Rock Tech Lithium signs spodumene offtake deal, secures US$80M prepayment for Georgia Lake

Canada NewsWire Binding offtake with Geneva-based commodity trading house Transamine SA secures long-term commercial pathway for Georgia Lake's full planned production The agreement preserves Rock Tech's ability to process Ontario lithium into battery-grade chemicals at its planned Red Rock Lithium Converter The agreement provides for a development prepayment facility of up to US$80 million. The offtake agreement covers a seven-year initial term, starting in 2028, with an option to extend for up to five additional years, covering up to 100,000 dry metric tonnes per year TORONTO , July 27, 2026 /CNW/ -- Rock Tech Lithium Inc. ("Rock Tech" or the "Company") (TSX-V: RCK) (OTCQX: RCKTF) is pleased to announce that it has signed a binding long-term offtake agreement dated July 24, 2026, with Transamine SA ("Transamine"), a Geneva-based global commodity trading house, for spodumene concentrate produced at the Company's wholly owned Georgia Lake project ("Georgia Lake") in Ontario, Canada. The agreement supports a long-term commercial pathway for Georgia Lake while reflecting growing market confidence in Rock Tech's integrated Ontario strategy.

The agreement currently contemplates deliveries beginning in 2028, subject to the contractual delivery provisions and any adjustments agreed by the parties following completion of the definitive feasibility study. The agreement marks another important step in advancing Rock Tech's integrated Ontario lithium supply chain: it secures long-term commercial pathway for full planned production of an estimated minimum of 100,000 dry metric tonnes per year of spodumene concentrate from Georgia Lake's while maintaining flexibility for the Company to capture additional value through domestic lithium conversion. The agreement also provides a framework for a development prepayment facility of up to US$80 million to support the Georgia Lake Project.

Binding Offtake for Georgia Lake Concentrate Under the agreement, Transamine will purchase spodumene concentrate from Rock Tech over an initial term of seven years, starting in 2028, which may be renewed annually by mutual agreement for up to five additional years. Contracted volumes ramp from 50,000 dry metric tonnes during the first year of deliveries to 100,000 dry metric tonnes annually thereafter, subject to a ±10% tolerance in favour of Rock Tech and terms and conditions of the agreement. The quantities and timeline will be reviewed and mutually adjusted based on the results of the definitive feasibility study.

Pricing references the Fastmarkets spodumene concentrate benchmark (min. 6% Li₂O, CIF China), adjusted for delivered grade. The agreement incorporates a qualified floor price subject to specified resale-market, inflation-adjustment and project-financing provisions. Option to Convert into Battery-Grade Lithium Chemicals The agreement is structured to support Rock Tech's integrated Ontario mine-to-conversion strategy.

Should Rock Tech determine that the concentrate is required for its Red Rock Converter, the parties will convert the arrangement into an offtake for battery-grade lithium hydroxide monohydrate and/or battery-grade lithium carbonate, subject to a mutually agreed amendment establishing the applicable specifications, conversion mechanism, pricing, delivery schedule and other terms. Transamine's take-or-pay commitment continues through and after any such conversion, adjusted for the applicable product, price and delivery terms. This flexibility allows Rock Tech to sell spodumene concentrate while preserving the option to supply converted lithium chemicals to battery and cathode customers when the planned Red Rock Lithium Converter is developed and commissioned.

"This agreement demonstrates how Rock Tech is turning critical minerals ambition into execution," said Mirco Wojnarowicz, Chief Executive Officer of Rock Tech . "It provides a long-term, commercial foundation for the Georgia Lake mine's future production, strengthens our financing pathway, and – together with the prepayment facility – brings us another step closer to building the integrated mine-to-converter platform with the flexibility to convert raw material into battery-grade lithium chemicals through our Red Rock Lithium Converter. Together with the prepayment facility, the agreement brings us another step closer to building an integrated mine-to-converter platform and supporting a stable, secure supply of battery-grade lithium for Canada and its allies." Up to US$80 Million Development Prepayment Facility To support Georgia Lake project, the agreement provides for a framework for a development prepayment facility of up to US$80 million.

