Rokmaster Announces Up to $550,000 Financing
Rokmaster Announces Up to $550,000
Financing
VANCOUVER, BC
,
April 4, 2025
/CNW/ - Rokmaster Resources Corp. (TSXV: RKR) (OTCQB:
RKMSF) (FSE: 1RR1) ("Rokmaster" or "the Company") announces that the Company intends to
complete a non-brokered financing (the "Financing") for a total of up to
$550,000
involving the sale
of flow-through shares (the "FT Shares") and non-flow-through units (the "NFT Units").
The flow-through funding will consist of up to 6,250,000 FT Shares, priced at
$0.04
per FT Share for
gross proceeds of up to
$250,000
and the non-flow-through funding will consist of up to 15,000,000
NFT Units, priced at
$0.02
per NFT Unit for gross proceeds of up to
$300,000
. Each NFT Unit will
consist of one common share plus one-half non-transferable share purchase warrant (a "Warrant").
Each whole Warrant is exercisable to purchase one additional common share of the Company (the
"Warrant Share") at
$0.05
for a period of two years from the date of closing.
The Warrants are subject to an accelerated expiry date, which comes into effect when the trading
price on the TSX Venture Exchange of the Company's common shares closes at or above
$0.10
per
share for a period of 10 consecutive trading days commencing four months plus one day after the
date of closing. In such event, the Company may, at its option, accelerate the expiry date of the
Warrants by issuing a press release (the "Notice") to the Warrant holders and in such case, the
expiry date of the Warrants will be 30 days from the date of the Notice.
The FT Shares will qualify as "flow-through shares" (within the meaning of subsection 66(15) of
the
Income Tax Act
(
Canada
) (the "
Tax Act
"). The gross proceeds raised from the sale of the FT
Share will be used by Rokmaster to incur "Canadian exploration expenses" (within the meaning of
the Tax Act). Rokmaster will use funds raised from the sale of the NFT Units on non-flow-through
eligible project expenses as well as for general working capital purposes. The Company reserves
the right to accept additional funds, subject to regulatory approval, should the Financing be
oversubscribed.
Directors and officers of the Company may acquire securities under the Financing, which
participation would be considered to be a "related party transaction" as defined under Multilateral
Instrument 61-101 ("MI 61-101"). Such participation is expected to be exempt from the formal
valuation and minority shareholder approval requirements of MI 61-101.
The Financing is subject to TSX Venture Exchange approval and all securities issued pursuant to the
Financing will be subject to a four-month and one day hold period from the closing date and are not
being offered or registered in
the United States
.
For more information please contact:
John Mirko
, President & CEO of Rokmaster Resources Corp.,
Ph. +1 (604) 290-4647 or by website:
www.rokmaster.com
For shareholder information please contact:
Mike Kordysz,
, Ph. +1 (604) 319-3171
On Behalf of the Board of Directors of
Rokmaster Resources Corp.
John Mirko
,
President & Chief Executive Officer.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term in defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
press release.
CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS: This news release may
contain forward-looking information within the meaning of applicable securities laws ("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. These forward-looking statements are subject to a
variety of risks and uncertainties which could cause actual events or results to differ materially from
those reflected in the forward-looking statements, including, without limitation: completing the
Financing; risks related to fluctuations in metal prices; uncertainties related to raising sufficient
financing to fund the planned work in a timely manner and on acceptable terms; changes in planned
work resulting from weather, logistical, technical or other factors; the possibility that results of work
will not fulfill expectations and realize the perceived potential of the Company's properties; risk of
accidents, equipment breakdowns and labour disputes or other unanticipated difficulties or
interruptions; the possibility of cost overruns or unanticipated expenses in the work program; the risk
of environmental contamination or damage resulting from Rokmaster's operations and other risks
and uncertainties. Any forward-looking statement speaks only as of the date it is made and, except
as may be required by applicable securities laws, the Company disclaims any intent or obligation to
update any forward-looking statement, whether as a result of new information, future vents or
results or otherwise.
SOURCE
Rokmaster Resources Corp.
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%SEDAR: 00031923E
CO: Rokmaster Resources Corp.
CNW 06:00e 04-APR-25