TORONTO, Oct. 24,
2023 /CNW/ - Rock Tech Lithium Inc. (TSX-V: RCK)
(OTCQX: RCKTF) (FWB: RJIB) (WKN: A1XF0V) (the "Company" or
"Rock Tech") is pleased to announce that it intends to
undertake a non-brokered offering (the "Offering") of
up to approximately 7,692,307 million units of Rock Tech
("Units"), on a private placement basis, at a price
$ 1.30 per Unit for aggregate gross
proceeds of up to approximately $10
million.
Each Unit will consist of one common share in the capital of
Rock Tech (the "Common Shares", with such Common Shares
comprising the Units, the "Unit Shares") and one half of one
Common Share purchase warrant (each whole Common Share purchase
warrant, a "Warrant", and together with the Units and the
Unit Shares, the "Securities"). Each Warrant will entitle
the holder thereof to purchase one Common Share (a "Warrant
Share") at an exercise price of $1.69 per Warrant Share for a period of 24 months
following the date of issuance of such Warrant, subject to and in
accordance with the terms and conditions of the certificate
evidencing such Warrant, including adjustment in certain
circumstances.
Rock Tech intends to use the proceeds of the Offering as
follows:
- approximately $5 million to
finance the continued exploration and development of the Company's
Georgia Lake lithium project in Ontario,
Canada (the "Georgia Lake Project"), including
funding exploration drilling programs and planned consolidation of
adjacent properties / areas; and
- the balance for general corporate purposes and the development
of the Company's converter project in Canada and to pay expenses incurred by the
Company in connection with the Offering.
Closing of the Offering is expected to occur on or about
November 7, 2023, subject to the
satisfaction of certain customary closing conditions, including the
approval of the TSX Venture Exchange (the "TSX-V") in
respect of the Offering and the listing of the Unit Shares and the
Warrant Shares.
The Unit Shares and the Warrants will be subject to four month
hold periods in accordance with applicable Canadian securities laws
and the rules of the TSX-V, as will any Warrant Shares issued on
exercise of Warrants prior to the expiry of such hold
periods.
The Securities offered pursuant to the Offering 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 of any state of the
United States and accordingly may not be offered or sold
within the United States except in
compliance with the registration requirements of the U.S.
Securities Act and applicable state securities laws or pursuant to
exemptions therefrom.
All dollar amounts in this news release are expressed in
Canadian dollars.
On behalf of the Board of Directors,
Dirk
Harbecke
Chairman & CEO
ABOUT ROCK TECH
Rock Tech is a cleantech company with
operations in Canada and
Germany on a mission to produce
lithium hydroxide for electric vehicle batteries. The Company plans
to build lithium converters at the door-step of its customers, to
guarantee supply-chain transparency and just-in-time delivery,
beginning with the Company's proposed lithium hydroxide merchant
converter and refinery facility in Guben, Germany. To close the most pressing gap in the
clean mobility story, Rock Tech has gathered one of the strongest
teams in the industry. The Company has adopted strict
environmental, social and governance standards and is developing a
proprietary refining process aimed at further increasing efficiency
and sustainability. Rock Tech plans to source raw material from its
wholly-owned Georgia Lake spodumene project located in the Thunder
Bay Mining District of Ontario,
Canada, as well as procuring it from other responsibly
producing mines. In the years to come, the Company expects to also
source raw material from discarded batteries. Rock Tech's goal: to
create a closed-loop lithium production system.
www.rocktechlithium.com
Neither the TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
CAUTIONARY NOTE CONCERNING FORWARD-LOOKING
INFORMATION
Certain statements contained in this news release constitute
"forward-looking information" within the meaning of applicable
Canadian securities laws. All statements, other than statements of
historical fact, which address events, results, outcomes or
developments that the Company expects to occur are forward-looking
information. Forward looking information can generally be
identified by the use of forward-looking terminology such as
"expects", "anticipates", "plans", "predicts", "believes",
"estimates", "intends", "targets", "projects", "forecasts", "may",
"will", "should", "would", "could" (including negative versions and
grammatical variations thereof) and other similar expressions.
