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VANCOUVER, British Columbia, Aug. 08, 2022 (GLOBE NEWSWIRE) — RockTech Lithium Inc. RockTech”) is pleased to announce that it intends to conduct a marketable offering (the “Offering”) of RockTech Units (the “Offering”) for aggregate proceeds of approximately US$50 million, subject to market conditions and other conditions. Each unit represents one common share in the capital of RockTech. (a “Common Share”) and one-half of a Common Warrant (each whole Common Warrant, a “Warrant”). Each Warrant entitles the Holder to one Common Share (a “Warrant Share”) for a period of 18 months from the date of issuance of the Warrant. The warrant shall be subject to the terms and conditions entered into between the Company and Canadian Computershare Trust Company.
The offering is being conducted by a syndicate of underwriters led by TD Securities Inc. and Cantor Fitzgerald Canada Corporation and including Cantor Fitzgerald Canada Corporation as joint bookrunners and Berenberg Capital Markets, LLC as joint lead manager. The Company expects to grant the underwriters an option (the “Over-allotment Option”) to purchase up to 15% more of the Offer Price. Such over-allotment option may be exercised in whole or in part at the discretion of the underwriters at any time up to and including 30 days after the closing date of the offering.
Providing details
The number and price of the units to be offered under the offer and the exercise price of the warrants will be determined by the transaction process and market conditions and other factors, and the final terms of the price will be determined from time to time. The Company enters into certain contractual arrangements with the underwriters. Closing of the Offering will be subject to a number of customary closing conditions, including acceptance by the TSX Venture Exchange (“TSX-V”). There can be no assurance as to whether or when the offering will be completed, or as to the amount or delivery terms.
RockTech currently plans to use the proceeds from the offering to support the Company’s continued exploration and development of the Company’s advanced lithium hydroxide conversion and refining plant in Guben, Germany (Guben Converter). Georgia Lake Lithium Project in Ontario, Canada (“Georgia Lake Project”) and for general corporate purposes.
On July 13, 2022, the offer will be made public in each of the Canadian provinces, excluding Quebec, based on the company’s existing Canadian base shelf prospect. “) and in the United States pursuant to a private placement to “qualified institutional buyers” exempted from registration requirements under the United States Securities Act of 1933, as amended (the “US Securities Act”). In addition, the underwriters (directly or through affiliates or members of the selling group) are subject to the Company and the Agreement. You may offer Shares on a basis that does not require you to offer Shares in jurisdictions other than Canada and the United States in a prospectus, registration statement or similar document in such jurisdiction.
The prospectus supplement and base shelf prospectus contain important information about the company and its offerings. Prospective investors should read the prospectus supplement and the base shelf prospectus, the documents incorporated by reference, before making an investment decision. Copies of the preliminary prospectus supplement, the base shelf prospectus and all documents incorporated by reference are available electronically on Rock Tech’s SEDAR profile at www.sedar.com.
The units, common shares and securities described in this press release have not been, will not be, and may not be offered or sold under the US Securities Act, or the state securities laws of any state in the United States. Unless the United States fails to comply with the registration requirements of the US Securities Act and applicable state securities laws or pursuant to an exemption therefrom. This press release does not constitute an offer to buy or an offer to sell any securities of the Company.
About Rock Tech Lithium Inc.
Rock Tech is a refining company with a mission to produce lithium chemicals for EV batteries. The company aims to serve automotive customers with high quality lithium hydroxide. Rocktech plans to build high-tech lithium converters at the doorstep of the European and North American automotive industries. Rock Tech has assembled one of the strongest teams in the industry to close the most pressing gap in clean mobility history. The company has adopted strict ESG standards and is developing a proprietary refining process to increase efficiency and sustainability. Rock Tech plans to purchase raw materials from its own mining project in Canada, as well as from other responsibly produced mines. In the coming years, the company expects to source raw materials from discarded batteries. Rocktech’s goal: to create a closed lithium production system. www.rocktechlithium.com
Neither TSX-V nor the Policy Service Provider (as that term is defined in TSX-V Policies) accepts responsibility for the adequacy or accuracy of this release..
A cautionary note regarding forward-looking information
The following cautionary statements are in addition to the cautionary statements and disclaimers included or referred to elsewhere in this press release.
