Rock Tech Announces Closing of Non-Brokered Private Placement
Rock Tech Announces Closing of Non-Brokered Private
Placement
TORONTO
,
Dec. 29, 2023
/CNW/ - Rock Tech Lithium Inc. (TSXV: RCK) (OTCQX: RCKTF) (FWB: RJIB) (WKN:
A1XF0V) (the "
Company
" or "
Rock Tech
") is pleased to announce the closing of its previously announced non-brokered
private placement (the "
Offering
") of units (the "
Units
"). Pursuant to the Offering, the Company issued an aggregate of
4,478,754 Units at a price
$1.30
per Unit for aggregate gross proceeds of approximately
$5.8 million
.
Each Unit consists 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 entitles 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 36 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 to finance the continued development of the Company's
Georgia Lake
lithium project in
Ontario, Canada
(the "
Georgia Lake Project
"), including planned consolidation of adjacent properties/areas,
for the development of the Company's converter project in
Canada
and for general corporate purposes (including expenses
incurred by the Company in connection with the Offering).
"We are pleased to close the Offering with the investments from our stakeholders. We appreciate the continued support as
we execute our business plan. We plan to continue discussions with strategic and financial investors to explore potential
opportunities for investments directly at the project level, including the Company's converter projects in
Germany
and
Canada
and the Georgia Lake Project.", stated
Dirk Harbecke
, Chairman and CEO of the Company.
The Unit Shares and the Warrants are subject to a four month hold period, expiring on
April 30, 2024
, in accordance with
applicable Canadian securities laws and the rules of the TSX-V, as are any Warrant Shares issued on exercise of Warrants
prior to the expiry of such hold period.
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.
The Unit Shares and Warrant Shares have been conditionally accepted for listing on the TSX-V, which is subject to the final
acceptance of the TSX-V.
See the Company's press releases dated
October 24
, 2023 and
December 8, 2023
for additional details regarding the
Offering.
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 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.
C
AUTIONARY 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 intended use of proceeds from the
Offering and allocation thereof; listing of the Unit Shares and the Warrant Shares on the TSX-V, including obtaining the final
acceptance of the TSX-V; discussions with strategic and financial investors to explore potential opportunities for investments
directly at the project level, including the Company's converter projects in
Germany
and
Canada
and the Georgia Lake
Project; and 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 obtain final acceptance of the TSX-V approval for the listing of the Unit Shares and the Warrant Shares
on the TSX-V; 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.
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SOURCE
Rock Tech Lithium Inc.
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For further information:
Konstantin Burger, Head of IR, email: [email protected], Rock Tech Lithium Inc., 2400-333
Bay Street, Toronto, Ontario, M5H 2T6
CO: Rock Tech Lithium Inc.
CNW 17:00e 29-DEC-23