Novonix Limited (ACN 157 690 830) (ASX: NVX) (NVX) requests a trading halt be granted by the Australian Securities Exchange (ASX) in respect of NVX's ordinary shares from the commencement of trading on 19 October 2022.
For the purposes of Listing Rule 17.1, NVX provides the following information:
Yours sincerely,
Suzanne Yeates
Company Secretary
NOVONIX Limited (ASX: NVX)
ACN 157 690 830
GPO Box 525 Brisbane Qld 4001
AUSTRALIA
Exhibit 99.2
ASX ANNOUNCEMENT
(ASX: NVX)
20 October 2022
NOVONIX SELECTED FOR US$150 MILLION GRANT
FROM U.S. DEPARTMENT OF ENERGY
- Strategic milestone advancing localization of U.S. battery supply chain -
- Supports NOVONIX’s growth plan to expand synthetic graphite production to 40,000 tonnes per annum in 2025 -
Chattanooga, Tennessee, October 20, 2022 – NOVONIX Limited (NASDAQ: NVX, ASX: NVX, OTCQX: NVNXF) (“NOVONIX” or “the Company”), a leading battery materials and technology company, today announced that its NOVONIX Anode Materials division was selected to enter negotiations to receive US$150 million in grant funding from the U.S. Department of Energy (DOE) to expand its domestic production of high-performance, synthetic graphite anode materials. Information on the selected projects can be found on the DOE’s website here.
This award, announced by President Biden, strengthens the North American battery supply chain amidst surging demand and growing calls to onshore these critical industries. Negotiations will cover final project details including total project costs, operational milestones, and timing of access to grant funds. Under the terms of the grant, government funds must be at least matched by the recipient. Upon successful completion of negotiations with the DOE, NOVONIX will further update the market.
This is the first set of projects funded by President Biden’s Bipartisan Infrastructure Law to expand domestic manufacturing of batteries for electric vehicles and the electrical grid, with a focus on domestic processing of materials and components currently imported from other countries. Responsible and sustainable domestic sourcing and processing of the critical materials used to make lithium-ion batteries will strengthen American supply chains, accelerate battery production to meet increased demand, and secure the nation’s economic competitiveness, energy independence, and national security.
The funding announced today by the Department of Energy is the first phase of over $7 billion1 in total provided by the President’s Bipartisan Infrastructure Law for the battery supply chain and supports NOVONIX’s execution of its strategic growth plan for synthetic graphite anode materials produced in the U.S. Specifically, the grant funds will be dedicated to the construction of a 30,000 tonnes per annum (tpa) U.S. manufacturing facility, including site selection, plant layout, and engineering design with capability for additional expansion.
DOE’s Office of Manufacturing and Energy Supply Chains (MESC) is responsible for strengthening and securing manufacturing and energy supply chains needed to modernize the nation’s energy infrastructure and support a clean and equitable energy transition. MESC will manage the portfolio of projects with support from DOE’s Office of Energy Efficiency and Renewable Energy’s Vehicle Technologies Office.
NOVONIX Limited (ASX: NVX)
ACN 157 690 830
Level 38, 71 Eagle Street
Brisbane QLD 4000
AUSTRALIA
“We are proud to have been selected to negotiate this funding in recognition of our readiness to accelerate the domestic battery supply chain and meet growing global demand from the electric vehicle and stationary grid storage markets,” said Dr. Chris Burns, NOVONIX Co-Founder and CEO. “Since inception, our mission has been to enhance batteries through innovation and pave the way for the clean energy transformation. We are excited to partner with the DOE to further our mission of establishing a domestic supply chain for synthetic graphite used in lithium-based batteries and creating long-term sustainable value for our stakeholders.”
The grant is being funded under Area of Interest Two of the recently announced Battery Materials Processing and Battery Manufacturing Funding Opportunity Announcement (FOA), with the main objective of creating battery-grade graphite anode manufacturing capacity in the United States. The Project funded under this award will reduce U.S. reliance on importing this key battery material. China currently dominates both the synthetic and natural graphite markets with 98% and 77% market share, respectively; the rest coming from Japan and Korea2.
Through its proprietary process technology, clean power sources, and strategic partnerships, NOVONIX remains committed to enabling an electrified future while addressing the climate crisis. The Company is on track for reaching annual production capacity of 10,000 tpa of synthetic graphite in 2023 at its existing Riverside facility in Chattanooga, Tennessee, with further plans to expand annual production capacity to 40,000 tpa in 2025 and 150,000 tpa in 2030. The Company plans to build the facility proposed under this project to allow for subsequent expansion to support up to 75,000 tpa and will continue to seek other potential government funding opportunities for additional project funding.
This announcement has been authorized for release by NOVONIX Chairman, Admiral Robert J. Natter, USN Ret.
About NOVONIX
NOVONIX is a leading battery technology company with operations in Canada and the United States. NOVONIX provides advanced high-performance materials, equipment, and services for the global lithium-ion battery industry with sales in 14 countries. We develop materials and technologies to support longer-life and lower-cost batteries that fuel a cleaner energy future.