Certain information contained in this press release is based on Rock Tech’s current expectations and contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) within the meaning of applicable securities laws. Assumptions, and assumptions based on experience and understanding of historical trends. All statements other than statements of historical fact may be forward-looking information. Forward-looking information can often be identified by the use of words or phrases such as “estimate,” “project,” “anticipate,” “anticipate,” “expect,” “believe,” “expect,” “may” and the like. Similar expressions, as well as “will”, “will” and all others that indicate the future. All forward-looking information contained in this press release is qualified in its entirety by the cautionary statements contained in this section.
In particular, the forward-looking information contained in this press release includes: statements regarding the supply, including pricing and quantity and completion and timing; Entering into a confirmed contract; giving writers the option of over-subscribing; intended use of proceeds from the offering; the ability of the relevant parties to satisfy the conditions precedent to the closing of the offering, including the approval of the TSX-V; Rock Tech’s opinions, beliefs and expectations regarding the Company’s business strategy, development and exploration opportunities and projects; and management plans and objectives for the company’s operations and assets.
Forward-looking information is based on certain assumptions, assumptions, expectations and opinions of the Company and, in some cases, third-party experts that are believed to be reasonable at the time they were created. This forward-looking information is derived using a number of assumptions regarding, among other things: the satisfaction of the conditions to the timely closing of the offering, including the receipt of all necessary approvals; that the offering will be completed in a manner consistent with management’s current needs, supply and demand for feedstock and intermediate and final lithium products, supply, and price levels and volatility, expected growth, performance and business operations; availability of financing on acceptable terms; future commodity prices and exchange rates; Rock Tech’s prospects and development projects (including the Guben Exchange and Lake Georgia project) as well as other opportunities available to the Company; general business and economic conditions; costs and results of exploration, development and operating activities; Rock Tech’s ability to obtain supplies and other equipment necessary for its business; and the accuracy and reliability of technical data, forecasts, estimates and studies. The foregoing list is not exhaustive of all assumptions that may have been used in preparing forward-looking information. Although Rock Tech considers these estimates to be reasonable based on current information, they may prove to be incorrect and should not be read as guarantees of future performance or results.
In addition, forward-looking information includes known and unknown risks and uncertainties and other factors, many of which are beyond Rock Tech’s control, that could cause actual events, results, performance and/or achievements to differ materially from those expressed or implied. represented by such forward-looking information. Risks and uncertainties that could cause actual events, results, performance and/or achievements to differ materially include: failure to meet conditions to close the offering on a timely basis, or at all; uncertainty as to whether market conditions and marketing efforts will result in an offer acceptable to the Company; The Company’s ability to obtain additional financing to invest in existing opportunities and projects (including the Guben Exchange and Lake Georgia Project) and satisfactory conditions, the current and potential adverse effects of the COVID-19 pandemic, future outbreaks or mutations, and any related policies or the risk that Rock Tech will be unable to meet its financial obligations, including business restrictions; Changes in commodity and other prices; Rock Tech’s ability to retain and attract skilled workers and to secure food supplies from third-party suppliers; unforeseen events and other difficulties related to the construction, development and operation of the Guben Exchange or Lake Georgia Project; the cost of compliance with current and future environmental and other laws and regulations; Title defects; Competition from existing and new competitors; changes in exchange rates and market prices of Rock Tech’s securities; Rock Tech’s bankruptcy history; Impacts of climate change; and other risks and uncertainties in RockTech’s public disclosure documents available on the Company’s SEDAR profile at www.sedar.com, including RockTech’s recent management discussion and analysis and those discussed under the heading “Risk Factors.” Annual information form, respectively. Such risks and uncertainties do not represent an exhaustive list of the risk factors that could cause actual events, results, performance and/or achievements to differ materially from forward-looking information.
The forward-looking information contained in this press release reflects the views of Rock Tech’s management as of the date the information was created. Except as required by law, Rock Tech assumes no obligation and expressly disclaims any responsibility, obligation or duty to update or revise any forward-looking information, to reflect new information, future events or otherwise. ROCK TECH’S EXPECTED CHANGE OR CHANGES IN EVENTS, CONDITIONS OR CONDITIONS ON WHICH ANY INFORMATION IS BASED. The forward-looking information contained herein is provided to assist readers in understanding Rock Tech’s plans, objectives and goals and is not relevant for any other purpose. In light of these uncertainties, readers are cautioned not to place undue reliance on any forward-looking information contained in this press release.
For more information, please contact Andre Mandel, VP Marketing and Communications, Rock Tech Lithium Inc. 777 Hornby Street, Suite 600, Vancouver, BC, V6Z 1S4; Tel: +49 (0) 151 2825 4014; Facsimile: (604) 670-0033; Email: amandel@rocktechlithium.com
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