NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
RecycLiCo Battery Materials (“AMY” or the “Company“) (TSXV: AMY) (OTCQB: AMYZF) (FSE: ID4) today announced that it has closed its previously announced private placement of common shares (“Common Shares”) and warrants to purchase Common Shares (“Warrants”) to institutional investors for aggregate gross proceeds to the Company of approximately C$20 million (the “Private Placement”). Pursuant to the Private Placement, the Company has issued up to 20,000,000 Common Shares and Warrants to purchase up to 20,000,000 Common Shares at a purchase price of C$1.00 per Common Share and associated Warrant. Each Warrant entitles the holder thereof to purchase one Common Share at an exercise price of C$1.25 per Common Share at any time prior to the three-year anniversary of the closing date of the Private Placement (the “Closing Date”).
A.G.P./Alliance Global Partners (the “Agent”) acted as the exclusive placement agent for the private placement.
The Common Shares and Warrants issued under the Private Placement were qualified by way of a prospectus supplement under the Company’s short form base shelf prospectus dated September 16, 2021 (collectively, the “Prospectus Supplement”) which was filed in the province of British Columbia. In the United States, the Common Shares, Warrants and the shares issuable upon the exercise of the Warrants were offered on a private placement basis pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and certain other jurisdictions in accordance with applicable securities laws. No securities were offered for sale or sold to persons or companies resident in Canada.
The Agent received a cash commission equal to 7.0% of the aggregate gross proceeds received from the sale of the Common Shares and Warrants. In addition, the Company issued to the Agent warrants equal to 7.0% of the number of Common Shares sold under the Private Placement (“Placement Agent Warrants”). Each Placement Agent Warrant entitles the holder thereof to purchase one Common Share at an exercise price of C$1.00 per share at any time commencing from the six-month anniversary of the Closing Date to the three-year anniversary of the Closing Date.
The net proceeds of the Private Placement are expected to be used by the Company for working capital and general corporate purposes. Details as to the specific allocation of the proceeds were disclosed in the Prospectus Supplement.
This news release shall 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 Canada in connection with the Private Placement. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This news release shall not constitute an offer of securities for sale in the United States. The securities have not been, nor will they be, registered under the U.S. Securities Act and such securities may not be offered or sold within the United States absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements.
About RecycLiCo Battery Materials
RecycLiCo Battery Materials is a critical minerals company focused on the upcycling of lithium-ion battery waste into high-value battery cathode materials, using its closed-loop RecycLiCo™ Patented Process. With minimal processing steps and up to 99% extraction of lithium, cobalt, nickel, and manganese, the upcycling process creates valuable lithium-ion battery materials for direct integration into the re-manufacturing of new lithium-ion batteries.
RecycLiCo Battery Materials’s original patented manganese process is the cornerstone technology in the development of the Company’s lithium-ion battery cathode recycling process, RecycLiCo™.
On behalf of Management
RecycLiCo Battery Materials
Larry W. Reaugh
President and Chief Executive Officer
The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. This news release may contain certain “Forward-Looking Statements” within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included herein are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company’s expectations are disclosed in the Company’s documents filed from time to time with the Toronto Stock Exchange, the British Columbia Securities Commission and the US Securities and Exchange Commission.