GRA NanoXplore Inc

NOT FOR DISTRIBUTION IN THE UNITED STATES OR FOR DISTRIBUTION WITH UNITED STATES NEWSWIRE SERVICES

NanoXplore Inc. ("NanoXplore" or the “Corporation”) (TSX-V: GRA) is pleased to announce the completion of the previously announced “bought deal” private placement for total gross proceeds of $30,988,240 (the “Offering”). The Offering was conducted by a syndicate of underwriters led by National Bank Financial Inc. and including GMP Securities L.P., Paradigm Capital Inc., Echelon Wealth Partners Inc. and Beacon Securities Limited (collectively the “Underwriters”).

The Offering was comprised of the issuance of 16,144,800 common shares (the “Common Shares”) in the Corporation, including 760,800 Common Shares issued pursuant to the Underwriters’ over-allotment option, at a price of $1.30 per Common Share for gross proceeds of $20,988,240 and $10,000,000 aggregate principal amount of convertible unsecured subordinated debentures (the “Debentures”) due December 31, 2023 to BDC with an interest rate of 8.00% per annum. The Debentures will be convertible at the holder’s option into common shares of the Corporation (the “Debenture Common Shares”) at a conversion price of $1.84 per Debenture Common Share.

BDC’s involvement in the Offering is part of its $700-million, five-year commitment to help high-potential Canadian cleantech firms with market-ready technology or products meet the capital-intensive needs of scaling and achieving timely growth. “We believe that NanoXplore’s proprietary graphene production technology coupled with its vertically integrated business model is a unique and compelling value proposition to enable commercial graphene adoption,” said Susan Rohac, Vice President, Cleantech Practice at BDC. “NanoXplore’s proposed 10,000-tonnes-per-year graphene plant will give the company a sizable first-mover advantage by producing large quantities at prices well below current levels. The company maintains strong R&D partnerships with leading Canadian research institutions and the management team’s steady commercial focus will ensure that the innovations produced continue to meet market needs.”

The Corporation intends to use the net proceeds of the Offering for capital expenditures to expand the existing graphene production plant, add new production lines, purchase equipment, increase working capital and for general corporate purposes. The Corporation has no intention to apply to list the Debentures on the TSX-V.

All of the securities issued pursuant to the Offering are subject to a statutory hold period which will expire on May 12, 2019 in accordance with applicable Canadian securities laws. The Offering remains subject to the final approval of the TSX-V.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the Common Shares, Debentures or Debenture Common Shares (collectively, the “Securities”) in the United States. The Securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About NanoXplore Inc.

NanoXplore is a graphene corporation, a manufacturer and supplier of high-volume graphene powder for use in industrial markets, as well as standard and custom graphene enhanced plastic and composite products. NanoXplore has recently completed the acquisition of Sigma Industries and now employs near 400 people, with production plants in Canada, US, and Switzerland.

About BDC

BDC is the only bank devoted exclusively to entrepreneurs. It promotes Canadian entrepreneurship with a focus on small and medium-sized businesses. With its 123 business centres from coast to coast, BDC provides businesses in all industries with financing and advisory services. Its investment arm, BDC Capital, offers equity, venture capital and flexible growth and transition capital solutions. BDC is also the first financial institution in Canada to receive B Corp certification. To find out more, visit www.bdc.ca.

Forward-looking Statements

This press release contains forward-looking statements. All forward-looking statements are based on our beliefs as well as assumptions based on information available at the time the assumption was made and on management's experience and perception of historical trends, current conditions and expected future developments, as well as other factors deemed appropriate in the circumstances. No assurance can be given that these assumptions and expectations will prove to be correct. Forward-looking statements are not facts, but only predications and can generally be identified by the use of statements that include phrases such as "anticipate", "believe", "continue", "could", "estimate", "foresee", "grow", "expect", "plan", "intend", "forecast", "future", "guidance", "may", "predict", "project", "should", "strategy", "target", "will" or similar expressions suggesting future outcomes and in this press release relates to the use of proceeds from the Offering and the approval of the TSX-V.

Forward-looking information is not a guarantee of future performance and involves a number of risks and uncertainties. Such forward-looking information necessarily involves known and unknown risks and uncertainties, which may cause NanoXplore's actual results to differ materially from any projections of future results expressed or implied by such forward-looking information. Any forward-looking information is made as of the date hereof and, except as required by law, NanoXplore does not undertake any obligation to publicly update or revise such information to reflect new information, subsequent or otherwise.

Neither TSX Venture Exchange nor its Regulation Services Providers (as that term is defined in the polices of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

For more information, please contact:

NanoXplore Inc.Liam FarrellVP CorporateDevelopment info@nanoxplore.ca