Royal Lifescience Corp. Announces Update on Its Qualifying Transaction

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Royal Lifescience Corp. Announces Update on Its Qualifying Transaction

May 31, 2018 NEX Board of the TSX Venture Exchange Trading Symbol: RLS.H

Vancouver, BC – Royal Lifescience Corp. (NEX: “RLS.H”) (the “Company”), a capital pool company pursuant to Policy 2.4 of the TSX Venture Exchange (the “Exchange”), is pleased to announce that further to its press releases dated November 22, 2017, January 10, 2018 and May 2, 2018, the shareholders of the Company approved all matters put before them at the annual and special shareholder meeting of the Company held on May 30, 2018. Among other things, shareholders have approved the previously announced amalgamation (the “QT”) between the Company and Rover Metals Corp. (“Rover”) pursuant to which the Company will amalgamate with Rover under the Business Corporations Act (British Columbia), to continue as an amalgamated British Columbia entity (the “Resulting Issuer”).

The Company was also advised that the shareholders of Rover approved, among other matters, the QT on May 16, 2018.

The Company and Rover are pleased to announce that to date Rover has received subscriptions totaling $1,386,878 pursuant to the Rover’s non-brokered private placement (the “Private Placement”) consisting of (i) 1,752,700 of units of Rover (the “FT Units”) at a price of $0.14 per FT Unit for gross proceeds of $245,378.00. Each FT Unit is comprised of one common share in the capital of Rover issued on a flow-through basis in accordance with the provisions of the Income Tax Act (Canada) (the “FT Shares”) and one non-flow-through common share purchase warrant (a “FT Warrant”). Each FT Warrant shall entitle the holder thereof to acquire an additional Common Share an exercise price of $0.28 for a period of 12 months following the date of issuance and at an exercise price of $0.56 for the period commencing 12 months following the date of issuance and ending 24 months following the date of issuance. Rover closed the first tranche of the FT Units Private Placement on December 31, 2017 and issued a total of 1,377,000 FT Units for a total consideration of $192,780.00; (ii) 9,132,000 units of Rover (the “CS Units”) at a price of $0.125 per CS Unit for gross proceeds of $1,141,500. Each CS Unit is comprised of one common share in the capital of Rover (the “Common Shares”) and one common share purchase warrant (a “CS Warrant”). Each CS Warrant shall entitle the holder thereof to acquire an additional Common Share an exercise price of $0.25 for a period of 12 months following the date of issuance and at an exercise price of $0.50 for the period commencing 12 months following the date of issuance and ending 24 months following the date of issuance. The Private Placement is expected to close immediately prior to completion of the QT.

The QT remains subject to the final approval of the Exchange. Once final approval has been obtained, the QT will constitute the Qualifying Transaction of the Company, as defined under the policies of the Exchange. The Exchange has conditionally approved the QT on April 30, 2018.

Trading in the common shares of the Company will continue to remain halted and will recommence at such time as the Exchange may determine based on the satisfaction of certain requirements pursuant to the Exchange Policy 2.4.

About the Company

The Company is designated as a Capital Pool Company by the Exchange. The Company has not commenced commercial operations and has no assets other than cash. The only business of the Company is the identification and evaluation of assets or businesses with a view to completing a "Qualifying Transaction" in accordance with Exchange Policy 2.4 - Capital Pool Companies.

On behalf of the Board of Directors

Minaz Dhanani Chief Executive Officer, Chief Financial Officer, Director

For further information please contact:

Minaz Dhanani Telephone: (604) 783-7361

Cautionary Statements

All information contained in this news release with respect to the Company and Rover was supplied by the parties, respectively, for inclusion herein, and the Company and its directors and officers have relied on Rover for any information concerning Rover.

Completion of the QT is subject to a number of conditions, including but not limited to, Exchange final acceptance and if applicable pursuant to Exchange requirements. There can be no assurance that the QT will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the joint information circular dated April 30, 2018 prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The Company common shares have not been and will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirement. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

This news release contains forward-looking statements relating to the timing and completion of the QT and other statements that are not historical facts. Forward-looking statements are often identified by terms such as "will", "may", "should", "anticipate", "expects" and similar expressions. All statements other than statements of historical fact, included in this release, including, without limitation, statements regarding the QT and the future plans and objectives of the Company, are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include the failure to satisfy the conditions to completion of the QT set forth above and other risks detailed from time to time in the filings made by the Company with securities regulations

Neither the TSX Venture Exchange not 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.