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 November, 2024

 

	001-41208
	(Commission File Number)

 

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): ☐

 

---

EXHIBIT INDEX

 

Exhibit No.		Description
Exhibit 99.1		ASX Announcement (Stellantis Offtake Agreement) dated November 11, 2024
Exhibit 99.2		Appendix 2A (Application for quotation of securities) dated November 12, 2024

 

---

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

 

Date: November 12, 2024

---

ASX ANNOUNCEMENT

(ASX: NVX)

EXHIBIT 99.1

NOVONIX and Stellantis Sign Binding Offtake Agreement

 

BRISBANE, Australia, November 11, 2024 - NOVONIX Limited (NASDAQ: NVX, ASX: NVX) (“NOVONIX” or the “Company”), a leading battery materials and technology company, and Stellantis NV (“Stellantis”), a leading automotive company, today announced the signing of a binding offtake agreement for a minimum of 86,250 tonnes, up to a target volume of 115,000 tonnes of high-performance synthetic graphite material. The material will be supplied to Stellantis’ cell manufacturing partners in North America over a six-year term starting in 2026 from NOVONIX’s Riverside facility and a planned expansion site.

 

“We are excited to have Stellantis’ commitment, now as our largest customer, to support their North American EV growth plans,” says Dr. Chris Burns, CEO of NOVONIX. “This contract allocates the remainder of our available volumes at our Riverside facility and a portion of volumes to be produced at our planned greenfield facility. Offtake agreements with high-quality partners such as Stellantis solidify NOVONIX’s position as a leader in onshoring the supply chain of synthetic graphite and accelerating the adoption of clean energy.”

 

NOVONIX’s Riverside facility is poised to become the first large-scale production site dedicated to high-performance synthetic graphite for the battery sector in North America and is slated to begin commercial production in 2025, with plans to grow output to 20,000 tonnes per annum (“tpa”) to meet current customer commitments. Previously, the Company announced the U.S. Department of Energy (“DOE”) Office of Manufacturing and Energy Supply Chains (“MESC”) awarded the Company a US$100 million grant and was selected for a US$103 million investment tax credit towards the funding of the Riverside facility.

 

The Company is also progressing plans to build a new production facility (in the southeastern United States) that will have an initial capacity of 30,000 tpa and plans to expand that facility to 75,000 tpa. NOVONIX remains in discussions with the DOE Loan Program Office (“LPO”) for an Advanced Technology Vehicles Manufacturing Program loan to support the construction of this new production facility. NOVONIX’s current plans call for total production to increase to at least 150,000 tpa of synthetic graphite material to accommodate anticipated customer demand.

Key Deal Terms

---

 

Stellantis is one of the world’s leading automakers with plans to invest more than €50 billion over the decade in electrification to deliver on its targets of reaching 100% passenger car battery-electric vehicles. Stellantis is securing approximately 400 GWh of battery capacity, including support from battery manufacturing plants in North America and Europe1. NOVONIX is looking forward to this long-term relationship with Stellantis to support its growth efforts in North America and abroad.

 

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 revolutionizing the global lithium-ion battery industry with innovative, sustainable technologies, high-performance materials, and more efficient production methods. The Company manufactures industry-leading battery cell testing equipment, is growing its high-performance synthetic graphite material manufacturing operations, and has developed a patented all-dry, zero-waste cathode synthesis process. Through advanced R&D capabilities, proprietary technology, and strategic partnerships, NOVONIX has gained a prominent position in the electric vehicle and energy storage systems battery industry and is powering a cleaner energy future.

 

To learn more, visit us at www.novonixgroup.com or on LinkedIn and X. 

 

For NOVONIX Limited

Scott Espenshade, ir@novonixgroup.com (investors)

Stephanie Reid, media@novonixgroup.com (media)

Cautionary Note Regarding Forward-Looking Statements
This communication contains forward-looking statements about the Company and the industry in which we operate. Forward-looking statements can generally be identified by use of words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would,” or other similar expressions. Examples of forward-looking statements in this communication include, among others, statements we make regarding meeting our target production capacity and scaling of production at our Riverside facility, our plans to build a new production facility and achieve initial and total production capacities, our efforts to finance this new production facility with a loan from the LPO, our estimate of future anticipated North American graphite demand and our plan to be a significant supplier of high-performance synthetic graphite to the North American market.

