Rokmaster Resources (TSXV:RKR)

Rokmaster Options Undrilled Porphyry Copper Target in Northern Chile

Rokmaster Resources Corp. (TSXV: RKR,OTC:RKMSF) (OTCQB: RKMSF) (FSE: 1RR1) ("Rokmaster" or "the Company") is pleased to announce that it has entered into an option agreement (the "Option Agreement") with Patrick James Burns (the "Optionor"), pursuant to which the Optionor has granted the Company an exclusive option to acquire 100% of the right, title and interest in and to the Cristal Property (the "Property"), comprising three contiguous exploitation mineral concessions located along the West Fissure, north of the CollahuasiUjina porphyry copper district in Northern Chile.

Transaction Highlights

  • Exclusive option to acquire 100% interest in the Property, comprising approximately 9 km² of contiguous exploitation mineral concessions in Northern Chile covering an undrilled series of geophysical anomalies indicating potential buried major porphyry system(s)
  • Total consideration of 21,000,000 common shares of Rokmaster, issuable over 36 months (the "Consideration Shares") and US$70,000 in cash.
  • Upon exercise of the option, a 2.5% net smelter returns royalty (the "NSR Royalty") will be granted to the Optionor, subject to partial buy-back rights.
  • The transaction is subject to acceptance by the TSX Venture Exchange (the "TSXV").

Option Agreement

Pursuant to the Option Agreement, the Optionor has granted the Company an exclusive option to acquire 100% of the right, title and interest in and to the Property and the associated property rights (the "Option"). The Option Period is 36 months from the date of the Option Agreement. The Company may exercise the Option by completing all of the following payments:

  • 7,000,000 common shares of Rokmaster (the "Initial Shares") and US$70,000 in cash, to be issued and paid upon acceptance of the Option Agreement by the TSXV ("TSXV Approval");
  • an additional 7,000,000 common shares of Rokmaster within 24 months of the date of the Option Agreement; and
  • an additional 7,000,000 common shares of Rokmaster within 36 months of the date of the Option Agreement.

The Option Agreement is an arm's length transaction. Closing is subject to TSXV Approval and customary closing conditions. Completion of the transactions contemplated by the Option Agreement, including the issuance of the Consideration Shares, remains subject to acceptance by the TSXV. The Consideration Shares, when issued, will be subject to applicable resale restrictions under Canadian securities laws and the policies of the TSXV.

The Option Agreement also establishes an area of common interest of 2 km from the outermost boundary of the Property, pursuant to which each party has agreed to notify the other of any mineral property interest acquired within such area during the Option Period.

NSR Royalty

Upon exercise of the Option, the Company will grant the Optionor a 2.5% NSR Royalty over the Property. NSR Royalty payments will become due from the commencement of commercial production on the Property.

The Company will retain the following buy-back rights in respect of the NSR Royalty:

  • within 12 months following the commencement of commercial production, the Company may repurchase 1% of the NSR Royalty (representing 40% of the total NSR Royalty) for US$1,000,000, subject to adjustment according to Consumer Price Index ("CPI") variation from the date of the Option Agreement (the "First Buy-Back Option"); and
  • within 24 months following the exercise of the First Buy-Back Option, the Company may repurchase an additional 1% of the NSR Royalty (representing 2/3 of the then-remaining NSR Royalty) for US$1,000,000, subject to adjustment according to CPI variation from the date of the Option Agreement (the "Second Buy-Back Option").

The remaining 0.5% NSR Royalty interest is not subject to any repurchase right.

Property Overview

The Cristal Project comprises three contiguous mineral concessions located in the western Andes of northern Chile, approximately 10 km south of the Peruvian border and within the Huayillas Quadrangle.

The Project is situated at the intersection of the West Fissure Fault Zone structural corridor and the Incapuquio Fault System. The property consists of approximately 9 km² of exploitation concessions known as Cristal I, Cristal III and Cristal 15, surrounded by concessions owned by Antofagasta Minerals, Codelco, Rio Tinto and First Quantum.

