
June 17, 2022
Alkaline Fuel Cell Power Corp. (NEO: PWWR) (OTCQB:ALKFF) (Frankfurt: 77R, WKN: A3CTYF) (“AFCP” or the “Company”), a diversified investment platform developing affordable, renewable, and reliable energy assets and cleantech, is pleased to announce the appointment of Carmine Marcello to the role of Advisor.
A photo accompanying this announcement is available at: https://www.globenewswire.com/NewsRoom/AttachmentNg/49619771-fe17-4039-8543-cbfe538a0245
From 2013 to 2015, Carmine served as Chief Executive Officer of Hydro One Inc., one of Canada’s largest transmission and distribution companies, with a market cap of over $20 billion and over $23 billion in assets. He served in numerous executive roles from 2003, including Asset Management and Strategy and Planning. Carmine currently advises governments, utilities and cleantech startups across the Middle East, North America and the Caribbean.
In his role as Advisor, Carmine brings extensive asset development and management expertise to guide AFCP as the Company establishes the development and operations of energy assets.
“As AFCP embarks on the growth of PWWR Flow’s development, ownership and operations of combined heat and power assets, we are thrilled to include the extensive capabilities of Mr. Marcello to advise us on how we scale and optimize,” commented Frank Carnevale, Chief Executive Officer. “Carmine brings hands-on operational experience with business scale-ups, international micro-grid involvement, and the optimal level of mentorship required for us to succeed.”
Concurrently, the Company also confirms the resignation of one of its early Advisors, Gerard Sauer, effective June 13, 2022. Mr. Sauer was instrumental in the development of the Company’s fuel cell since 2021 and AFCP thanks him for his contributions.
Corporate Update
Pursuant to a consultant agreement dated June 13, 2022 (the “Consulting Agreement”), the Company also announces that it has granted 600,000 stock options to an arm’s length consultant (the “Consultant”) (“Stock Option”). Each Stock Option is exercisable for a period of five (5) years at an exercise price of $0.15 per common share of the Company.
The Stock Options vest as follows:
100,000 6 months from the date the Consultant accepts the position and the Consulting Agreement is executed by the Company |
100,000 12 months from the date the Consultant accepts the position and the Consulting Agreement is executed by the Company |
200,000 18 months from the date the Consultant accepts the position and the Consulting Agreement is executed by the Company |
200,000 24 months from the date the Consultant accepts the position and the Consulting Agreement is executed by the Company |
ABOUT ALKALINE FUEL CELL POWER CORP. (NEO: PWWR)
AFCP is a diversified investment platform developing affordable, renewable, and reliable energy assets and cleantech. We bring ‘Power to the People’ today, combining a stable revenue stream with a future-forward vision to commercialize our advanced hydrogen fuel cell technology to meet the massive global market need, and ultimately generate compelling returns for investors.
AFCP operates through two global entities: Fuel Cell Power NV, a wholly owned subsidiary in Belgium, and PWWR Flow Streams (“PWWR Flow”), an AFCP brand in Canada.
- Fuel Cell Power NV is focused on the development, production and commercialization of micro-combined heat and power (“micro-CHP”) systems based on advanced alkaline fuel cell technology that generates zero CO2 emissions. Fuel Cell Power NV is working through milestones to deliver a commercialized alkaline fuel cell in 2024.
- PWWR Flow is focused on the development, ownership and operations of combined heat and power (“CHP”) assets. PWWR Flow assets deliver efficiency improvements of over 20% with reduced costs to customers in multi-residential and commercial applications. PWWR Flow has contracted existing CHP assets in Toronto, Canada, and has an additional pipeline of potential contracts valued at over $50 million currently in development.
AFCP is well positioned to deliver ‘Power to the People’ in the global energy transition while offering a diversified cleantech growth platform for investors.
Further information is available on the Company website at https://www.fuelcellpower.com/, and the Company encourages investors and other interested stakeholders to follow it on:
LinkedIn, Twitter, Facebook, Instagram and YouTube. Common shares are listed for trading on the NEO Exchange (“NEO”) under the symbol “PWWR”, the OTC Venture Exchange “OTCQB” under the symbol “ALKFF” and on the Frankfurt Exchange under symbol “77R” and “WKN A3CTYF”.
For further information, please contact:
Frank Carnevale
Chief Executive Officer
+1 (647) 531-8264
fcarnevale@fuelcellpower.com
Forward-Looking Information
This news release contains forward‐looking statements and forward‐looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward‐looking statements or information. In certain cases, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “forecasts”, “intends”, “anticipates”, “believes” or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might”, “occur” or “achieve”. Forward-looking statements may include, but are not limited to, statements with respect to the Company’s technology, intellectual property, business plan, objectives and strategy.
Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Since forward‐looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Accordingly, readers should not place undue reliance on the forward‐looking statements and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward‐looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward‐looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.
NEITHER THE NEO EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE NEO EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
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12 June
HyProMag USA Receives "Make More in America" Domestic Finance Letter of Interest for up to US$92 Million From US EXIM Bank
CoTec Holdings Corp. (TSXV:CTH)(OTCQB:CTHCF) ("CoTec") and Mkango Resources Ltd. (AIM:MKA)(TSXV:MKA) ("Mkango") are pleased to announce HyProMag USA, LLC, a Delaware corporation ("HyProMag USA" or the "Project") has received a Make More in America (MMIA) domestic finance letter of interest ("LOI") from the U.S. Export-Import ("EXIM") Bank for its first integrated rare earth recycling and magnet making facility in Dallas-Fort Worth, Texas.