In particular, this news release contains forward-looking
information pertaining to: the anticipated size and terms of the
Offering; the intended use of proceeds from the Offering and
allocation thereof; the ability of the Company to satisfy the
conditions to closing the Offering, including obtaining the
approval of the TSX-V; listing of the Unit Shares and the Warrant
Shares on the TSX-V; the anticipated timing of the closing of the
Offering; Rock Tech's opinions, beliefs and expectations regarding
the Company's business strategy, development and exploration
opportunities and projects, and plans and objectives of management
for the Company's operations and properties.
Forward-looking information is based on certain assumptions,
estimates, expectations and opinions of the Company and, in certain
cases, third party experts, that are believed by management of Rock
Tech to be reasonable at the time they were made. Forward-looking
information is derived utilizing numerous assumptions regarding,
among other things: the satisfaction of the conditions to closing
of the Offering in a timely manner, including receipt of TSX-V
approval; the supply and demand for, deliveries of, and the level
and volatility of prices of, feedstock and intermediate and final
lithium products; that all required regulatory approvals and
permits can be obtained on the necessary terms in a timely manner;
expected growth, performance and business operations; future
commodity prices and exchange rates; prospects, growth
opportunities and financing available to the Company; general
business and economic conditions; the costs and results of
exploration, development and operating activities; Rock Tech's
ability to procure 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 which may have been used in
developing the forward-looking information. While Rock Tech
considers these assumptions to be reasonable based on information
currently available, they may prove to be incorrect and should not
be read as a guarantee of future performance or results.
Forward-looking information should not be read as a guarantee of
future performance or results. In addition, forward-looking
information involves known and unknown risks and uncertainties and
other factors, many of which are beyond Rock Tech's control, that
may cause Rock Tech's actual events, results, performance and/or
achievements to be materially different from that which is
expressed or implied by such forward-looking information. Risks and
uncertainties that may cause actual events, results, performance
and/or achievements to vary materially include the risk that Rock
Tech will not be able to meet its financial obligations as they
fall due, delays in government approval for the construction and
commissioning of the Georgia Lake Project, changes in commodity
prices, Rock Tech's ability to retain and attract skilled staff and
to secure feedstock from third party suppliers, unanticipated
events and other difficulties related to construction, development
and operation of converters and mines, the cost of compliance with
current and future environmental and other laws and regulations,
title defects, competition from existing and new competitors,
changes in currency exchange rates and market prices of Rock Tech's
securities, Rock Tech's history of losses, impacts of climate
change and other risks and uncertainties discussed under the
heading "Financial Instruments and Other Risks" in Rock Tech's most
recently filed Management Discussion and Analysis, a copy of which
is filed electronically through SEDAR+ and is available online at
www.sedarplus.ca. Such risks and uncertainties do not represent an
exhaustive list of all risk factors that could cause actual events,
results, performance and/or achievements to vary materially from
the forward-looking information. It can not be guaranteed that
actual events, results, performance and/or achievements will be
consistent with the forward-looking information and management's
assumptions may prove to be incorrect. Forward-looking information
reflects Rock Tech management's current views as at the date of
this news release. The Company cautions the reader not to place
undue reliance upon any such forward-looking information. Except as
may be required by law, Rock Tech undertakes no obligation and
expressly disclaims any responsibility, obligation or undertaking
to update or to revise any forward-looking information, whether as
a result of new information, future events or otherwise, to reflect
any change in Rock Tech's expectations or any change in events,
conditions or circumstances on which any such information is based.
The forward-looking information contained herein is presented for
the purposes of assisting readers in understanding Rock Tech's
plans, objectives and goals and is not appropriate for any other
purposes.
SOURCE Rock Tech Lithium Inc.