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Red Oak Mining Corp. Closes Non-Brokered Private Placement and Debt

Financings

26312711.1

1400-1111 West Georgia Street

Vancouver, British Columbia

V6E 4M3, Canada

NEWS RELEASE

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR

DISTRIBUTION TO U.S. WIRE SERVICES

Red Oak Mining Corp. Closes Non-Brokered Private Placement and Debt

Settlement

Vancouver, BC – Friday, August 25, 2017 – Red Oak Mining Corp. (NEX – ROC.H) (the

“Company” or “Red Oak”) announces the closing of its previously announced non-brokered

private placement (the "Offering") of 3,433,333 common shares (each a "Share") at a price of

$0.075 per Share, for aggregate gross proceeds of $257,500 (the “Offering”). The Company

also announces that it has settled an aggregate of $914,366 of i ndebtedness through the

issuance of an aggregate of 12,191,550 Shares of the Company (the “Debt Settlement”).

In connection with closing of t he Offering the Company paid finder's fees of $ 2,940 to PI

Financial Corp. in accordance with applicable securities laws and the policies of the TSX

Venture Exchange. The net proceeds from the Offering will be used for general working capital

and to review potential new business opportunities.

Jay Roberge, President, CEO, and Director of the Company, comments: “We are pleased to

have completed the reorganization and recapitalization of Red Oak, which has enabled us

dramatically improve the Company’s balance sheet and leave Red Oak with working capital we

can utilize to conduct due diligence and negotiate the acquisition of a business or project to

complete the Company’s reactivation. We would like to welcome all new shareholders to the

Company and thank you for your support.”

The securities issued under the Offering and Debt Settlement will be subject to a standard four

month and one day hold period. Brijender (Binny) Jassal, the Company’s Chief Financial Officer,

subscribed for 1,200,000 Shares under the Debt Settlement, and James Ferreira, a Director of

the Company, subscribed for 200,000 Shares under the Debt Settlement. The subscriptions by

Mssrs. Jassal and Ferreira constitute related-party transactions under Multilateral Instrument

61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Because

the value of the subscriptions is less than 25 per cent of the Company’s market capitalization,

they are exempt from the formal valuation and minority shareholder approval requirements of MI

61-101.

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26312711.1

On behalf of the Board of Directors

RED OAK MINING CORP.

“Jay Roberge”

Jay Roberge, President, CEO, and Director

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.