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Rock Tech advances Nasdaq dual‑listing preparations with base shelf prospectus filing

The company announced that it has submitted a preliminary short form base shelf prospectus together with an Annual Information Form (AIF) to securities regulators across Canada’s provinces and territories. These filings are intended to support Rock Tech Lithium’s broader capital markets plan, including potential use of the Multi‑Jurisdictional Disclosure System (MJDS) to pursue a cross‑listing on NASDAQ. By lodging Canadian disclosure documents now, the company aims to establish the documentation foundation needed for a U.S.

registration process that relies on Canadian filings, should regulatory approvals be obtained.

The filing strategy is designed to create optionality: if the final prospectus is receipted, it will remain effective for 25 months, allowing Rock Tech to raise capital in one or more tranches without repeating a full regulatory review for each offering. That feature can shorten execution timelines when timely financing is required and can reduce the transaction costs associated with frequent capital raises. Management frames this step as infrastructure development to support the company’s next growth phase and to broaden its investor base across North America.

What was filed and why it matters

The Base Shelf Prospectus mechanism is commonly used by established issuers to maintain ongoing access to public markets; it permits issuers to offer securities from time to time under a single prospectus prospectus umbrella once receipted. Rock Tech’s submission of a preliminary short form base shelf prospectus and updated AIF signals an intent to be ready for opportunistic financings tied to project milestones. The company remains listed on the TSXV and notes that its more than twelve months of Canadian reporting history plus a qualifying public float support potential eligibility to utilize the MJDS framework if all exchange and regulatory approvals are obtained.

How MJDS supports a potential Nasdaq cross‑listing

Eligibility and process

Under the MJDS, qualifying Canadian issuers may file a U.S. registration statement on Form F‑10 with the SEC that relies heavily on Canadian disclosure documents, which can shrink duplication and processing time. The approach can streamline a NASDAQ dual‑listing application because the U.S. registration is largely based on the already prepared Canadian prospectus materials. That said, final effectiveness from the SEC and listing approval from NASDAQ are required before securities may trade on the U.S. exchange; both regulatory and exchange approvals remain outstanding and are essential gating items for any cross‑listing.

Projects, strategy and potential market impacts

Rock Tech highlights three core assets that underpin its capital markets narrative: the Guben Converter in Germany, which has been designated under the EU CRMA as a Strategic Project; the Red Rock Converter in Ontario, which the company says supports a multibillion‑dollar NPV case and sits inside a committed capital structure using a GP/LP framework; and the wholly‑owned Georgia Lake mine in Ontario, positioned as an integrated mine‑to‑battery‑grade supply source for North America. Management believes that a successful NASDAQ listing could increase visibility, expand institutional coverage and improve liquidity, potentially producing a market re‑rating at a time when project development milestones are converging.

Risks, forward‑looking statements and disclosure

The company cautions that many statements describing future intentions are forward‑looking information and depend on assumptions about regulatory timing, market conditions and project execution. Key risks include the possibility that the final prospectus will not be receipted, that MJDS eligibility or Form F‑10 effectiveness will not be achieved, or that NASDAQ or SEC approvals could be delayed or withheld. Readers are directed to the company’s public filings on SEDAR+ for a fuller list of risk factors and disclaimers. Rock Tech also notes that neither the TSX Venture Exchange nor its regulation services provider accepts responsibility for the adequacy or accuracy of the release.

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