Our NOVONIX Battery Technology Solutions division, based in Halifax, Nova Scotia, Canada, focuses on innovative battery research and development, along with providing advanced battery testing equipment and services on a global scale.
Our NOVONIX Anode Materials division, located in Chattanooga, Tennessee, USA, manufactures our synthetic graphite anode materials used to make lithium-ion batteries which power electric vehicles, personal electronics, medical devices, and energy storage units. To address growing industry demand, we are working to increase production capacity to 10,000 metric tons of synthetic graphite per annum (tpa) by 2023, with further targets of 40,000 tpa by 2025, and 150,000 tpa by 2030.
To learn more about NOVONIX visit us on LinkedIn, Twitter, or www.novonixgroup.com
For NOVONIX Limited
Stefan Norbom, ir@novonixgroup.com (investors)
Chantal Theoret, media@novonixgroup.com (media)
1 The White House October 19, 2022 https://www.whitehouse.gov/briefing-room/statements-releases/2022/10/19/fact-sheet-biden-harris-administration-driving-u-s-battery-manufacturing-and-good-paying-jobs/
2Source: Benchmark Mineral Intelligence September 2022 Report
NOVONIX Limited (ASX: NVX)
ACN 157 690 830
Level 38, 71 Eagle Street
Brisbane QLD 4000
AUSTRALIA
Exhibit 99.3
21 October 2022
Zufishan Anjum
ASX Compliance Pty Limited
Level 4, Exchange Centre
20 Bridge Street
Sydney NSW 2000
Dear Zufishan,
RESPONSE TO ASX AWARE QUERY
In response to your request for information in your letter dated 20 October 2022 NOVONIX Limited (“NVX”) offers the following:
Yes. NVX does consider the Information to be information that a reasonable person would expect to have a material effect on the price or value of its securities.
N/A.
NVX first became aware that it would be selected for the grant on 14 October 2022 at 12:56am (AEST).
The DOE publicly released the information on 20 October 2022 at approximately 1:00am (AEST).
The Information was not released to the market at an earlier time because NVX was relying on the exception in Listing Rule 3.1A.1.
On 14 October 2022 NVX was advised by the DOE that it had been selected to enter negotiations to receive grant funding from the DOE. NVX was advised by the DOE that the award of the grant funding is subject to completion of negotiations and execution of a funding agreement with the DOE. At the time that NVX first became aware of the Information, it was considered an incomplete proposal or negotiation.
The correspondence from the DOE stated that NVX was prohibited from disclosing its selection for negotiation of a financial award prior to the DOE making a public announcement about the matter. NVX was advised by DOE that failure to abide by this requirement could result in forfeiture of the opportunity. In the opinion of NVX, a reasonable person would not have expected NVX to disclose its selection for grant funding by the DOE while that selection remained confidential and subject to further negotiations with the DOE, if the consequence of such disclosure was loss of the opportunity to secure the grant from the DOE.
The DOE made a public announcement about NVX's selection for grant funding on 20 October 2022 at approximately 1:00am (AEST). Once the DOE had made this announcement, the Information was no longer confidential, NVX was no longer entitled to rely on the exception in Listing Rule 3.1A and NVX issued an ASX announcement containing the Information prior to market open on that day.
NOVONIX Limited (ASX: NVX)
ACN 157 690 830
Level 38, 71 Eagle Street
Brisbane QLD 4000
AUSTRALIA
It was publicly known that the DOE was going to announce the successful applicants for this grant funding before the mid-term elections in the USA and, most likely, in the first two weeks of October and NVX was considered a logical candidate for the grant funding given the nature and profile of the company.
Since being advised by the DOE on 14 October 2022 that it had been selected by the DOE to enter negotiations for a financial award, NVX had been monitoring information sources for any suggestion that confidentiality in the Information had been lost and watching NVX trading volumes and prices very closely.
NVX was aware of general speculation that NVX may be selected to enter negotiations for grant funding with the DOE but NVX was not aware of any credible media articles or other public sources of information which referred to specific details about the grant, such as the amount of the grant, timing or conditions, and as a result, NVX never formed the view that confidentiality in the Information had been lost prior to its announcement by the DOE.
NVX noted the increase in NVX trading volume and prices over the course of 18 October 2022 and despite the fact that NVX believed confidentiality in the Information had not been lost, NVX decided that it would be prudent to go into a trading halt from 19 October 2022 in order to manage its continuous disclosure obligations until such time as it was in a position to announce the Information.
No. NVX does not have any other explanation for the trading in its securities prior to the trading halt and the Announcement.
NVX confirms that it is complying with the Listing Rules and, in particular, Listing Rule 3.1.
NOVONIX Limited (ASX: NVX)
ACN 157 690 830
Level 38, 71 Eagle Street
Brisbane QLD 4000
AUSTRALIA
NVX confirms that the responses set out above have been authorised and approved in accordance with its published continuous disclosure policy.
Yours sincerely,
Suzanne Yeates
Company Secretary
NOVONIX Limited (ASX: NVX)
ACN 157 690 830
Level 38, 71 Eagle Street
Brisbane QLD 4000
AUSTRALIA