Volt Lithium Corp. (TSXV: VLT) ("
Volt" or the
"
Company") is pleased to announce that it has
successfully raised $6.8 million under its previously announced
financing (the “
Offering”).
Details of the Offering
The Offering was undertaken on a “best efforts”
agency basis led by Canaccord Genuity Corp. and including Paradigm
Capital Inc. (collectively, the “Agents”) pursuant
to the terms and conditions of an amended and restated agency
agreement dated August 4, 2023 (the “Agency
Agreement”) entered into between the Company and
the Agents. Volt was also advised on the Offering by 3L Capital
Inc.
Under the public offering, Volt issued
14,956,590 units ("HD Units") at a price of $0.22
per HD Unit and 11,262,500 flow-through units ("FT
Units") at a price of $0.24 per FT Unit and, raising gross
proceeds of approximately $6 million. Concurrent with the closing
of the Offering, certain subscribers purchased a total of 266,666
FT Units at an offering price of $0.24 per FT Unit and 3,287,931 HD
Units at an offering price of $0.22 per HD Unit on a private
placement basis, raising gross proceeds of approximately $787,345
(the “Concurrent Private Placement”). The HD Units
and FT Units issued pursuant to the Concurrent Private Placement
are subject to a four month hold period expiring on December 5,
2023. Through both the Offering and Concurrent Private Placement,
Volt raised gross proceeds of approximately $6.8 million.
The Company also granted the Agents an option
(the “Over-Allotment Option”), exercisable in
whole or in part, to purchase up to an additional 4,090,909 HD
Units for a period of 30 days from and including the date hereof to
cover over-allotments, if any, and for market stabilization
purposes. Should the Over-Allotment Option be exercised in full,
the aggregate gross proceeds of the Offering would be increased by
$900,000.
The public offering was completed pursuant to
the prospectus supplement of Volt dated July 27, 2023 (the
“Prospectus Supplement”) to the (final) short form
base shelf prospectus of Volt dated July 20, 2023.
Pursuant to the Agency Agreement, all of the
directors and officers of Volt have entered into lock-up agreements
with the Agents for a period of 90 days from the date hereof
prohibiting their disposition of securities of the Company, subject
to certain customary exceptions.
In connection with the Offering and the
Concurrent Private Placement, the Company paid to the Agents and
any other syndicate members a cash commission of $346,848, which
was equal to 6.0% of the gross proceeds from the Offering, and
issued an aggregate of 1,515,946 broker warrants, equal to 6.0% of
the number of Units sold pursuant to the Offering, subject to a
reduction to 3.0% cash commission and 3.0% broker warrants for up
to $2,000,000 of Units sold to purchasers under the president’s
list of the Offering and in respect of all Units sold under the
Concurrent Private Placement. Each broker warrant is exercisable
for one HD Unit at the offering price of the HD Units for a period
of 24 months following the date hereof.
Each FT Unit consists of one common share in the
capital of the Company (each, a “Common Share”)
and one-half of one Common Share purchase warrant (each whole
warrant, a “Warrant”), with the FT Units
qualifying as “flow-through shares” within the meaning of
subsection 66(15) of the Income Tax Act (Canada) (the “Tax
Act”, which shall include such amendments or specific
proposals publicly announced by or on behalf of the Minister of
Finance (including those contemplated in the Federal Budget
released by the Minister of Finance on March 28, 2023)), and each
HD Unit will consist of one Common Share and one-half of one
Warrant (the HD Units will be issued without the benefit of any
flow-through tax consequences). Each Warrant entitles the holder to
purchase one Common Share at an exercise price of $0.33 for 24
months following the date hereof.
Use of Proceeds
The net proceeds of the sale of the HD Units
will be used to continue to develop its direct lithium extraction
technology to improve operating efficiencies following its
successful pilot operations; to complete the build-out of its
permanent pilot to test Volt’s technologies in real-time; to fund
the Company’s preliminary economic assessment on its Rainbow Lake
lithium from brine project; for continued exploration of Volt’s
mineral properties; and for general corporate
purposes. The gross proceeds of the sale of the
FT Units will be used to incur Canadian Exploration Expenses that
will be “flow-through critical mineral mining expenditures” (as
such terms are defined in the Tax Act) on the Company’s mineral
properties.
Other Details
The securities offered 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 U.S. state securities laws and may not be
offered or sold in the United States absent registration or an
available exemption from the registration requirement of the U.S.
Securities Act and applicable U.S. state securities laws. This
press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities, in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
About Volt
Volt is a lithium development and technology
company aiming to be North America’s first commercial producer of
LHM and lithium carbonates from oilfield brine. Our strategy is to
generate value for shareholders by leveraging management’s
hydrocarbon experience and existing infrastructure to extract
lithium deposits from existing wells, thereby reducing capital
costs, lowering risks and supporting the world’s clean energy
transition. With four differentiating pillars, and a proprietary
Direct Lithium Extraction (“DLE”) technology,
Volt’s innovative approach to development is focused on allowing
the highest lithium recoveries with lowest costs, positioning us
well for future commercialization. We are committed to operating
efficiently and with transparency across all areas of the business
staying sharply focused on creating long-term, sustainable
shareholder value. Investors and/or other interested parties may
sign up for updates about the Company’s continued progress on its
website: https://voltlithium.com/.
Contact Information
For Investor Relations inquiries or further
information, please contact:
Alex Wylie, President &
CEOawylie@voltlithium.comM: +1.403.830.5811
Forward-Looking Statements
This news release includes certain
“forward-looking statements” and “forward-looking information”
within the meaning of applicable Canadian securities laws. When
used in this news release, the words “anticipate”, “believe”,
“estimate”, “expect”, “target”, “plan”, “forecast”, “may”, “would”,
“could”, “schedule” and similar words or expressions, identify
forward-looking statements or information. Statements, other than
statements of historical fact, may constitute forward looking
information and include, without limitation, statements about the
qualification of the FT Units as “flow-through shares” under the
Tax Act, which is subject to the risks set out in the Prospectus
Supplement; the use of proceeds from the Offering and the
Concurrent Private Placement; the ability of the Company to incur
qualified Canadian Exploration Expenses with the gross proceeds of
the sale of the FT Units; the conduct of the Company’s preliminary
economic assessment for the Rainbow Lake project; the Company’s
continued exploration of its mineral properties; and general
business and economic conditions. With respect to the
forward-looking information contained in this news release, the
Company has made numerous assumptions. While the Company considers
these assumptions to be reasonable, these assumptions are
inherently subject to significant uncertainties and contingencies
and may prove to be incorrect. Additionally, there are known and
unknown risk factors which could cause the Company’s actual
results, performance or achievements to be materially different
from any future results, performance or achievements expressed or
implied by the forward-looking information contained herein
including those known risk factors outlined in the Company’s
amended and restated annual information form and the Shelf. All
forward-looking information herein is qualified in its entirety by
this cautionary statement, and the Company disclaims any obligation
to revise or update any such forward-looking information or to
publicly announce the result of any revisions to any of the
forward-looking information contained herein to reflect future
results, events or developments, except as required by law.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this news release.
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