In terms of the letter, EXIM may be able to consider potential financing of up to $92 million of the project's costs with a repayment tenor of 10 years.
Julian Treger, CoTec CEO commented: "We are very pleased with EXIM's interest in the Project. The Project is strongly aligned with EXIM's "Make More in America" initiative, which provides beneficial financing terms for U.S. companies facing oversees competition to ensure the United States reshores certain critical export areas, including the domestic manufacturing of permanent NdFeB magnets. We believe that the Project could be a major contributor to the United States' targeted permanent magnet independence and the speed at which HyProMag USA's capabilities could be deployed distinguishes the Project from potential competitors."
Will Dawes, Mkango CEO commented: "The HyProMag USA development will be transformational for rare earth supply chains in the United States, and we are very pleased to see this reflected in the interest from EXIM. With the detailed engineering phase for the project well underway, HyProMag USA is well positioned to create a major new domestic hub for recycling and magnet manufacturing, and a platform for further growth in North America."
The issuance of this LOI is aligned with Executive Order 2421 of March 20, 2025 "Immediate Measures to Increase American Mineral Production" which includes near-term actions to be determined and implemented by the agencies to fast-track permits, mobilize capital for mineral producers, and create offtake agreements for strategic stockpiling for minerals critical to the United States' defense, technology, and energy.
HyProMag is commercializing Hydrogen Processing of Magnet Scrap (HPMS) recycling technology in the UK, Germany and the United States. HPMS technology was developed at the Magnetic Materials Group (MMG) at the University of Birmingham, underpinned by approximately US$100 million of research and development funding, and has major competitive advantages versus other rare earth magnet recycling technologies, which are largely focused on chemical processes but do not solve the challenges of liberating magnets from end-of-life scrap streams.
In November 2024, HyProMag announced an independent Feasibility Study which includes a Dallas Fort Worth recycling and magnet Hub, and two pre-processing facilities located in South Carolina and Nevada respectively[i]. In March 2025, HyProMag USA announced the expansion of the detailed engineering phase to include three HPMS vessels[ii] and that it was initiating concept studies for further expansion and complementary "Long Loop" recycling[iii]. The DFW Hub's annual production is expected to be 750 metric tons per annum of recycled sintered NdFeB magnets and 807 metric tons per annum of associated NdFeB co-products (total payable capacity - 1,557 metric tons NdFeB within five years of commissioning) over a 40-year operating life. It is expected the production facility will provide significant optionality to supply the U.S. market with additional NdFeB alloy powder while assisting in revitalising the U.S. magnet sector with the creation of 90-100 skilled magnet manufacturing jobs.
In March 2025, HyProMag USA announced the results of an independent ISO-Compliant product carbon footprint study which confirmed an exceptionally low CO2 footprint of 2.35 kg CO2 eq. per kg of NdFeB cut sintered block product.[iv]
Ownership
HyProMag USA is owned 50:50 by CoTec and HyProMag Limited ("HyProMag"). HyProMag is 100 per cent owned by Maginito Limited ("Maginito"), which is owned on a 79.4/20.6 per cent basis by Mkango and CoTec.
About CoTec Holdings Corp.
CoTec is a publicly traded investment issuer listed on the Toronto Venture Stock Exchange ("TSX-V") and the OTCQB and trades under the symbols CTH and CTHCF respectively. CoTec Holdings Corp. is a forward-thinking resource extraction company committed to revolutionizing the global metals and minerals industry through innovative, environmentally sustainable technologies and strategic asset acquisitions. With a mission to drive the sector toward a low-carbon future, CoTec employs a dual approach: investing in disruptive mineral extraction technologies that enhance efficiency and sustainability while applying these technologies to undervalued mining assets to unlock their full potential. By focusing on recycling, waste mining, and scalable solutions, the Company accelerates the production of critical minerals, shortens development timelines, and reduces environmental impact. CoTec's strategic model delivers low capital requirements, rapid revenue generation, and high barriers to entry, positioning it as a leading mid-tier disruptor in the commodities sector.
For more information, please visit www.cotec.ca.
About Mkango Resources Ltd.
Mkango is listed on the AIM and the TSX-V. Mkango's corporate strategy is to become a market leader in the production of recycled rare earth magnets, alloys and oxides, through its interest in Maginito Limited, which is owned 79.4 per cent by Mkango and 20.6 per cent by CoTec, and to develop new sustainable sources of neodymium, praseodymium, dysprosium and terbium to supply accelerating demand from electric vehicles, wind turbines and other clean energy technologies.
Maginito holds a 100 per cent interest in HyProMag and a 90 per cent direct and indirect interest (assuming conversion of Maginito's convertible loan) in HyProMag GmbH, focused on short loop rare earth magnet recycling in the UK and Germany, respectively, and a 100 per cent interest in Mkango Rare Earths UK Ltd ("Mkango UK"), focused on long loop rare earth magnet recycling in the UK via a chemical route.
Maginito and CoTec are rolling out HPMS recycling technology into the United States via the 50/50 owned HyProMag USA joint venture company.
Mkango also owns the advanced stage Songwe Hill rare earths project in Malawi ("Songwe") and the Pulawy rare earths separation project in Poland ("Pulawy"). Both the Songwe and Pulawy projects have been selected as Strategic Projects under the European Union Critical Raw Materials Act. Mkango has signed a letter of Intent with Crown PropTech Acquisitions to list the Songwe and Pulawy projects on NASDAQ via a SPAC Merger.