The prepayment carries interest at three-month CME Term SOFR plus 2.95% per annum, accruing quarterly, and would be repaid by set-off against concentrate deliveries over a 24-month period beginning with first delivery. Any amount outstanding after that period would become due and payable in cash. The exact amount and terms of the prepayment will be documented separately and agreed once the definitive feasibility study is complete.

Availability of the facility is subject to the satisfaction (or waiver by the buyer) the following conditions precedent: full project equity financing committed all material permits, licences, land access rights and environmental approvals in place no material adverse change legal, financial and technical due diligence satisfactory to the buyer no unresolved title, land, litigation, environmental or community matter that could delay production final assays, impurity profile, metallurgical test work and product specifications available and satisfactory to the buyer. 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 converter projects in Guben, Germany (24,000 tonnes LHM per year) and Ontario, Canada (up to 32,000 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 intended to be sourced exclusively from verifiably ESG-compliant suppliers. In Canada, Rock Tech relies, among other sources, on its wholly-owned Georgia Lake Project, which is intended to provide 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 intends to contribute 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. About Transamine Founded in 1953 in Paris, Transamine is an independent and privately held commodity trading company specializing in non-ferrous raw materials.

Transamine is headquartered in Geneva, Switzerland and has offices throughout key markets including Australia, China, South Africa, South America, India and the United States. Transamine is a full-service company providing worldwide raw material sourcing, marketing, finance, and investment and specializes in all aspects of non-ferrous raw materials, as well as lithium in form of spodumene, production and trade.. Transamine is committed to upholding the highest ethical standards and continuously enhancing its ESG due diligence, by working closely with business partners to strengthen supply chain traceability, transparency, and promote effective communication.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: Certain statements in this news release constitute "forward-looking information" under applicable securities laws. Forward-looking information includes statements concerning purchases and deliveries under the offtake agreement targeted for 2028; the commencement of commercial production at Georgia Lake in 2028; contemplated production capacity; completion of the definitive feasibility study; the negotiation, availability, amount, use and repayment of the proposed prepayment facility; project financing, permitting, construction and commissioning; development of the planned Red Rock Lithium Converter; conversion of the offtake arrangement to lithium chemicals; and the anticipated benefits of the agreement. Forward-looking information is based on assumptions regarding performance of the offtake agreement, completion of the definitive feasibility study, the parties reaching agreement on any resulting adjustments to the quantities and delivery timeline, agreement on definitive prepayment terms, satisfaction or waiver of the applicable conditions precedent, availability of project financing, receipt of required permits and approvals, completion of construction and commissioning, achievement of contemplated production and product specifications, development of the Red Rock Lithium Converter and supportive lithium-market conditions.

Forward-looking information is subject to risks and uncertainties that may cause actual results to differ materially, including the risks that definitive prepayment terms may not be agreed, any or all of the prepayment may not be advanced, conditions precedent may not be satisfied or waived, financing or approvals may not be obtained, project costs or schedules may change, construction or commissioning may be delayed, contemplated production or product specifications may not be achieved, the quantities or delivery timeline may be adjusted following completion of the definitive feasibility study, the parties may not agree on the terms required to convert the offtake to lithium chemicals, the offtake agreement may be amended or terminated in accordance with its terms, or the Red Rock Lithium Converter may not be developed. Additional risks are described in the Company's continuous disclosure filings available on SEDAR+. There can be no assurance that the proposed prepayment will become available, that Georgia Lake will commence commercial production in 2028 or at all, or that contemplated production volumes will be achieved.

Forward-looking information speaks only as of the date of this release. The Company undertakes no obligation to update it except as required by applicable securities laws. Neither the 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 release.

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