TORONTO, May 17, 2022
/PRNewswire/ - Electra Battery Materials Corporation
(NASDAQ: ELBM) (TSXV: ELBM) ("Electra") announces that it has
updated its at-the-market equity program (the "ATM Program") to
issue up to C$20,000,000 (or its
equivalent in U.S. currency) of common shares ("Common Shares") in
the United States and Canada from time to time, at Electra's
discretion. The update is to permit sales of Common Shares under
the ATM Program into the United
States following Electra's listing on the Nasdaq Capital
Market ("Nasdaq") on April 27,
2022.
Sales of Common Shares, if any, under the ATM Program in
the United States and Canada
will be completed in accordance with the terms of an amended and
restated equity distribution agreement (the "Distribution
Agreement") dated May 17, 2022 among
Electra, CIBC World Markets Inc. (the "Canadian Agent") and CIBC
World Markets Corp. (the "U.S. Agent", and together with the
Canadian Agent, the "Agents").
Sales of Common Shares through the Agents, acting as agents,
will be made through "at the market" issuances on Nasdaq, the TSX
Venture Exchange ("TSX-V") or any other trading markets for Common
Shares in the United States and
Canada at the market price
prevailing at the time of each sale, and, as a result, sale prices
may vary. The U.S. Agent is not registered as a dealer in any
Canadian jurisdiction and, accordingly, the U.S. Agent will only
sell Common Shares on marketplaces in the
United States and is not permitted to and will not, directly
or indirectly, advertise or solicit offers to purchase any Common
Shares in Canada. The Canadian
Agent may only sell Common Shares on marketplaces in Canada.
The volume and timing of distributions under the ATM Program, if
any, will be determined in Electra's sole discretion. The ATM
Program will be effective until the earlier of the issuance and
sale of all of the Common Shares issuable pursuant to the ATM
Program and December 26, 2022, unless
terminated prior to such date by Electra or the Agents.
Electra intends to use the net proceeds from sales of Common
Shares under the ATM Program, if any, for growth initiatives
relating to its battery materials complex, for Iron Creek
exploration activities and for general corporate purposes.
The offering under the ATM Program is being made pursuant to an
amended and restated prospectus supplement dated May 17, 2022 (the "U.S. Prospectus Supplement")
to Electra's U.S. base prospectus (the "U.S. Base Prospectus")
included in its registration statement on Form F-10 (the
"Registration Statement") filed with the United States Securities
and Exchange Commission (the "SEC") on May
16, 2022, and pursuant to an amended and restated prospectus
supplement dated May 17, 2022 (the
"Prospectus Supplement") to Electra's Canadian short form base
shelf prospectus dated November 26,
2020, as amended pursuant to amendment no. 1 dated
November 30, 2021 (the "Base Shelf
Prospectus" and together with the Prospectus Supplement, the U.S.
Prospectus Supplement, the U.S. Base Prospectus and the
Registration Statement, the "Offering Documents"). Before you
invest, you should read the Offering Documents and other documents
that Electra has filed for more complete information about Electra,
the Distribution Agreement and the ATM Program. The U.S. Prospectus
Supplement, the U.S. Base Prospectus and the Registration Statement
are available on EDGAR at the SEC's website at www.sec.gov, and the
Prospectus Supplement and the Base Shelf Prospectus are available
on the SEDAR website maintained by the Canadian Securities
Administrators at www.sedar.com. Alternatively, the Canadian Agent
will send copies of the Offering Documents to Canadian investors
upon request by contacting the Canadian Agent at 161 Bay Street,
5th Floor, Toronto, ON M5J 2S8 or
by telephone at 1-416-956-6378 or by email at
Mailbox.CanadianProspectus@cibc.com and the U.S. Agent will send
copies of the Offering Documents to United States investors upon request by
contacting the U.S. Agent at 161 Bay Street, 5th Floor,
Toronto, ON M5J 2S8 or by
telephone at 1-416-956-6378 or by email at
Mailbox.USProspectus@cibc.com.
Listing of Common Shares sold pursuant to the ATM Program on
Nasdaq and TSX-V will be subject to fulfilling all applicable
listing requirements.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of
these securities in any jurisdiction in which an offer,
solicitation or sale would be unlawful prior to registration or
qualifications under the securities laws of any such
jurisdiction.
About Electra Battery Materials
Electra's core strategy is to produce low carbon, ethically
sourced battery materials for the North American electric vehicle
supply chain. Electra is specifically focused on creating the first
integrated battery materials park in North America, providing refined cobalt,
nickel and recycled battery materials to North American battery
precursor manufacturers. Electra also owns the advanced
exploration-stage Iron Creek cobalt-copper project in Idaho, USA.
On behalf of Electra Battery Materials
Trent Mell
Chief Executive Officer
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 Regarding Forward-Looking
Statements
This press release may contain forward-looking statements and
forward-looking information (together, "forward-looking
statements") within the meaning of applicable securities laws. All
statements, other than statements of historical facts, are
forward-looking statements. Generally, forward-looking statements
can be identified by the use of terminology such as "plans",
"expects', "estimates", "intends", "anticipates", "believes" or
variations of such words, or statements that certain actions,
events or results "may", "could", "would", "might", "occur" or "be
achieved". Forward-looking statements involve risks, uncertainties
and other factors that could cause actual results, performance, and
opportunities to differ materially from those implied by such
forward-looking statements. Forward looking statements in this
press release herein may include, but are not limited to,
information concerning the expected sale of Common Shares under the
ATM Program, the price, volume and timing of the sale and
distribution of Common Shares under the ATM Program, the
anticipated use of proceeds of any offering under the ATM Program
and statements regarding the anticipated benefits and impacts of
the ATM Program. Forward-looking statements are based
on Electra's current beliefs and assumptions as to the outcome and
timing of future events, including, but not limited to, that
Electra makes sales of Common Shares under the ATM Program, that
the proceeds of any offering conducted under the ATM Program will
be deployed as anticipated and the anticipated benefits and impacts
of the ATM Program being realized. Forward-looking statements
involve risks, uncertainties and other factors that could cause
actual results, performance and opportunities to differ materially
from those implied by such forward-looking statements. Factors that
could cause actual results to differ materially from these
forward-looking statements include, among other things: the ability
of Electra to successfully close a financing, including the
completion of any sales under the ATM Program, the price, volume
and timing of sale of Common Shares under the ATM Program not being
determinable at this time, the anticipated use of proceeds from any
offering made under the Offering Documents and any offerings to be
conducted thereunder including the ATM Program, the benefits and
impacts of the ATM Program not being as anticipated, the risks and
uncertainties relating to exploration and development, the ability
of Electra to obtain additional financing, the need to comply with
environmental and governmental regulations, fluctuations in the
prices of commodities, operating hazards and risks, competition and
other risks and uncertainties and other such factors as are set
forth in the Offering Documents, as well as the other risks
described under the headings "Financial Risk Factors" and "Business
Risks and Uncertainties" in Electra's MD&A for the year ended
December 31, 2021 and under the
heading "Risk Factors" in Electra's Annual Information Form for the
year ended December 31, 2021.
Although Electra believes that the information and
assumptions used in preparing the forward-looking statements are
reasonable, undue reliance should not be placed on these
statements, which only apply as of the date of this press release,
and no assurance can be given that such events will occur in the
disclosed times frames or at all. Except where required by
applicable law, Electra disclaims any intention or obligation
to update or revise any forward-looking statement, whether as a
result of new information, future events or otherwise.
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SOURCE Electra Battery Materials Corporation