For more information, please visit www.mkango.ca
Market Abuse Regulation (MAR) Disclosure
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ('MAR'), which has been incorporated into UK law by the European Union (Withdrawal) Act 2018. Upon the publication of this announcement via Regulatory Information Service, this inside information is now considered to be in the public domain.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements (within the meaning of that term under applicable securities laws) with respect to Mkango and CoTec. Generally, forward-looking statements can be identified by the use of words such as "plans", "expects" or "is expected to", "scheduled", "estimates" "intends", "anticipates", "believes", or variations of such words and phrases, or statements that certain actions, events or results "can", "may", "could", "would", "should", "might" or "will", occur or be achieved, or the negative connotations thereof. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur, which may cause actual performance and results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. Such factors and risks include, without limiting the foregoing, the availability of the potential financing from EXIM, the expected annual production from HyProMag USA, the availability of (or delays in obtaining) financing to develop Songwe Hill, the Recycling Plants being developed by Maginito in the UK, Germany and the United States (the "Maginito Recycling Plants"), governmental action and other market effects on global demand and pricing for the metals and associated downstream products for which Mkango is exploring, researching and developing, geological, technical and regulatory matters relating to the development of Songwe Hill, the ability to scale the HPMS and chemical recycling technologies to commercial scale, competitors having greater financial capability and effective competing technologies in the recycling and separation business of Maginito and Mkango, availability of scrap supplies for Maginito's recycling activities, government regulation (including the impact of environmental and other regulations) on and the economics in relation to recycling and the development of the Maginito Recycling Plants, and the Pulawy separation plant and future investments in the United States pursuant to the proposed cooperation agreement between Maginito and CoTec, the outcome and timing of the completion of the Feasibility Studies, cost overruns, complexities in building and operating the plants, and the positive results of Feasibility Studies on the various proposed aspects of Mkango's, Maginito's and CoTec's activities. The forward-looking statements contained in this press release are made as of the date of this news release. Except as required by law, the Company and CoTec disclaim any intention and assume no obligation to update or revise any forward-looking statements, whether because of new information, future events or otherwise, except as required by applicable law. Additionally, the Company and CoTec undertake no obligation to comment on the expectations of, or statements made by, third parties in respect of the matters discussed above.
For further information on CoTec, please contact:
CoTec Holdings Corp.
Braam Jonker
Chief Financial Officer
braam.jonker@cotec.ca
+1 604 992-5600
For further information on Mkango, please contact:
Mkango Resources Limited
William Dawes
Chief Executive Officer
will@mkango.ca
+1 403 444 5979
Alexander Lemon
President
alex@mkango.ca
www.mkango.ca
@MkangoResources
SP Angel Corporate Finance LLP
Nominated Adviser and Joint Broker
Jeff Keating, Jen Clarke, Devik Mehta
UK: +44 20 3470 0470
Alternative Resource Capital
Joint Broker
Alex Wood, Keith Dowsing
UK: +44 20 7186 9004/5
The TSX Venture Exchange has neither approved nor disapproved the contents of this press release. 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.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any equity or other securities of the Company in the United States. The securities of the Company will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States to, or for the account or benefit of, U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act.
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04 June
Troy Minerals Reports Drilling Results from the Lake Owen Project, Wyoming
Show 240.73 meters of Critical Metal Mineralization, Iron, Titanium, Vanadium, Scandium and Gallium
Troy Minerals Inc. ("Troy" or the "Company") (CSE:TROY)(OTCQB:TROYF)(FSE:VJ3) is pleased to announce that complete results from Hole LO24-01 show strong critical metal mineralization over continuous 240.73 meters (from 10.67 meters to 251.40 meters) from its maiden drilling program on its 100% owned Lake Owen Project (the "Project"), located 50 km southwest of Laramie, Wyoming, USA (see Figures 1,2).
The Project is a Proterozoic layered mafic intrusion complex historically explored for Platinum Group Elements (PGE). Similar to the Stillwater Complex in the USA and the Merensky Reef of South Africa, the Lake Owen Complex shows strong potential for vanadium, titanium, PGE, and associated metals.
In late 2024, the Company drilled two diamond holes totaling 607.77 meters near the southwestern claims' boundary (see Figure 3), marking Troy Minerals' first drill holes on the Project. These holes targeted titanium (TiO2) and vanadium (V2O5) mineralization linked with magnetite in gabbro, as well as reef-style PGE mineralization (see Company News Release dated February 28, 2025).
A first pass of selective sampling of the drill holes had been carried out and demonstrated presence of anomalous titanium and vanadium mineralization. Elevated values of vanadium are correlative with the titanium. Sampling was selected to assess various lithological units and all zones with magnetite content up to 15-20% and/or visible sulfide mineralization. Magnetite content in the gabbro in hole LO24-01 is consistently about 5-10%. In LO24-01, the initially limited sampling suggested a large zone of titanium and vanadium-enrichment and higher relative values correlate well with the green gabbro. Associated with these anomalous zones have been elevated concentrations of scandium.
Based on these initial results, additional infill sampling through all prospective lithologies was carried out by Company personnel in January, 2025. Results exhibit robust critical metal mineralization over 240.73 meters in hole LO24-01, including:
- 1.53% TiO2
- 0.10% V2O3
- 16.0% Fe (total Iron, mainly in Fe Oxides)
- 69.7 ppm (or g/t) Sc2O3
- 26.2 ppm (or g/t) Ga2O3
Concurrent with Company infill sampling, geologists from the USGS and Wyoming State Geological Survey (WSGS) collected samples for Whole Rock, Major Oxides, and thin section analyses. Results of the USGS and WSGS work are pending.


