Rock Tech Lithium Closes Non-Brokered Private Placement for Aggregate Gross Proceeds of approximately $4.7 Million

Rhea-AI Summary

Rock Tech Lithium (OTCQX: RCKTF) closed a non-brokered private placement of 4,671,827 Units at $1.00 per Unit for aggregate gross proceeds of $4,671,827 on February 25, 2026.

Each Unit includes one common share and one warrant exercisable at $1.15 for 36 months; the company also granted 2,510,000 stock options exercisable through Feb 23, 2031.

Positive

• Raised $4,671,827 in gross proceeds through the private placement
• Units subscribed by two existing institutional shareholders
• Proceeds earmarked to fund integrated conversion strategy development

Negative

• Potential dilution from 4,671,827 Unit Shares plus 4,671,827 Warrant Shares
• Additional dilution from 2,510,000 stock options granted
• Closing remains subject to TSXV final approval

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

TORONTO, Feb. 25, 2026 /PRNewswire/ - Rock Tech Lithium Inc. (TSXV: RCK) (OTCQX: RCKTF) (FWB: RJIB) (WKN: A1XF0V) (the "Company" or "Rock Tech") is pleased to announce the closing of a non-brokered private placement offering (the "Offering") of units ("Units"). Pursuant to the Offering, the Company issued an aggregate of 4,671,827 Units based on the market price at $1.00 per Unit for aggregate gross proceeds of $4,671,827.

The Units were subscribed by two existing institutional shareholders. The Company intends to use the net proceeds raised from the Offering to fund the continued development of the Company's integrated conversion strategy, 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 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 $1.15 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.

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.

The Company also announces that is has granted 2,510,000 stock options to certain directors, officers and employees of the Company. All Options were granted in accordance with the Company's Stock Option Plan. 1,300,000 of the options were issued to Directors and Officers of the Company. The Options were granted at an exercise price of $1,15. The Options will vest immediately and are exercisable for a five-year term, expiring February 23, 2031.

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

ABOUT ROCK TECH LITHIUM
Rock Tech is enabling the battery age by making the battery industries in Europe and North America more independent and competitive. The Company's goal is to ensure the supply of high-quality, locally produced lithium – supporting a resilient, sustainable, and transparent value chain from mine to battery-grade material.

Rock Tech relies on responsible sourcing, state-of-the-art and proven technologies, and a clear focus on circular economy principles. The Company's lithium hydroxide converter projects in Guben, Germany (24,000 tonnes LHM per year) and Ontario, Canada (up to 36,000 tonnes LCE per year) form the foundation for a stable and regional supply to the battery and automotive industries. The Guben converter has been recognized as a strategic project under the EU Critical Raw Materials Act.

The raw materials for Rock Tech's converter projects are sourced exclusively from verifiably ESG-compliant suppliers. In Canada, Rock Tech relies, among other sources, on its wholly owned Georgia Lake Project, which ensures a stable and sustainable supply for the North American market and is being developed in close partnership with local Indigenous communities. By integrating recycled materials, the company aims to close the local battery loop.

With its facilities, Rock Tech makes a central contribution to battery-grade material sovereignty and the achievement of climate targets. The company works in partnership with industry, policymakers, and community groups, and is committed to open communication and the highest environmental standards.

CAUTIONARY NOTE CONCERNING FORWARD-LOOKING INFORMATION
Certain statements contained in this news release constitute "forward-looking information" under applicable securities laws and are referred to herein as "forward-looking statements". All statements, other than statements of historical fact, which address events, results, outcomes or developments that the Company expects to occur are forward-looking statements. When used in this news release, words such as "expects", "anticipates", "plans", "predicts", "believes", "estimates", "intends", "targets", "projects", "forecasts", "may", "will", "should", "would", "could" or negative versions thereof and other similar expressions are intended to identify forward-looking statements.

In particular, this press release contains forward-looking information pertaining to the expectations of the Company's management regarding the use of proceeds and the use of the available funds following completion of the Offering; receipt of all necessary approvals for the Offering; 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. The forward-looking information in this news release is based on several key assumptions and material factors, including but not limited to, obtaining necessary board, shareholder, and regulatory approvals. The forward-looking information also assumes favorable market conditions for lithium. Forward-looking statements by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause the actual results to differ materially from the forward-looking statements, including general business, economic, competitive, political and social uncertainties; delay or failure to receive regulatory approvals; investor demand; changes in project plans; and risks, uncertainties and other factors discussed in the Company's public disclosure documents available under its profile on SEDAR+. No assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, and the Company cautions the reader not to place undue reliance upon any such forward-looking statements. The Company does not intend, nor does it assume any obligation to update or revise any of the forward-looking statements, whether as a result of new information, changes in assumptions, future events or otherwise, except to the extent required by applicable law.

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SOURCE Rock Tech Lithium Inc.

FAQ

How much did Rock Tech Lithium (RCKTF) raise in the February 25, 2026 private placement?

Rock Tech raised $4,671,827 in gross proceeds from the private placement. According to the company, 4,671,827 Units were issued at $1.00 per Unit, with each Unit including one common share and one warrant exercisable at $1.15.

What are the terms of the warrants issued in Rock Tech Lithium's (RCKTF) offering?

Each warrant allows purchase of one share at an exercise price of $1.15 for 36 months. According to the company, warrants accompany each Unit and are subject to the warrant certificate terms, including possible adjustments in certain circumstances.

How many stock options did Rock Tech Lithium (RCKTF) grant and what are their terms?

Rock Tech granted 2,510,000 stock options exercisable for five years through Feb 23, 2031. According to the company, options vest immediately and carry an exercise price of $1.15, with 1,300,000 issued to directors and officers.

Who subscribed to the Units in Rock Tech Lithium's (RCKTF) private placement?

The Units were subscribed by two existing institutional shareholders. According to the company, both institutional investors participated at $1.00 per Unit, signaling continued institutional support for Rock Tech's strategy and financing.

How will Rock Tech Lithium (RCKTF) use the net proceeds from the offering?

The company intends to use proceeds to fund its integrated conversion strategy and for general corporate and working capital purposes. According to the company, the financing supports continued development of converter projects in Europe and North America.

Is the closing of Rock Tech Lithium's (RCKTF) private placement final and fully approved?

Closing remains subject to final approval from the TSX Venture Exchange. According to the company, receipt of TSXV final approval is required to complete the offering and finalize issuance of the Units and warrants.