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Toronto, ON, August 21, 2026 – Rock Tech Lithium Inc. (TSX-V: RCK) (OTCQX: RCKTF) (FWB: RJIB) (WKN: A1XF0V) (the “Company” or “Rock Tech“) is pleased to announce the first closing of a non-brokered, fully subscribed private placement offering of 7,923,147 units (the “Units“) at a price of $0.65 per Unit for aggregate gross proceeds of approximately $5,200,000 (the “Offering“).
Today, in connection with the closing of the first tranche of the Offering, Rock Tech issued 2,923,147 Units at a price of $0.65 per Unit for aggregate gross proceeds of $1,900,045. The Company has entered into irrevocable subscription agreements for an additional tranche of the Offering representing gross proceeds of $3,250,000 and expects to complete such tranche on or before August 28, 2026, subject to the satisfaction of customary closing conditions.
More than 60% ($3,250,000) of the Offering was subscribed by a new strategic investor which is concurrently entering into a strategic equity participation at the project level in the Company’s fully permitted Guben lithium hydroxide converter in Brandenburg, Germany. The investor’s decision to also participate in this Offering reflects its confidence in Rock Tech’s overall asset management strategy. Further details of the Guben transaction will be announced separately after final close of the transaction.
The balance of the Offering was subscribed by Canadian investors, including first-time investors in Rock Tech, together with existing shareholders. The Company welcomes the further broadening of its Canadian shareholder base as it advances the Georgia Lake Mine and the Red Rock Converter in Ontario.
The Company intends to use the net proceeds raised from the Offering to advance the Definitive Feasibility Study for the Georgia Lake Mine and the development of the Red Rock Converter in Ontario, and for general corporate and working capital purposes.
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”). Each Warrant entitles the holder thereof to purchase one Common Share (a “Warrant Share”) at an exercise price of $0.90 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.
In connection with the Offering, the Company may pay eligible finders a cash commission equal to 6% of the gross proceeds raised from subscribers introduced by such finders and, subject to the approval of the TSX Venture Exchange, may issue broker warrants equal to 6% of the aggregate number of Units sold to subscribers introduced by such finders. Each broker warrant will entitle the holder thereof to acquire one Common Share at an exercise price of $0.65 per Common Share for a period of 24 months from the date of issuance.
Closing of the Offering remains subject to receipt of final approval of the TSX Venture Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. 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 or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration requirements is available.
All dollar amounts in this news release are expressed in Canadian dollars.
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.
On behalf of the Company,
Mirco Wojnarowicz
CEO
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