"Our recent geological and geophysical findings, coupled with promising initial drilling results, are significantly enhancing our confidence in the Lake Owen Project. Each new insight reinforces our belief that this project deserves a robust exploration budget in the near future." Said Yannis Tsitos, President of Troy. "Beyond the historically recognized high grades of iron, titanium, and vanadium, the recent discovery of scandium and gallium-critical metals essential for applications in metal alloys, military and civil aviation, semiconductors, electric vehicles, and solar panels-underscores the project's immense potential for both our Company and the State of Wyoming in USA. We are committed to maximizing shareholder value through strategic development plans for Lake Owen, alongside our silica and rare earth element (REE) initiatives."

Table 1: Drill hole specifications
Hole ID | Location (UTM Zone 13 North, NAD83) | Total Depth (m) | Orientation (°) | |||
Easting | Northing | Elevation (m) | Azimuth | Dip | ||
LO24-01 | 402871 | 4553588 | 2731 | 281.33 | 210 | -45 |
LO24-02 | 403004 | 4553382 | 2732 | 326.44 | 210 | -45 |
Drill hole LO24-01 was designed to test the extent of the Lower Mag Gabbro down to the basement contact. Drilling revealed a series of interlayered magnetic gabbro and a distinctive coarse-grained green gabbro. The green coloration is imparted by pyroxenes altering to chlorite. These layers are generally constrained to widths of less than 4 metres.
Table 2: Drill hole LO24-01 intersections
Hole ID | Interval (m) 1 | Results 2 | ||||||
From | To | Length | TiO2 (%) | V2O5 (%) | FeO (%) | Sc2O3 (ppm) | Ga2O3 (ppm) | |
LO24-01 | 10.67 | 251.40 | 240.73 | 1.53 | 0.10 | 15.95 | 69.7 | 26.2 |
incl | 29.93 | 55.78 | 25.85 | 1.98 | 0.12 | 19.00 | 82.7 | 28.8 |
and | 96.93 | 103.02 | 6.09 | 1.87 | 0.12 | 19.07 | 80.1 | 27.5 |
and | 115.61 | 131.98 | 16.37 | 1.74 | 0.11 | 18.44 | 82.4 | 24.5 |
and | 188.06 | 234.09 | 46.03 | 1.63 | 0.10 | 16.26 | 69.9 | 26.6 |
1: All intersections lengths are drill indicated thicknesses; insufficient work has been completed to reliably determine true thicknesses.
2: Elemental geochemical analyses were converted to oxides using following conversion factors
Titanium - 1.6681, Vanadium - 1.7852, Iron - 1.2865, Scandium - 1.5338, Gallium - 1.3442

Drill hole LO24-02 intersected gabbroic units that are weakly magnetic and contain no anomalous values of titanium, vanadium, or scandium. This drill hole was collared deeper in the sequence than hole LO24-01; further down dip and stratigraphically lower in the Lower Mag Unit.
Drill core was detail logged and sampled by Company staff. Core was split by saw with samples sent to ALS Global's laboratory in Reno, NV for preparation and analysis. Samples were analyzed for multi-elements (ME-MS61). The Company's quality control monitoring consisted of inserting certified reference and blank material in the sample stream. No quality control issues were identified.
Only a very small portion of the Lake Owen Complex and therefore our Claims has been drill-tested to date. As currently mapped, the prospective Lower Mag Gabbro unit continues along strike to the west. The Company has yet to drill test the stratigraphically higher Upper Mag Gabbro. Surface mapping and sampling in 2023 identified two massive magnetite rock samples that returned 8.812% TiO2 and 0.548% V2O5, and 15.505% TiO2 and 0.586% V2O5 respectively (Figure 5). These represent priority drill targets for 2025. An historical drill hole was completed here not by Troy, but there was no assessment of titanium, vanadium, or scandium.

Troy Minerals is planning its summer fieldwork for the Lake Owen Project. After analyzing airborne geophysical data, as reported in the May 21, 2025 news release, Troy will collect soil samples and conduct geological mapping and sampling. The aim is to refine drill targets for the 2026 season, including a relevant drilling pads application.
Qualified Person
The information contained in this news release has been reviewed and approved by Ted Vander Wart, P.Geo., a consultant to the Company, who is a qualified person as defined under National Instrument 43-101.
About Troy Minerals
Troy Minerals is a Canadian based publicly listed mining company focused on building shareholder value through acquisition, exploration, and development of strategically located "critical" mineral assets. Troy is aggressively advancing its projects within the silica (silicon), vanadium, and rare earths industries within regions that exhibit high and growing demand for such commodities, in both North America and Central-East Asia. The Company's primary objective is the near-term prospect of production with a vision of becoming a cash-flowing mining company to deliver tangible monetary value to shareholders, state, and local communities.
ON BEHALF OF THE BOARD,
Rana Vig | CEO & Director
Telephone: 604-218-4766
Email: rana@ranavig.com
Forward-Looking Statements
Statement Regarding Forward-Looking Information: This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address events or developments that Troy Resources Inc. (the "Company") expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include results of exploration activities may not show quality and quantity necessary for further exploration or future exploitation of minerals deposits, volatility of commodity prices, and continued availability of capital and financing, permitting and other approvals, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.
The Canadian Securities Exchange has not reviewed this press release and does not accept responsibility for the adequacy or accuracy of this news release.
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02 June
CoTec Holdings Corp. Announces Filing of Amended and Restated Life Offering Document
CoTec Holdings Corp. (TSXV:CTH)(OTCQB:CTHCF) ("CoTec" or the "Company") announces that, further to its news release of May 20, 2025, it has filed an amended and restated offering document in connection with its proposed financing under the Listed Issuer Financing Exemption (as defined below), whereby the Company intends to raise up to $5 millionthrough an offering of up to 6,410,256 units (each, a "Unit") at a price of $0.78 per Unit (the "LIFE Offering").
