Comstock Inc. (NYSE: LODE) (“Comstock” and the “Company”) is
pleased to announce it has retired its existing Equity Purchase
Agreement and entered into a securities purchase agreement with an
investor for an 8.0% Convertible Promissory Note due October 31,
2025 (the “Convertible Note”).
The Convertible Note was issued with an original
aggregate principal amount of $2,717,500 (the “Principal Amount”),
purchased by the investor for $2,500,000, reflecting an 8% original
issue discount. A portion of the proceeds will be used to redeem
$500,000 of existing convertible debt, reducing the Company’s
outstanding obligations.
“We are very pleased to receive this $2.5
million investment, which allows us to extend maturities, retire
certain other debt obligations, and secure a solid bridge to our
near-term asset sales,” said Corrado De Gasperis, Executive
Chairman and CEO of Comstock Inc. “This transaction closes out our
only existing equity line and prohibits further use until this debt
is substantially all repaid. The funding enables our businesses to
continue commercializing on plan while being responsive to investor
feedback and acting to support our stock price in the
near-term.”
The Convertible Note accrues interest at annual
rate of 8% and is redeemable for cash 30 days after closing at 125%
of the principal amount plus accrued interest. Additionally, it can
be converted into common stock of the Company at a price equal to
the lower of 150% of the closing price on the closing date or 80%
of the lowest volume-weighted average price (VWAP) of the 10
trading days prior to the conversion notice.
Comstock Metals is currently operating its first
commercial demonstration facility in Silver Springs, NV, and has
begun preliminary design and engineering for its next 3 industry
scale facilities and related storage sites. Comstock Metals has
already secured the lease and received the first permit for its
first industry scale facility, which includes expanded storage
capabilities. This zero-landfill solution enables the recycling and
reuse of 100% of materials that would otherwise become waste.
Comstock Fuels is commercially ready,
demonstrating growth-enabling performance to prospective customers.
Comstock Fuels is engaged in commercial discussions, including
joint development and licensing agreements, and has completed the
preliminary engineering for its first commercial
demonstration-scale facility.
About Comstock Inc.Comstock
Inc. (NYSE: LODE) commercializes innovative technologies that
contribute to global decarbonization by efficiently converting
under-utilized natural resources, primarily, woody biomass into net
zero renewable fuels, end-of-life metal extraction, and generative
AI-enabled advanced materials synthesis and mineral discovery. To
learn more, please visit www.comstock.inc.
Comstock Social Media
PolicyComstock Inc. has used, and intends to continue
using, its investor relations link and main website at
www.comstock.inc in addition to its Twitter, LinkedIn and YouTube
accounts, as means of disclosing material non-public information
and for complying with its disclosure obligations under Regulation
FD.
CONTACTS:For investor
inquiries: RB Milestone Group LLCTel (203)
487-2759ir@comstockinc.com
For media inquiries or
questions: Comstock Inc., Zach SpencerTel (775)
847-7532questions@comstockinc.com
Forward Looking StatementsThis
press release and any related calls or discussions may include
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other
than statements of historical facts, are forward-looking
statements. The words “believe,” “expect,” “anticipate,”
“estimate,” “project,” “plan,” “should,” “intend,” “may,” “will,”
“would,” “potential” and similar expressions identify
forward-looking statements but are not the exclusive means of doing
so. Forward-looking statements include statements about matters
such as: future market conditions; future explorations or
acquisitions; future changes in our research, development and
exploration activities; future financial, natural, and social
gains; future prices and sales of, and demand for, our products and
services; land entitlements and uses; permits; production capacity
and operations; operating and overhead costs; future capital
expenditures and their impact on us; operational and management
changes (including changes in the Board of Directors); changes in
business strategies, planning and tactics; future employment and
contributions of personnel, including consultants; future land and
asset sales; investments, acquisitions, joint ventures, strategic
alliances, business combinations, operational, tax, financial and
restructuring initiatives, including the nature, timing and
accounting for restructuring charges, derivative assets and
liabilities and the impact thereof; contingencies; litigation,
administrative or arbitration proceedings; environmental compliance
and changes in the regulatory environment; offerings, limitations
on sales or offering of equity or debt securities, including asset
sales and associated costs; business opportunities, growth rates,
