LODE 8-K
Comstock Inc. (LODE)
|
|
|
|
|
(State or Other
Jurisdiction of Incorporation)
|
(Commission File Number)
|
(I.R.S. Employer
Identification Number)
|
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
|
Title of each class
|
Trading symbol(s)
|
Name of each exchange on which registered
|
|
|
|
|
|
99.1
|
||
|
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
|
COMSTOCK INC.
|
||
|
Date: January 21, 2025
|
By:
|
/s/ Corrado De Gasperis
|
|
Corrado De Gasperis
Executive Chairman and Chief Executive Officer
|
||
Exhibit 99.1
COMSTOCK FUELS EXECUTES AGREEMENT WITH HEXAS BIOMASS
Combines Pioneering Bioleum Refining Process with High Yield Energy Crops to Create Perpetual “Drop-In Permian Basins” with the Capacity for Domestic Energy Dominance
OKLAHOMA CITY, OKLAHOMA – JANUARY 21, 2025 – Comstock Inc. (NYSE American: LODE) today announced that its subsidiary, Comstock Fuels Corporation (“Comstock Fuels”), a leader in advanced lignocellulosic technologies, has executed an agreement with Hexas Biomass Inc. (“Hexas”), securing exclusive rights to Hexas’ intellectual properties in liquid fuels applications, subject to certain pre-existing agreements and relationships.
Domestic Energy Dominance
Comstock Fuels delivers advanced lignocellulosic biomass refining solutions that set industry benchmarks for production of renewable BioleumTM fuels at market-leading yields of up to 140 gallons per dry metric ton of feedstock (on a gasoline gallon equivalent basis, or “GGE”), depending on feedstock, site conditions, and other process parameters.
Hexas has developed a suite of proprietary intellectual properties for the propagation, production, harvesting, and processing of purpose grown energy crops with proven yields exceeding 25 to 30 dry metric tons per acre per year, or about 4 to 7 times the yields of traditional forestry species. Hexas crops are specifically designed to thrive in diverse environments, including marginal or underutilized lands, that complement and enhance the current agricultural ecosystem without disrupting or competing with food production.
The combination of Comstock Fuels’ high yield Bioleum refining platform and Hexas’ high yield energy crops allows for the production of enough feedstock to produce upwards of 100 barrels of fuel per acre per year, effectively transforming marginal agricultural lands into perpetual “drop-in sedimentary oilfields” with the potential to dramatically boost domestic energy independence and expand and elevate rural economies while using regenerative agricultural practices. For comparison, producers of soy and corn only net about 2 and 10 barrels of biofuel per acre per year, respectively.
The New Standard in Oil
“The U.S. DOE has previously estimated that America can produce upwards of one billion tons per year of biomass for conversion into transportation fuels,” said Kevin Kreisler, Comstock Fuels’ chief technology officer. “That’s enough to produce more than 3 billion barrels of fuel per year with our refining solutions. Converting just 5% of America’s agricultural lands, or about 40 million acres, into profitable fuel farms with Hexas’ high yield energy crops would double that output with Bioleum fuels, thereby filling America’s entire annual oil demand for energy and transportation while contributing to extraordinary prosperity across rural American industrial and farming communities.”
Comstock Fuels plans to partner with oil producers and enable domestic energy dominance by directly building, owning, and operating a network of U.S. Bioleum Refineries. Comstock Fuels plans to demonstrate the remarkable economic and other incentives of its solutions at scale with a 75,000 metric ton per year commercial demonstration facility in Oklahoma, which is now also planned to include a local 5,000-acre fuel farm based on the Hexas energy crop technologies.
Transformative Development Opportunity
“At Hexas, we believe in making the highest and best use of natural resources,” added Wendy Owens, Hexas’ chief executive officer. “This includes providing industries with access to abundant, carbon negative, and ecologically positive feedstocks. Our philosophical and strategic alignment with Comstock leverages two quality-minded systems capable of sustainable, global, natural, social and financial impact. We are ready to integrate and deploy our capacity and solutions into what should quickly prove out to be a truly carbon negative impact in liquid fuels.”
“Including an embedded feedstock model in our system provides unprecedented benefits to our renewable fuel solutions, supply chains and partners,” added David Winsness, Comstock Fuels’ president. “While our solutions are designed to process most known forms of lignocellulosic biomass, the Hexas technologies now allow us to “anchor” each of our owned and licensed Bioleum Refineries with a captive, perpetual feedstock supply, ensuring the reliability, consistency, scale, and pricing needed to mitigate risk and maximize profitability. Existing project developers and producers should consider this announcement as an open call to partner with us to change their process technologies and elevate their solutions.”
Kreisler concluded, “Our ultimate ambition is to build shareholder value by systemically empowering agricultural, forestry, pulp and paper, renewable fuels, petroleum, energy, and mobility stakeholders to license and deploy our solutions across their respective industries at speeds that are far greater than any single company could ever achieve. We are laser focused on enabling that system, and we couldn’t be more excited to partner with Hexas and its remarkable team.”
The new agreement also calls for a $500,000 strategic investment into Hexas from Comstock Fuels and for the two companies to execute a joint development agreement to collaborate on site development activities for planned Bioleum Refineries and further innovations for Comstock Fuels.
About Hexas Biomass Inc.
Hexas Biomass Inc. (“Hexas”) produces purpose grown plant-based feedstock solutions from proprietary varieties of a giant perennial grasses, including XanoGrass™ to produce XanoFiber™. XanoGrass™ is a perennial, fast growing, extremely high yielding biomass that is pest resistant, with remarkably wide climate and soil type adaptions that supplements traditional feedstocks at equal or better performances and lowers costs while leveraging existing infrastructures.
About Comstock Fuels Corporation
Comstock Fuels Corporation (“Comstock”) delivers advanced lignocellulosic biomass refining solutions that set industry benchmarks for production of cellulosic ethanol, gasoline, renewable diesel, sustainable aviation fuel (“SAF”), and other renewable fuels, with extremely low carbon intensity scores of 15 and market-leading yields of up to 140 gallons per dry metric ton of feedstock (on a gasoline gallon equivalent basis, or “GGE”), depending on feedstock, lignin content, site conditions, and other process parameters. Comstock plans to contribute to domestic energy dominance by directly building, owning, and operating a network of Bioleum Refineries in the U.S. to refine 50 million tons of biomass annually into 8 billion gallons of renewable fuel by 2035, starting with its first 75,000 TPY commercial demonstration facility in Oklahoma. Comstock also licenses its advanced refining solutions to third parties for additional production in the U.S. and global markets, including several recently announced and other pending projects. To learn more, please visit www.comstockfuels.com.
About Comstock Inc.
Comstock Inc. (NYSE: LODE) innovates and commercializes technologies that are deployable across entire industries to contribute to energy abundance by efficiently extracting and converting under-utilized natural resources, such as waste and other forms of woody biomass into renewable fuels, and end-of-life electronics into recovered electrification metals. Comstock’s innovations group is also developing and using artificial intelligence technologies for advanced materials development and mineral discovery for sustainable mining. To learn more, please visit www.comstock.inc.
Comstock Social Media Policy
Comstock 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 LLC
Tel (203) 487-2759
For media inquiries or questions:
Comstock Inc., Tracy Saville
Tel (775) 847-7573
Forward-Looking Statements
This 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.