Concurrently with the LIFE Offering, as previously announced, the Company also intends to complete a private placement financing whereby the Company intends to raise up to $5,000,000 through an offering of up to 6,410,257 Units to be priced at $0.78 per Unit (the "Concurrent Offering" and together with the LIFE Offering, the "Offering"). The Common Shares offered under the Concurrent Offering will be subject to a four month and one day hold period in accordance with applicable Canadian securities laws.
Among other things, the amended and restated offering document clarifies that the completion of the LIFE Offering is conditional upon the concurrent completion of the Concurrent Offering resulting in the issuance under the Offering collectively of at least 6,410,257 Units for aggregate gross proceeds of at least $5,000.000.
The Offering is expected to close on or about June 15, 2025 or such other date or dates as the Company may determine, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange. For further details regarding the Offering please refer to the Company's news release of May 20, 2025 and the amended and restated offering document.
There is an amended and restated offering document related to the LIFE Offering that can be accessed under the Company's profile on SEDAR+ at www.sedarplus.ca and on the Company's website at www.cotec.ca. Prospective investors should read this amended and restated offering document before making an investment decision.
The securities being offered have not, nor will they be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any applicable securities laws of any state of the United States and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent such registration or an applicable exemption from such registration requirements. This release does not constitute an offer for sale or the solicitation of an offer to buy any of the securities in the United States or to, or for the account or benefit of, a U.S. person. "U.S. Person" and "United States" are as defined in Regulation S under the U.S. Securities Act, or elsewhere.
About CoTec
CoTec is a publicly traded investment issuer listed on the TSXV and the OTCQB and trades under the symbols CTH and CTHCF respectively. CoTec is a forward-thinking resource extraction company committed to revolutionizing the global metals and minerals industry through innovative, environmentally sustainable technologies and strategic asset acquisitions. With a mission to drive the sector toward a low-carbon future, CoTec employes a dual approach: investing in disruptive mineral extraction technologies that enhance efficiency and sustainability while applying these technologies to undervalued mining assets to unlock their full potential. By focusing on recycling, waste mining, and scalable solutions, the Company accelerates the production of critical minerals, shortens development timelines, and reduces environmental impact. CoTec's strategic model delivers low capital requirements, rapid revenue generation, and high barriers to entry, positioning it as a leading mid-tier disruptor in the commodities sector.
For more information, please visit www.cotec.ca.
Forward-Looking Information Cautionary Statements
Statements in this press release regarding the Company, the Offerings and its investments which are not historical facts are "forward-looking statements" that involve risks and uncertainties, including statements relating to management's expectations with respect to its current and potential future investments and the benefits to the Company which may be implied from such statements. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties.
Actual results in each case could differ materially from those currently anticipated in such statements, due to known an unknown risks and uncertainties affecting the Company, including by not limited to: general economic, political and market factors in North America and internationally, interest and foreign exchange rates, changes in costs of goods and services, global equity and capital markets, business competition, technological change, changes in government relations, industry conditions, unexpected judicial or regulatory proceedings and catastrophic events. The Company's investments are being made in mineral extraction related assets and technologies which are subject to their own inherent risks and the success of such Investments may be adversely impacted by, among other things: environmental risks and costs; labor costs and shortages; uncertain supply and price fluctuations in materials; increases in energy costs; labor disputes and work stoppages; leasing costs and the availability of equipment; heavy equipment demand and availability; contractor and subcontractor performance issues; worksite safety issues; project delays and cost overruns; extreme weather conditions; and social disruptions. As the investments are being made in mineral extraction technology, such investments will also be subject to risks of successful application, scaling and deployment of technology, acceptability of technology within the industry, availability of assets where technology could be applied, protection of intellectual property in relation to such technology, successful promotion of technology and success of competitor technology. Any material adverse change in the Company's financial position or a failure by the Company to successfully make investments in the manner currently contemplated, could have a corresponding material adverse change on the investments and, by extension, the Company.
For further details regarding risks and uncertainties facing the Company, please refer to "Risk Factors" in the Company's filing statement dated April 6, 2022 together with its other continuous disclosure documents, copies of which may be found under the Company's SEDAR+ profile at www.sedarplus.com. The Company assumes no responsibility to update forward-looking statements in this press release except as required by law. Readers should not place undue reliance on the forward-looking statements and information contained in this press release and are encouraged to read the Company's continuous disclosure documents, which are available on SEDAR+ at www.sedarplus.ca.
For further information, please contact:
Braam Jonker - (604) 992-5600
Neither TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this news release.
NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Click here to connect with CoTec Holdings Corp. (TSXV:CTH) to receive an Investor Presentation
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02 June
CoTec Holdings Corp. Announces TSXV Approval Of Convertible Loan With Kings Chapel International Limited
CoTec Holdings Corp. (TSXV:CTH) ("CoTec" or the "Company") today announces that it has received the approval of the TSX Venture Exchange (the "TSXV") for the conversion component of its convertible loan agreement dated November 25, 2024 (as amended, the "Convertible Loan Agreement") with Kings Chapel International Limited ("Kings Chapel"), previously disclosed in the Company's news releases dated November 25, 2024 and February 28, 2025.
The outstanding principal amount under the Convertible Loan Agreement as at May 30, 2025 is $6,351,387 and $664,668 in interest has accrued thereunder.
