Rokmaster Announces $8.5M Financing with a Strategic Investment by Crescat Capital

- December 15th, 2020

Rokmaster Resources Corp. is pleased to announce that Ascenta Finance Corp. has arranged a non-brokered financing for a total of up to $8,500,000 involving the sale of flow-through units and non-flow-through units . Crescat Capital LLC has agreed to make a strategic investment in Rokmaster that will net the Company $2,750,000 . Crescat will have an option to participate in future financings to maintain its interest …

 Rokmaster Resources Corp. (TSX: RKR) (OTCQB: RKMSF) (FSE: 1RR1) (“Rokmaster” or the “Company”) is pleased to announce that Ascenta Finance Corp. (” Ascenta “) has arranged a non-brokered financing (the ” Financing “) for a total of up to $8,500,000 involving the sale of flow-through units (the ” FT Units “) and non-flow-through units (the ” NFT units “).

Crescat Capital LLC (“Crescat”) has agreed to make a strategic investment in Rokmaster that will net the Company $2,750,000 . Crescat will have an option to participate in future financings to maintain its interest in the Company for a three year period from the date of closing.

“Crescat is taking an activist approach to investing in the precious metals mining industry. Our goal is to identify and invest in a portfolio of big, high-grade discoveries in the hands of undervalued juniors where we can help unlock value. We are very impressed with the grade and volume of gold and silver as demonstrated in Rokmaster’s recently announced news release dated December 8, 2020 summarizing PEA results and the ability to increase the existing mineral resource on short order” said Kevin Smith , Crescat’s founder and Chief Investment Officer.

Dr. Quinton Hennigh is the technical consultant for all of Crescat’s gold and silver mining investments. Dr. Hennigh is a world-renowned exploration geologist with more than 30 years of experience including with major gold mining firms Homestake Mining, Newcrest Mining, and Newmont Mining. Dr. Hennigh stated “Rokmaster’s Revel Ridge Project – Main Zone displays geological similarities to several large, deep-rooted mesothermal precious metal-polymetallic lode systems such as the famous Coeur d’Alene district in Idaho . The deposit displays consistent multi-meter thickness and great continuity along strike and, as recent drilling has demonstrated, at depth. While the current AuEq resources are a very good start, this style of deposit bodes well for significant expansion. Mineralization is clearly open along strike and at depth, and Rokmaster is making a solid commitment to aggressively expand the resource. Rokmaster has also recently addressed one of the biggest challenges associated with Revel Ridge, its refractory metallurgical nature, by demonstrating in its recently published PEA that gold-rich floatation concentrates can be treated on site with a modest pressure oxidation circuit. We look forward to working with Rokmaster as they advance this remarkable deposit.”

The flow-through funding will consist of up to 13,480,114 FT Units, priced at $0.44 each for gross proceeds of up to $5,931,250 . Each FT Unit will consist of one flow-through common share (the ” FT Share “) plus one share purchase warrant to purchase one non-flow-through common share of the Company (a ” Warrant Share “) at $0.48 per Warrant Share for a period of two years.

Additionally, the non-flow-through funding will consist of up to 8,027,344 NFT Units, priced at $0.32 each for gross proceeds of up to $2,568,750 . Each NFT Unit will consist of one common share plus one share purchase warrant to purchase a Warrant Share at $0.48 for a period of two years.

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 component of the FT Units 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 working capital purposes.

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 Company may pay certain finder’s fees in relation to the Financing. This non-brokered private placement is subject to TSX Venture Exchange approval. All shares issued pursuant to this offering and any shares issued pursuant to the exercise of warrants 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 .

An updated corporate presentation, figures and photos are available on Rokmaster’s website at https://www.rokmaster.com/projects/revel-ridge/

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.

About Rokmaster

Rokmaster controls a portfolio of three significant exploration and development projects all of which are located in southern British Columbia in regions of excellent infrastructure. The three projects include:

  1. Revel Ridge. Rokmaster is currently conducting an underground drill program at the Revel Ridge project located in southeastern British Columbia 35 km’s N of the City of Revelstoke . Revel Ridge is a high-grade gold and polymetallic orogenic sulphide deposit which has been the subject of a PEA Technical Report dated December 8, 2020 .
  2. Big Copper. Rokmaster controls the Big Copper property in the Creston area of Southern British Columbia . Big Copper is a high-grade copper-silver occurrence hosted in mid-Proterozoic rocks. Copper-silver mineralization has been traced for 3 km along strike and is exposed in a series of adits and trenches over approximately 250- 300 m of vertical relief. Big Copper likely belongs to a class of stratabound replacement copper-silver deposits hosted within mid – Proterozoic quartzitic sediments. The style and stratigraphic setting of mineralization at Big Copper may be analogous to similar stratabound silver-copper deposits in NW Montana e.g. the Troy mine (64 million tonnes of 0.74% Cu and 54 g/t Ag (Western Mining History, 2020) or Hecla’s Montanore Mine, 112 million tonnes at 51.2 g/t Ag and 0.7% Cu. ( Hecla website link).
  3. Duncan Zinc. Duncan Zinc is a carbonate hosted silver-lead-zinc deposit located near Duncan Lake in southern British Columbia . The deposit is hosted within a Cambrian age Badshot Limestone which also hosts silver-lead-zinc mineralization at Teck’s currently producing Pend D’Oreille mine as well as past producers including the Blue Bell Mine, Reeves MacDonald, Jersey-Emerald and HB mines. Mineralization at Duncan Lake forms in the crest and limbs of the regional scale Duncan Lake anticline, where strong lead-zinc +/- silver mineralization has been traced by surface and underground drilling for approximately 2500 m . At Duncan Lake, Rokmaster will be targeting > 30 Mt of >10% Pb+Zn+Ag. Historical background and a geological synthesis of the Duncan Lake deposit is provided in a NI 43-101 report by Lane, B., 2018: Technical Report on the Duncan Lake Project.

About Crescat Capital LLC

Crescat is a global macro asset management firm headquartered in Denver, Colorado . Crescat’s mission is to grow and protect wealth over the long term by deploying tactical investment themes based on proprietary value-driven equity and macro models. Crescat’s goal is industry leading absolute and risk-adjusted returns over complete business cycles with low correlation to common benchmarks. Crescat’s investment process involves a mix of asset classes and strategies to assist with each client’s unique needs and objectives and includes Global Macro, Long/Short, Large Cap and Precious Metals funds.

Crescat is advised by its technical consultant Dr. Quinton Hennigh on investments in gold and silver resource companies. Dr. Hennigh became an economic geologist after obtaining his PhD in Geology/Geochemistry from the Colorado School of Mines.  Recently, Dr. Hennigh founded Novo Resources Corp (TSXV: NVO) and serving as Chairman. Among his notable project involvements are First Mining Gold’s Springpole gold deposit in Ontario , Kirkland Lake Gold’s acquisition of the Fosterville gold mine in Australia , the Rattlesnake Hills gold deposit in Wyoming , and Lion One’s Tuvatu gold project on Fiji , among many others.

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.

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