SKY QUARRY INC. ANNOUNCES COMMENCEMENT OF PRIVATE PLACEMENT
November 3, 2023- Sky Quarry Inc. (“Sky Quarry”, “SQI” or the “Company”) a “Clean Tech” company dedicated to solving the environmental problems caused by the disposal of waste asphalt shingles (“WAS”) is pleased to announce that it has launched a private placement ahead of a planned public offering and Nasdaq listing which it intends to commence in Q1 2024. To learn more about the offering visit: https://skyquarry.com/invest/
Solving the Waste Asphalt Shingle Crisis: Sky Quarry Inc. and its subsidiaries are, collectively, an oil production, refining, and a development-stage environmental remediation company formed to deploy technologies to facilitate the recycling of waste asphalt shingles and remediation of oil-saturated soils. Our Waste-to-Energy Solutions convert toxic waste asphalt shingles into sustainable oil while recycling finite materials, decreasing landfill waste, and reducing harmful emissions. Our proprietary bitumen extraction tech utilizes a closed-loop recycling process that recovers both oil and resources and our technology is an environmentally-safe, solvent-based process:
Up to 99% solvent is recycled
No water is consumed in the process
Reduced greenhouse gas emissions
Up to 99% bitumen is extracted
As part of our growth strategy, we are offering (the “Offering”) to accredited investors up to 4,000,000 shares of our Series B Convertible Preferred Stock (the “Preferred Shares”). The subscription price per Preferred Share is $2.50 and the minimum purchase is Two Thousand (2,000) Preferred Shares (with a purchase price of $5,000). To the extent not previously converted, the Preferred Shares will automatically convert into shares of common stock of the Company on the filing with the SEC of a registration statement on Form 8-A upon the closing of an initial public offering of common stock by the Company (including in its proposed Regulation A Offering, defined below). Upon such conversion and subject to any additional adjustments as may be required pursuant to the anti-dilution provisions of the Preferred Shares, the Preferred Shares will be converted into a number of shares of common stock of the Company equal to the quotient obtained by multiplying the aggregate dollar amount of the Preferred Shares then outstanding, plus accrued but unpaid dividends thereon, by seventy percent (70%) of the price per share or deemed price per share to the public in the proposed Regulation A Offering, rounded to the nearest whole share.
Following this Offering, we intend to conduct an offering of our common stock of up to $20,000,000 pursuant to Regulation A under the Securities Act of 1933 (“Regulation A Offering”), and to apply to have our common stock listed on the Nasdaq Capital Market under the symbol “SKYQ.” The listing of our common stock on the Nasdaq Capital Market is not a condition to our proceeding with this Offering, and no assurance can be given that our application to list on Nasdaq will be approved or that an active trading market for our common stock will develop. Neither our common stock nor our preferred stock are currently listed or quoted for trading on any exchange or over the counter market.
Join Us in Transforming Waste into Value
We would like to invite you to explore our new investment opportunity and consider investing in Sky Quarry. Visit our offering page to learn more about our scalable business model, multiple revenue streams, and the impact of our recent acquisitions. To learn more about the offering please visit: Sky Quarry Invest - Sky Quarry
About Sky Quarry Inc.
Sky Quarry Inc. and its subsidiaries (“Sky Quarry,” “SQI” or the “Company”) are, collectively, an oil production, refining, and a development-stage environmental remediation company formed to deploy technologies to facilitate the recycling of waste asphalt shingles and remediation of oil-saturated soils. Our purpose led mission is to conserve resources through recycling, decreasing landfill waste, reducing emissions and dependence on foreign oil, and embed long term sustainability.
Legal Disclaimer:
Sky Quarry is currently undertaking a private placement offering pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Rule 506(c) of Regulation D promulgated thereunder. Investors should consider the investment objectives, risks, and investment time horizon of the Company carefully before investing. The offering documents relating to each offering of equity interests by the Company will contain this and other information concerning the Company, including risk factors, which should be read carefully before investing. Securities of the Company are being offered and sold in reliance on exemptions from registration under the Securities Act. In accordance therewith, you should be aware that (i) the securities may be sold only to “accredited investors,” as defined in Rule 501 of Regulation D; (ii) the securities will only be offered in reliance on an exemption from the registration requirements of the Securities Act and will not be required to comply with specific disclosure requirements that apply to registration under the Securities Act; (iii) the United States Securities and Exchange Commission (the “SEC”) will not pass upon the merits of or give its approval to the securities, the terms of the offering, or the accuracy or completeness of any offering materials; (iv) the securities will be subject to legal restrictions on transfer and resale and investors should not assume they will be able to resell their securities; investing in these securities involves a high degree of risk, and investors should be able to bear the loss of their entire investment. Furthermore, investors must understand that such investment could be illiquid for an indefinite period of time. The offering documents may include “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provisions for forward looking statements. This information is supplied from sources we believe to be reliable but we cannot guarantee accuracy. Although we believe our expectations expressed in such forward-looking statements are reasonable, we cannot assure you that they will be realized. Investors are cautioned that such forward-looking statements involve risks and uncertainties, including, but not limited to the risks and uncertainties set forth in the attached materials, which could cause actual results to differ materially from the anticipated results set forth in such forward-looking statements. Any forward-looking statement made by us speaks only as of the date on which it is made, and we undertake no obligation to publicly update any forward-looking statement except as may be required by law.
The Company is "Testing the Waters" under Regulation A under the Securities Act of 1933. The Company is not under any obligation to make an offering under Regulation A. No money or other consideration is being solicited in connection with the information provided, and if sent in response, will not be accepted. No offer to buy the securities can be accepted and no part of the purchase price can be received until an offering statement on Form 1-A has been filed and until the offering statement is qualified pursuant to Regulation A of the Securities Act of 1933, as amended, and any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance given after the qualification date. Any person's indication of interest involves no obligation or commitment of any kind. The information in that offering statement will be more complete than the information the Company is providing now, and could differ materially. You must read the documents filed. No offer to sell the securities or solicitation of an offer to buy the securities is being made in any state where such offer or sale is not permitted under the "blue sky" or securities laws thereof. No offering is being made to individual investors in any state unless and until the offering has been registered in that state or an exemption from registration exists therein. The securities offered using Regulation A are highly speculative and involve significant risks. The investment is suitable only for persons who can afford to lose their entire investment. Furthermore, investors must understand that such investment could be illiquid for an indefinite period of time. No public market currently exists for the securities, and if a public market develops following the offering, it may not continue. The Company intends to list its securities on a national exchange and doing so entails significant ongoing corporate obligations including but not limited to disclosure, filing and notification requirements, as well compliance with applicable continued quantitative and qualitative listing standards.
