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RKR.V ·

Rokmaster Closes Private Placement

Financings

ROKMASTER CLOSES PRIVATE PLACEMENT

VANCOUVER, BC

,

July 14, 2023

/CNW/ - Rokmaster Resources Corp. (TSXV: RKR) (OTCQB:

RKMSF) (FSE: 1RR1)

("Rokmaster"

or the

"Company")

is pleased to announce that it has closed

its non-brokered financing (the "

Financing

") with the issuance of 10,000,000 units at a price of

$0.05

per unit (a "

Unit

") for gross proceeds of

$500,000

.

Each Unit is comprised of one common share of the Company and one-half (1/2) non-transferrable

common share purchase warrant. Each whole warrant entitles the holder to purchase one additional

common share of the Company (a "

Warrant Share

") at a price of

$0.09

per Warrant Share for a

period of one year expiring on

July 14, 2024

(the "

Expiry Date

"), subject to the Acceleration

Provision.

If at any time prior to the Expiry Date, the Company's common shares trade at or above a price of

$0.15

per common share on the TSX Venture Exchange (the "

Exchange

") for a period of 10

consecutive trading days commencing four months plus one day after the issue date, the Company

may, at its option, accelerate the Expiry Date by issuing a press release announcing such

acceleration (the "

Acceleration Press Release

"), and, in such case, the Expiry Date shall be

deemed to be the 30th day following the date of issuance of the Acceleration Press Release (the

"Acceleration Provision").

Certain insiders of the Company acquired

$245,000

of the Financing and as such a portion of the

Financing is considered a related party transaction as defined in the Exchange's Policy 5.9 and

Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("

MI

61-101

").The Company is relying upon the exemption from the formal valuation and minority

shareholder approval requirements of MI 61-101 as neither the fair market value of the shares

subscribed for, nor the consideration paid for the shares, exceeds 25% of the Company's market

capitalization

The securities issued pursuant to the Financing are subject to a four-months and one day hold period

expiring

November 15, 2023

and were not offered or registered in

the United States

.

Proceeds from the Financing will be used to fund the Company's projects and for general working

capital purposes.

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: 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 events or results or

otherwise.

SOURCE

Rokmaster Resources Corp.

View original content to download multimedia:

http://www.newswire.ca/en/releases/archive/July2023/14/c8837.html

%SEDAR: 00031923E

For further information:

Please contact Mr. John Mirko, CEO of Rokmaster Resources,

[email protected], Ph. +1 (604) 290-4647 or the Company's website: www.rokmaster.com;

For shareholder information please contact: Mike Kordysz, [email protected], Ph. +1

(604)319-3171

CO: Rokmaster Resources Corp.

CNW 17:30e 14-JUL-23