future working capital, needs, revenues, variable costs, throughput
rates, operating expenses, debt levels, cash flows, margins, taxes
and earnings. These statements are based on assumptions and
assessments made by our management in light of their experience and
their perception of historical and current trends, current
conditions, possible future developments and other factors they
believe to be appropriate. Forward-looking statements are not
guarantees, representations or warranties and are subject to risks
and uncertainties, many of which are unforeseeable and beyond our
control and could cause actual results, developments, and business
decisions to differ materially from those contemplated by such
forward-looking statements. Some of those risks and uncertainties
include the risk factors set forth in our filings with the SEC and
the following: adverse effects of climate changes or natural
disasters; adverse effects of global or regional pandemic disease
spread or other crises; global economic and capital market
uncertainties; the speculative nature of gold or mineral
exploration, and lithium, nickel and cobalt recycling, including
risks of diminishing quantities or grades of qualified resources;
operational or technical difficulties in connection with
exploration, metal recycling, processing or mining activities;
costs, hazards and uncertainties associated with precious and other
metal based activities, including environmentally friendly and
economically enhancing clean mining and processing technologies,
precious metal exploration, resource development, economic
feasibility assessment and cash generating mineral production;
costs, hazards and uncertainties associated with metal recycling,
processing or mining activities; contests over our title to
properties; potential dilution to our stockholders from our stock
issuances, recapitalization and balance sheet restructuring
activities; potential inability to comply with applicable
government regulations or law; adoption of or changes in
legislation or regulations adversely affecting our businesses;
permitting constraints or delays; challenges to, or potential
inability to, achieve the benefits of business opportunities that
may be presented to, or pursued by, us, including those involving
battery technology and efficacy, quantum computing and generative
artificial intelligence supported advanced materials development,
development of cellulosic technology in bio-fuels and related
material production; commercialization of cellulosic technology in
bio-fuels and generative artificial intelligence development
services; ability to successfully identify, finance, complete and
integrate acquisitions, joint ventures, strategic alliances,
business combinations, asset sales, and investments that we may be
party to in the future; changes in the United States or other
monetary or fiscal policies or regulations; interruptions in our
production capabilities due to capital constraints; equipment
failures; fluctuation of prices for gold or certain other
commodities (such as silver, zinc, lithium, nickel, cobalt,
cyanide, water, diesel, gasoline and alternative fuels and
electricity); changes in generally accepted accounting principles;
adverse effects of war, mass shooting, terrorism and geopolitical
events; potential inability to implement our business strategies;
potential inability to grow revenues; potential inability to
attract and retain key personnel; interruptions in delivery of
critical supplies, equipment and raw materials due to credit or
other limitations imposed by vendors; assertion of claims, lawsuits
and proceedings against us; potential inability to satisfy debt and
lease obligations; potential inability to maintain an effective
system of internal controls over financial reporting; potential
inability or failure to timely file periodic reports with the
Securities and Exchange Commission; potential inability to list our
securities on any securities exchange or market or maintain the
listing of our securities; and work stoppages or other labor
difficulties. Occurrence of such events or circumstances could have
a material adverse effect on our business, financial condition,
results of operations or cash flows, or the market price of our
securities. All subsequent written and oral forward-looking
statements by or attributable to us or persons acting on our behalf
are expressly qualified in their entirety by these factors. Except
as may be required by securities or other law, we undertake no
obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events,
or otherwise. Neither this press release nor any related calls or
discussions constitutes an offer to sell, the solicitation of an
offer to buy or a recommendation with respect to any securities of
the Company, the fund, or any other issuer. Neither this press
release nor any related calls or discussions constitutes an offer
to sell, the solicitation of an offer to buy or a recommendation
with respect to any securities of the Company, the fund, or any
other issuers.
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