The outstanding principal amount under the Convertible Loan Agreement will be converted into common shares of the Company ("Common Shares") (i) at any time at Kings Chapel's election, at a price of CAD$0.75 per Common Share, and (ii) automatically at a price of CAD$0.75 per Common Share, on the first day on which the volume weighted average trading price of the Common Shares on the principal stock exchange on which the Common Shares are then traded over the immediately preceding 15 trading days is equal to or greater than CAD$1.00. No conversion of the outstanding principal amount will occur to the extent that, after giving effect to the conversion, Kings Chapel, its affiliates and any person with whom Kings Chapel or its affiliates would own more than 49% of the outstanding Common Shares.
Kings Chapel is an existing insider and Control Person (as defined by TSX Venture Exchange ("TSXV") Rules) of the Company. Julian Treger, a director of the Company and its Chief Executive Officer, is a beneficiary of a family trust associated with Kings Chapel. As a result, the execution of the Convertible Loan Agreement was a related party transaction subject to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI61-101"). The execution of the Convertible Loan Agreement was exempt from the formal valuation requirements of MI 61-101 pursuant to subsection 5.5(b) of MI 61-101 because the Common Shares are listed only on the TSXV and is exempt from the minority shareholder approval requirements of MI 61-101 pursuant to subsection 5.7(1)(a) of MI 61-101 because the fair market value of neither the Convertible Loan Agreement nor the Common Shares issuable pursuant to the conversion of the outstanding principal amount under the Convertible Loan Agreement exceed 25% of the Company's market capitalization as determined in accordance with MI 61-101.
All securities issuable in connection with the Convertible Loan Agreement will be subject to a statutory hold period of four months plus a day from the date of the Convertible Loan Agreement in accordance with applicable securities legislation in Canada.
About CoTec
CoTec is a publicly traded investment issuer listed on the TSXV and the OTCQB and trades under the symbol CTH and CTHCF respectively. CoTec is a forward-thinking resource extraction company committed to revolutionizing the global metals and minerals industry through innovative, environmentally sustainable technologies and strategic asset acquisitions. With a mission to drive the sector toward a low-carbon future, CoTec employs a dual approach: investing in disruptive mineral extraction technologies that enhance efficiency and sustainability while applying these technologies to undervalued mining assets to unlock their full potential. By focusing on recycling, waste mining and scalable solutions, the Company accelerates the production of critical minerals, shortens development timelines, and reduces environmental impact. CoTec's strategic model delivers low capital requirements, rapid revenue generation and high barriers to entry, positioning it as a leading mid-tier disruptor in the commodities sector.
For more information, please visit www.cotec.ca.
For further information, please contact:
Braam Jonker - (604) 992-5600
Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
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29 May
CoTec Holdings Corp. Files First Quarter Financial Statements And MD&A
CoTec Holdings Corp. (TSXV:CTH)(OTCQB:CTHCF) ("CoTec" or the "Company") is pleased to announce that it has filed its unaudited interim condensed consolidated financial statements and the accompanying management discussion and analysis ("MD&A") for the three months ended March 31, 2025. The financial statements and MD&A can be accessed under the Company's SEDAR profile at www.sedarplus.ca .
Julian Treger, CoTec CEO commented; "CoTec had an exceptional start to the year. Our main priority for the quarter was the continued roll-out of HyProMag USA, our Joint Venture U.S. based rare earth elements ("REE") magnet recycling and permanent magnet manufacturing Project. HyProMag USA selected its preferred bidder for engineering, procurement and construction management ("EPCM") services, culminating in the engagement of PegasusTSI Inc. ("Pegasus") and BBA USA Inc. ("BBA") and the commencement of the detailed design and engineering phase shortly after quarter-end. We have also expanded the scope of the detailed engineering to include three HPMS [i] vessels and initiated concept studies for further expansion and complementary "Long Loop" Recycling."
"The Project will play a key role in supporting the U.S. strategy of reshoring manufacturing capability, reducing dependence on foreign magnets and rare earths, which is a top priority for the Trump administration. The increased production capacity could also allow the flexibility to produce a wider range of products and specialist magnets, further improving both financial returns and the Project's ability to become a supplier of choice. HyProMag USA is continuing its ongoing discussions with high-ranking officials in the U.S. Government regarding financial support and project acceleration. The HPMS process remains extremely cost competitive and has independently quantified its exceptionally low CO 2 footprint compared to industry alternatives.
"CoTec secured two new complementary critical mineral technologies targeting the use of Multi-Gravity Technology for the recovery of ultra fine iron and manganese and a joint collaboration with McGill University, Québec, Canada ("McGill") "WaveCracker TM " which will investigate extended applications of microwave technologies with the aim of improving low-carbon, economic recovery of valuable metals from a range of mineral targets, with a starting focus on copper recoveries particularly in advanced sulphide leaching application."
"CoTec believes the significant strategic and commercial value presented by our 60.3 % direct and indirect stake in HyProMag USA combined with the value of our Lac Jeannine project and our other investments, far exceed our current share price. We are encouraged by recent improvements in our share price, but our market valuation still significantly lags the recent uplift in our REE peer group and the disconnect between our share price and the intrinsic value of our assets remains material. We are working hard to address this matter through various investor outreach programs which have been initiated."
The Company announced a comprehensive loss for the quarter of $1,7 million mainly driven by G&A expenses of $709k and non-cash foreign exchange losses on equity investments and share based compensation of $200k and $269k respectively.
Highlights for the quarter include:
Operational
- Invested US$148,500, and US$132,071 into MagIron LLC ("MagIron") on February 4, 2025, and on March 25, 2025, respectively to maintain its undiluted equity interest
- Completed the selection process and commenced negotiations with Pegasus and BBA for their engagement to provide EPCM services for HyProMag USA project with an engagement contract signed on April 20, 2025. Environment and permitting studies will be supported by U.S.-based Weston Solutions, Inc.