---

We have based such statements 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. Such forward-looking statements involve and are subject to known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, the timely deployment and scaling of our furnace technology, our ability to meet the technical specifications and demand of our existing and future customers, including Stellantis, the accuracy of our estimates regarding market size, expenses, future revenue, capital requirements, needs and access for additional financing, the availability and impact and our compliance with the applicable terms of government support, including the DOE MESC grant and, if obtained, the LPO loan, our ability to obtain patent rights effective to protect our technologies and processes and successfully defend any challenges to such rights and prevent others from commercializing such technologies and processes, and regulatory developments in the United States, Australia and other jurisdictions. These and other factors that could affect our business and results are included in our filings with the U.S. Securities and Exchange Commission (“SEC”), including the Company’s most recent annual report on Form 20-F. Copies of these filings may be obtained by visiting our Investor Relations website at www.novonixgroup.com or the SEC's website at www.sec.gov.

 

Forward-looking statements are not guarantees of future performance or outcomes, and actual performance and outcomes may differ materially from those made in or suggested by the forward-looking statements contained in this communication. Accordingly, you should not place undue reliance on forward-looking statements. Any forward-looking statement in this communication is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise, except as required by law.
 

 

---

EXHIBIT 99.2

 

 

Announcement Summary

 

 

Entity name

NOVONIX LIMITED

Announcement Type

New announcement

Date of this announcement

Tuesday November 12, 2024

 

The +securities to be quoted are:

+Securities issued, transferred or re-classified as a result of options being exercised or other +convertible securities being converted

Total number of +securities to be quoted

 

	ASX +security		Number of +securities to
	code	Security description	be quoted Issue date
	NVX	ORDINARY FULLY PAID	7,522 12/11/2024

Refer to next page for full details of the announcement

---

 

Part 1 - Entity and announcement details

 

 

 

1.1 Name of entity

NOVONIX LIMITED

We (the entity named above) apply for +quotation of the following +securities and agree to the matters set out in Appendix 2A of the ASX Listing Rules.

1.2 Registered number type	Registration number
ACN	157690830

 

 

1.3 ASX issuer code

NVX

 

1.4 The announcement is

New announcement

1.5 Date of this announcement

12/11/2024

 

 

---

 

Part 2 - Type of Issue

 

 

2.1 The +securities to be quoted are:

+Securities issued, transferred or re-classified as a result of options being exercised or other +convertible securities being converted

 

2.2 The +class of +securities to be quoted is:

Additional +securities in a class that is already quoted on ASX ("existing class")

 

 

---

 

Part 3B - number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B

 

Existing +securities converting into additional +securities in an existing class FROM (Existing Class)

ASX +security code and description

NVXAD : PERFORMANCE RIGHTS

 

 

TO (Existing Class)

ASX +security code and description

NVX : ORDINARY FULLY PAID

 

 

Please state the number of options that were exercised or other +convertible securities that were converted 12,724	The first date the options were exercised or other +convertible securities were converted 12/11/2024	The last date the options were exercised or other +convertible securities were converted 12/11/2024

 

 

Is this all of the options or other +convertible securities on issue of that type (ie have all of those options now been exercised or have all of those convertible securities now been converted)?

No

The right of the holder of the options or other +convertible securities to receive the +underlying securities is being satisfied by:

An issue of new +securities

The underlying +securities being received by the holder are:

Intended to be, but are not yet, quoted by ASX

Were the options being exercised or other +convertible securities being converted issued under an +employee incentive scheme?

Yes

Are any of the options being exercised or other +convertible securities being converted held by +key management personnel (KMP) or an +associate?

No

 

 

 

Issue date

12/11/2024

Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued

+securities in that class?

Yes

 

 

---

 

Issue details

 

 

Number of +securities to be quoted

7,522

Are the +securities being issued for a cash consideration?

No

 

Please describe the consideration being provided for the +securities

 

Shares issued on the vesting of employee performance rights.

Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the

+securities to be quoted

0.810000

Any other information the entity wishes to provide about the +securities to be quoted

 

 

 

 

 

---

 

Part 4 - Issued capital following quotation

 

 

 

Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

4.1 Quoted +securities (total number of each +class of +securities quoted on ASX following the +quotation of the

+securities subject of this application)

 

ASX +security code and description		Total number of +securities on issue
NVX : ORDINARY FULLY PAID		493,764,317

 

 

4.2 Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX)

 

ASX +security code and description		Total number of +securities on issue
NVXAD : PERFORMANCE RIGHTS		21,804,283
NVXAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES		13,666,667
NVXAG : SHARE RIGHTS		632,890
NVXAL : CONVERTIBLE NOTES		45,221,586

 

 

---