Rock Tech Resources Completes Its Private Placement Brokered by Mgi Securities ____________________________________________________________________________________
February 5, 2010
NEWS RELEASE – FOR IMMEDIATE DISTRIBUTION
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ROCK TECH RESOURCES COMPLETES ITS PRIVATE PLACEMENT BROKERED BY MGI SECURITIES
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Vancouver, British Columbia, February 5, 2010 – Rock Tech Resources Inc. ("Rock Tech" or the "Company") is pleased to announce that it has successfully closed its previously announced private placement (the “Offering”) on December 7, 2009 and January 26, 2010.
The Company has placed 5,360,000 units (each, a "Unit") at a price of CDN$0.20 per Unit for gross proceeds of $1,072,000, each Unit consisting of one common share of the Company and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder thereof to purchase one additional common share of the Company (each, a "Warrant Share") at an exercise price of $0.40 per Warrant Share to the extent such Warrant is exercised on or before the date that is 24 months from the date of closing, subject to earlier acceleration.
The Offering was marketed by way of brokered private placement with MGI Securities Inc. (the "Agent"). The Agent will be compensated by way of 8% in cash commission and non-transferable compensation options ("Agent's Compensation Options") equal to 10% of the aggregate number of Units sold pursuant to the Offering. Each such Agent's Compensation Option entitles the Agent to purchase one Unit of the Company at $0.20 per Unit at any time prior to the date that is 24 months from the applicable date of issuance.
The securities issued are subject to a four-month hold period expiring on June 6, 2010. The net proceeds of the Offering will be used to fund exploration and development activities on the Company's lithium properties in the Georgia Lake area of northwest Ontario and for general corporate purposes.
ON BEHALF OF THE BOARD OF DIRECTORS,
Paul Chow Director, President and CEO
For more information, please contact:
Paul Chow, President and CEO Rock Tech Resources Inc.
Suite 400, 789 West Pender Street Vancouver, B.C., V6C 1H2 Telephone: (604) 688-1140 Facsimile: (604) 688-1173 E-mail: [email protected]
Disclaimer and Cautionary Statement Regarding Forward-Looking Information
Neither 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 press release. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction.
All statements, trend analysis and other information contained in this press release relative to markets about anticipated future events or results constitute forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “seek”, “anticipate”, “believe”, “plan”, “estimate”, “expect” and “intend” and statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. Forward-looking statements are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward- looking statements. Forward-looking statements are based on estimates and opinions of management at the date the statements are made. The Company does not undertake any obligation to update forward-looking statements even if circumstances or management’s estimates or opinions should change. Investors should not place undue reliance on forward-looking statements.
Rock Tech Resources Inc. seeks safe harbor.