- Commenced Project WaveCracker TM with McGill University, Québec, targeting the application of microwave technology to accelerate sulphide copper leaching
- Entered exclusivity and collaboration agreement with Salter for the use of its multi-gravity technology for the recovery of ultra fine iron and manganese
- HyProMag USA expanded detailed design and engineering phase to include three hydrogen processing of magnet scrap ("HPMS") vessels and initiate concept studies for further expansion, including long loop recycling
- HyProMag USA completed independent ISO-Compliant Product Carbon Footprint Study with Minviro Limited ("Minviro"). Minviro confirmed an exceptionally low CO 2 footprint of 2.35 kg CO 2 eq. per kg of NdFeB cut sintered block
Corporate
- Executive informational overview report on the Company released by Crystal Research Associates LLC. on February 18, 2025
- Drew down $500k on January 6, and February 6, 2025, respectively on the Kings Chapel Convertible Loan Agreement
- Agreed an amendment to the Convertible Loan Agreement with Kings Chapel International Limited on February 28, 2025. Pursuant to the amendment, the principal amount available to the Company under the Convertible Loan Agreement was increased by up to $2.5 million. All other terms remain unchanged
- Drew down an additional $500 under the Kings Chapel Convertible Loan Agreement on March 5, and March 19, 2025, respectively
- Engaged Investing News Network to support an advertising and investor awareness campaign
About CoTec
CoTec is a publicly traded investment issuer listed on the Toronto Venture Stock Exchange ("TSX-V") and the OTCQB and trades under the symbols CTH and CTHCF respectively. CoTec Holdings Corp. is a forward-thinking resource extraction company committed to revolutionizing the global metals and minerals industry through innovative, environmentally sustainable technologies and strategic asset acquisitions. With a mission to drive the sector toward a low-carbon future, CoTec employs a dual approach: investing in disruptive mineral extraction technologies that enhance efficiency and sustainability while applying these technologies to undervalued mining assets to unlock their full potential. By focusing on recycling, waste mining, and scalable solutions, the Company accelerates the production of critical minerals, shortens development timelines, and reduces environmental impact. CoTec's strategic model delivers low capital requirements, rapid revenue generation, and high barriers to entry, positioning it as a leading mid-tier disruptor in the commodities sector.
Please visit www.cotec.ca.
For further information, please contact:
Braam Jonker - (604) 992-5600
Forward-Looking Information Cautionary Statement
Statements in this press release regarding the Company and its investments which are not historical facts are "forward-looking statements" which involve risks and uncertainties, including statements relating to the roll out of its HyProMag USA and Lac Jeannine projects and its investment in Salter, as well as management's expectations with respect to other current and potential future investments and the benefits to the Company which may be implied from such statements. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements, due to known and unknown risks and uncertainties affecting the Company, including but not limited to resource and reserve risks; environmental risks and costs; labor costs and shortages; uncertain supply and price fluctuations in materials; increases in energy costs; labor disputes and work stoppages; leasing costs and the availability of equipment; heavy equipment demand and availability; contractor and subcontractor performance issues; worksite safety issues; project delays and cost overruns; extreme weather conditions; and social disruptions. For further details regarding risks and uncertainties facing the Company please refer to "Risk Factors" in the Company's filing statement dated April 6, 2022, a copy of which may be found under the Company's SEDAR profile at www.sedar.com. The Company assumes no responsibility to update forward-looking statements in this press release except as required by law. Readers should not place undue reliance on the forward-looking statements and information contained in this news release and are encouraged to read the Company's continuous disclosure documents which are available on SEDAR at www.sedar.com.
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 news release.
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25 May
Provaris Energy
Investor Insight
Provaris Energy is at the forefront of developing integrated compressed hydrogen and liquid CO₂ storage and transport infrastructure. With proprietary technology, a capital-light license model, and a growing portfolio of European hydrogen supply chain projects, Provaris is well-positioned to support global decarbonization efforts.
Company Highlights
- Proprietary tank IP and vessel designs enable scalable, low-cost storage and transport solutions.
- Compression technology offers the lowest cost for regional hydrogen supply.
- Term sheet signed with Uniper Global Commodities for 42,500 tpa hydrogen supply; binding Hydrogen SPA targeted mid-2025.
- Second MoU signed in March 2025 for 30,000 tpa hydrogen supply from Norway to Germany; term sheet expected Q2 2025.
- Early cash flow via license and origination fees; no capex required for Provaris to participate in shipping infrastructure.
- Partnership with Yinson Production AS to deliver new liquid CO₂ tank designs targeting maritime, floating, and onshore storage.
- High-volume inbound interest (>150 ktpa) from Nordic and Spanish developers confirms market demand.
- Prototype compressed hydrogen tank in construction, with class approvals expected Q3 2025.
Overview
Provaris (ASX:PV1) offers innovative storage and transport infrastructure essential to lowering the cost of hydrogen and CO₂ supply chains. With offices in Sydney and Oslo, the company is strategically focused on Europe, where decarbonization goals and energy security demand scalable and efficient clean energy solutions.
Provaris has developed a proprietary compressed hydrogen shipping solution designed to deliver “ready-to-use” green hydrogen with the lowest delivered cost for regional markets. Compression has been validated as the most energy- and cost-efficient method for hydrogen delivery, eliminating the need for complex conversion to carriers like ammonia. Studies show Provaris’ model delivers ~50 percent more hydrogen at ~20 percent lower cost compared to ammonia, with emissions well below EU RED II thresholds.
