VANCOUVER, BC, Jan. 18,
2024 /CNW/ - Rokmaster Resources Corp. (TSXV:
RKR) (OTCQB: RKMSF) (FSE: 1RR1) ("Rokmaster" or the
"Company") is pleased to announce that, at the annual general
and special meeting of the Company held on January 12, 2024 (the "Meeting"), the
shareholders of Rokmaster (the "Shareholders") approved the
proposed Plan of Arrangement (the "Arrangement") involving
Rokmaster and its wholly-owned subsidiary, 4Metals Exploration Ltd.
("4Metals"). For details regarding the Arrangement, see the
Company's news release dated November 20,
2023.
At the Meeting, the special resolution approving the Arrangement
was approved by 99.91% of the Shareholders present in person or
represented by proxy. Accordingly, the shareholder approval
required to proceed with the Arrangement has been obtained.
The Company is also pleased to announce that the Supreme Court
of British Columbia has granted a
final order approving the Arrangement on January 17, 2024, enabling Rokmaster to proceed
with the completion of its spin-out of 4Metals to the
Shareholders.
The Arrangement is still subject to several conditions,
including the following:
- Regulatory approvals;
- Completion of a financing to raise working capital for 4Metals;
and
- Other closing conditions customary in a transaction of this
nature.
The Company will announce the closing of the Arrangement (the
"Effective Date") as soon as it is determined.
As a reminder, Rokmaster shareholders as of the Effective Date
will receive new common shares of Rokmaster (each, a "New
Rokmaster Share") and common shares of 4Metals (the "4Metals
Shares") by way of a share exchange, pursuant to which each
existing common share of Rokmaster (an "Existing Rokmaster
Share") will be exchanged for one New Rokmaster Share and 0.125
of a 4Metals Share (or one 4Metals Share distributed for every
eight Existing Rokmaster Shares held) rounded down to the next
whole number of 4Metals Shares.
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: receipt
of regulatory approvals; successful completion of the Arrangement
and related transactions; risks related to fluctuations in metal
prices; uncertainties related to raising sufficient financing, for
working capital and 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 or
4Metals' operations and other risks and uncertainties as disclosed
in the information circular mailed to Shareholders in connection
with the Meeting to approve the Arrangement. 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.