Volt Lithium Corp. (TSX-V: VLT) is pleased to announce that it has successfully raised $6.8 million under its previously announced financing.
Details of the Offering
The Offering was undertaken on a “best efforts” agency basis led by Canaccord Genuity Corp. and including Paradigm Capital Inc. pursuant to the terms and conditions of an amended and restated agency agreement dated August 4, 2023 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 at a price of $0.22 per HD Unit and 11,262,500 flow-through 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 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, 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 to the 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 and one-half of one Common Share purchase 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.
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.
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 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.
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