Rt Minerals Corp. Completes Acquisition of the Rogue Property
RT MINERALS CORP. COMPLETES ACQUISITION OF THE ROGUE PROPERTY
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION
IN
THE
UNITED
STATES
Vancouver, B.C. – January 16, 2025 – RT Minerals Corp. (TSXV: RTM) (OTC Pink: RTMFF) (the
“Company”
or
“RTM”)
is
pleased
to
announce
the
successful
completion
of
its
acquisition
of
100%
of
the
issued
and
outstanding
shares
of
1502493
B.C.
Ltd.
(the
“Transaction”),
effective
January
13,
2025.
With
this
acquisition,
RT
Minerals
now
indirectly
holds
a
100%
interest
in
the
Rogue
Property
through
its
wholly-owned
subsidiary,
1502493
B.C.
Ltd.
The Rogue Property is located on the Baie Verte Peninsula in Western Newfoundland, an area
renowned
for
its
high
mineral
exploration
potential.
Under the terms of the definitive share exchange agreement (the “Definitive Agreement”),
which
was
circulated
for
signatures
on
October
21,
2024,
and
fully
executed
on
November
18,
2024
,
between
RT
Minerals,
1502493
B.C.
Ltd.,
and
its
shareholders,
RT
Minerals
issued
an
aggregate
of
3.5
million
common
shares
(the
“Consideration
Shares”)
in
the
capital
of
RT
Minerals.
The
Consideration
Shares
were
issued
at
a
deemed
price
of
$0.10
per
share
on
a
pro
rata
basis
in
exchange
for
all
outstanding
shares
of
1502493
B.C.
Ltd.
Transaction Details and Disclosures
●
Arm’s
Length
Transaction:
The
transaction
is
considered
an
arm’s
length
transaction
as
none
of
the
shareholders
of
1502493
B.C.
Ltd.
are
directors,
officers,
or
hold
greater
than
10%
of
the
shares
of
RT
Minerals.
●
No
Debt
Assumed:
RT
Minerals
did
not
assume
any
long-term
debt
as
part
of
this
transaction.
●
No
Finder’s
Fees:
No
finder’s
fees
were
paid
in
connection
with
this
transaction.
●
No
Change
in
Control:
This
transaction
did
not
result
in
a
change
of
control
or
the
creation
of
any
new
control
persons.
The Consideration Shares were issued pursuant to the Take-Over Bid and Issuer Bid prospectus
exemption
under
Section
2.16
of
National
Instrument
45-106
–
Prospectus
Exemptions
and
are
not
subject
to
resale
restrictions.
All
necessary
regulatory
approvals,
including
those
from
the
TSX
Venture
Exchange,
and
customary
closing
conditions
were
satisfied
prior
to
the
completion
of the Transaction.
The Consideration Shares have not been and will not be registered under the United States
Securities
Act
of
1933,
as
amended
(the
“U.S.
Securities
Act”),
or
any
applicable
state
securities
laws.
Consequently,
these
securities
may
not
be
offered
or
sold
in
the
United
States
unless
registered
under
the
U.S.
Securities
Act
and
applicable
state
securities
laws
or
pursuant
to
an
exemption
from
such
registration
requirements.
This
news
release
does
not
constitute
an
offer
to
sell
or
the
solicitation
of
an
offer
to
buy
any
securities
in
any
jurisdiction
where
such
an
offer
or
solicitation
would
be
unlawful.
About RT Minerals Corp.
RT Minerals Corp. is a junior exploration company listed on the TSX Venture Exchange under
the
symbol
RTM.
The
Company
holds
a
diverse
portfolio
of
assets
with
interests
in
rare
earth
elements,
gold,
and
base
metals,
located
primarily
in
Ontario
and
Newfoundland,
Canada.
For
more information, please visit the Company’s website at www.rtmcorp.com.
Forward-Looking Statements
This news release contains forward-looking statements, which relate to future events or
performance
and
reflect
management’s
expectations
and
assumptions.
Such
statements
are
not
guarantees
of
future
results
and
are
subject
to
risks
and
uncertainties,
including
but
not
limited
to,
market
conditions,
availability
of
financing,
exploration
results,
environmental
risks,
metal
prices,
regulatory
approvals,
and
operational
challenges.
Readers
are
cautioned
to
review
the
Company’s continuous disclosure filings available on SEDAR at www.sedar.com for a detailed discussion of these risks. The Company assumes no obligation to update or revise
forward-looking
statements
except
as
required
by
law.
Contact Information
Alson
Niu
Director,
RT
Minerals
Corp.
Phone:
778-751-6155
Neither 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.