The company's “capital lite” model enables early cash flow and long-term recurring revenue through license and origination fees, without requiring ownership of ships or infrastructure. Each hydrogen supply project can generate ~US$34 million in total revenue for Provaris, including a technology license fee of ~US$16.5 million per project.
With binding commercial milestones targeted for 2025, including two supply agreements with German utilities totaling over 70,000 tonnes per annum of hydrogen, Provaris is well positioned to enable Europe’s transition to clean hydrogen. Europe's hydrogen import needs are forecast to reach 7 million tonnes (Mt) by 2030, with less than 1 percent of that currently supplied by low-carbon sources.
The company is also pioneering bulk liquid CO₂ tank technology in partnership with Yinson Production AS, opening a second stream of licensing revenue and addressing bottlenecks in carbon capture and storage infrastructure. This innovation aligns with Provaris’ mission to enable practical, efficient, and scalable zero-carbon energy supply chains across Europe and beyond.
Advanced Supply Chain Project Pipeline in Europe
Provaris is advancing several green hydrogen export projects from the Nordics to continental Europe:
- Norway: Two hydrogen export projects under MoUs with German utilities (Uniper and a second unnamed utility).
- Germany: Import infrastructure collaboration with utilities; aligned with TSO build-out and industrial decarbonization targets.
- Spain: Ongoing discussions with developers and offtake partners for hydrogen export hubs.
- Finland: Working with local partners to identify export-capable hydrogen production sites.
- The Netherlands: Joint pre-feasibility with Global Energy Storage (GES) for 40,000 tpa hydrogen import terminal in Rotterdam.
These projects underpin a cumulative pipeline of over 150 ktpa and demonstrate Provaris’ ability to meet Europe’s growing hydrogen demand.
Key Features and Benefits of Compressed Hydrogen
- Enhanced Safety: Provaris’ compressed hydrogen technology prioritizes safety in storage and transportation.
- Cost-effectiveness: By eliminating the need for complex liquefaction or ammonia synthesis processes, the company's solutions reduce overall costs.
- Scalability: The technology is adaptable to various project sizes, from regional supply chains to large-scale international exports.
- Environmental Sustainability: Compressed green hydrogen aligns with global efforts to reduce carbon emissions and transition to cleaner energy sources.
Multiple studies reaffirm the simplicity and efficiency of compressed hydrogen enables low-cost supply for Europe.
Innovative Hydrogen Vessel Designs: H2Neo Carrier and H2Leo Barge for export efficiency
Complementing its proprietary compressed hydrogen technology, Provaris is progressing the final design and classification approval phases of two purpose-built vessel types—the H2Neo Carrier and H2Leo Barge—designed to safely and efficiently transport compressed hydrogen across regional maritime routes.
These vessels are central to Provaris' strategy to unlock flexible and cost-effective green hydrogen supply chains. The H₂Neo Carrier is engineered with a cargo capacity of 27,000 cubic meters (equivalent to 450 tonnes of hydrogen at 250 bar pressure) and features a closed containment system that eliminates boil-off losses and minimizes emissions. FEED level design has been completed and approved by classification societies, including safety studies. Final Class approval is expected in 2025, aligning with the company’s targeted project final investment decisions in 2026.
H2Neo carrier solution together with barge storage for loading and discharge sites
The combination proprietary tank technology, automated shipbuilding processes, and flexible infrastructure options, Provaris offers a lower total cost of ownership and faster deployment compared to alternative hydrogen carriers such as ammonia or liquid hydrogen. These innovations position Provaris as a first mover in delivering safe, scalable, and cost-competitive maritime transport for green hydrogen across Europe.
Innovating CO2 Storage and Transport
As part of its commitment to sustainable energy solutions, Provaris is expanding its portfolio in 2024 to include CO₂ storage. This strategic move commenced with a ground-breaking partnership with Norway’s Yinson Production AS to bring innovation to liquid CO₂ storage and transport, for both maritime and onshore applications. Yinson is a US$3 billion global energy infrastructure leader in FPSOs and renewable technologies, having raised US$1.6 billion in late-2024 for growth funding, including the establishment of CO₂ supply chains.
A Joint Development Agreement (JDA) to develop new bulk liquid CO₂ (LCO2) tank designs for floating, onshore and ship-based storage applications, solves an industry bottleneck for CO₂ tank capacity limited to ~7,500 cbm. Targeting major gains in storage volume and reduced storage costs, tank designs at low pressure and temperature maximise storage and efficiency to reduce storage and transport costs.
Aligned with its technology license model for hydrogen, Yinson is funding Provaris’ development of new tank designs to be jointly owned and then licensed to owners of floating storage, shipping and land-based storage solutions, which will include Yinson.
In March 2025, Provaris completed a concept design for a large-volume, low-pressure tank solution, unlocking a new stream of license fee revenue. The initial license fee of US$200,000 has already been received, and further payments are anticipated as development progresses.
Milestones for June 2025 include the completion of Phase 2 of the JDA which will include a type rating approval of a LCO2 tank and integrated with Yinson’s development of a Floating Storage Injection Unit (FSIU) proposed for the use in offtshore CCS injection projects under development in Europe and Asia.
Management Team
Martin Carolan – Managing Director & CEO
Greg Martin – Chairman
Andrew Pickering – Non-executive Director
David Palmer – Non-executive Director
Per Roed – Chief Technical Officer
Mats Fagerberg – Business Development, Europe
Garry Triglavcanin – Product Development Director
Norman Marshall – Group Commercial Manager
John Stevenson – Group Financial Controller
Jessica Roed – Operations Manager, Norway
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