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VANCOUVER, BC, June 13, 2024 /CNW/ - Rokmaster Resources Corp. (TSXV: RKR) (OTCQB: RKMSF) (FSE: 1RR1) ("Rokmaster" or "RKR") and Kootenay Resources Inc. (TSXV: KTRI) ("Kootenay Resources" or "KTR") are pleased to announce that further to their joint news release dated May 15, 2024, Rokmaster and Kootenay Resources have entered into a definitive option agreement (the "Option Agreement") with respect to the road accessible Fox-Coconut and Mystery Properties, which are both located south of Highway 16 between Prince George and Smithers in west-central British Columbia (collectively, the "Properties") (Figure 1).
Terms of the Option Agreement:
For RKR to be granted the option to acquire a 60% interest in the Properties, RKR must:
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Incur $142,000 of exploration work on the Properties prior to September 18, 2024;
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Commencing on the first anniversary date of the Option Agreement, issuing to KTR 500,000 common shares of RKR each year on or before each of the first, second, third and fourth anniversary dates of the Option Agreement; and
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On or prior to the fourth anniversary date of the Option Agreement, RKR having completed a total of 10,000 metres of diamond drilling on any or all of the Properties.
Once Rokmaster has acquired the initial 60% interest, (the "Initial Interest"), KTR would grant RKR an exclusive option (the "Second Option") to acquire the remaining 40% interest in the Properties (the "Second Interest") by issuing an additional 5,000,000 common shares of RKR to KTR within 60 days of having acquired the Initial Interest.
Upon RKR acquiring the Second Interest, RKR would grant KTR a 1.5% net smelter returns royalty (the "Royalty") in respect of the Mystery and Coconut group of mining claims. The Fox group of mineral claims have an existing underlying 2% net smelter returns royalty (the "Underlying Royalty"), and KTR has the right to buy back the entirety of such Underlying Royalty at any time at a price of $500,000 per 0.5% (the "Buy Back Right"). Should KTR buy back the entirety of such Underlying Royalty within 90 days after the date of the commencement of commercial production on the Fox group of claims, then RKR would also grant KTR the Royalty on such claims. If KTR does not so exercise the Buy Back Right, then KTR would transfer it to RKR.
Closing of the transaction is subject to receipt of all requisite regulatory approvals.
On Behalf of the Board of Directors of
Rokmaster Resources Corp. | Kootenay Resources Inc. |
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John Mirko, | James McDonald, |
President & Chief Executive Officer | President & Chief Executive Officer. |
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