The Cristal Project is an exploration-stage copper property located in northern Chile. The Project is considered highly prospective for a large-scale, buried porphyry copper system, supported by historical geological and geophysical data, including magnetic and gravity anomalies consistent with major porphyry systems. The Project is situated within a highly prospective regional structural corridor which has attracted historical exploration activity from major mining companies.

Rokmaster views the Cristal Project as a compelling copper exploration opportunity in one of the world's most prolific porphyry copper belts. Historical technical work, showing a strong donut-shaped magnetic anomaly at the centre of the property, indicates the Project is prospective for a concealed porphyry copper system at depth. A prior National Instrument 43-101 technical report on the Cristal Copper Property stated that the property is believed to host potential porphyry copper mineralization at depth, with potentially mineralized rocks interpreted to occur approximately 600 to 800 metres below surface.

John Mirko, CEO & Director, comments:

"We are very excited to acquire the Cristal Project, which we believe represents a highly accretive addition to Rokmaster's copper-gold focused exploration portfolio.

Cristal provides our shareholders with exposure to a large-scale, concealed porphyry copper target in northern Chile, one of the world's most important copper-producing jurisdictions. The Project benefits from strong geological and geophysical indicators, historical technical work by major mining companies in the district, and a clear first-phase drill target that can be tested in a focused and disciplined manner.

As global demand for copper continues to strengthen, we believe Cristal adds meaningful discovery upside to Rokmaster while complementing our existing portfolio of high-potential exploration assets."

Other Business

Rokmaster Resources is also pleased to announce the appointment of Matthew Parent as President & Director of the company, effective immediately.

Matt Parent is a proven entrepreneur with 35+ years of business-building experience in corporate strategy, operations, sales & marketing, and finance having successfully founded, developed, and scaled several businesses, including in the transportation & logistics and home services industries. Prior to joining Rokmaster, Matt spent the past 8.5 years at the Investing News Network (INN) with roles which included Director of Business Development and Director of Capital Markets where he worked with over 250 publicly listed companies across Canada and the United States.

Matt is an active participant in the capital markets and has consulted numerous junior mining companies to support their capital markets and financing initiatives. Matt is currently an Independent Director of CSE-listed Red Metal Resources, Ltd.

Matt has an Honours Bachelor of Arts from the University of Western Ontario, a Bachelor of Commerce (with Honours Distinction) from the University of Windsor, and an accounting degree from Athabasca University. Matt has successfully completed the Canadian Securities Course, the IFSE Dealer Representative Course, and is currently enrolled in the Officers, Directors, and Partners course with the Canadian Securities Institute.

Current CEO & Director, John Mirko, stated, "We are pleased to have an experienced entrepreneur and successful business builder in Matt join the executive management team and board of directors at Rokmaster Resources. Matt will bring his broad business-focused skillset to the Rokmaster team and be a valuable asset in helping us execute on our many corporate initiatives including, among others, our capital markets and corporate communications strategies."

The technical information in this news release has been prepared in accordance with Canadian regulatory requirements as set out in National Instrument 43-101 and reviewed and approved by Tom Henrickson, P.Geo., who is independent of Rokmaster.

For more information please contact

Mr. John Mirko, CEO & Director of Rokmaster Resources Corp., jmirko@rokmaster.com, Ph. +1 (604) 290-4647 or by website: www.rokmaster.com

On Behalf of the Board of Directors of

Rokmaster Resources Corp.

John Mirko,
Chief Executive Officer & Director

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 INFORMATION: This news release may contain forward-looking information within the meaning of applicable securities laws ("forward-looking information"). Forward-looking information are information 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. Forward-looking information 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 information, 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 information 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 information, whether as a result of new information, future events or results or otherwise.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/306611

News Provided by TMX Newsfile via QuoteMedia

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