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The flow-through funding will consist of up to 3,076,924 FT Units, priced at $0.13 each for gross proceeds of up to $400,000. Each FT Unit will consist of one flow-through common share (the “FT Share“) plus one-half (1/2) non-transferable share purchase warrant (the “FT Warrant“) to purchase one non-flow-through common share of the Company (a “Warrant Share“) at $0.25 per Warrant Share for a period of one year. The FT Warrants are subject to an accelerated expiry date, at the Company’s option, which comes into effect when the trading price on the TSX Venture Exchange (the “Exchange”) of the Company’s common shares closes at or above $0.30 per share during any 10 consecutive trading day period commencing four months plus one day after the date of issuance.

Additionally, the non-flow-through funding will consist of up to 7,083,334 NFT Units, priced at $0.12 each for gross proceeds of up to $850,000. Each NFT Unit will consist of one common share plus one non-transferable share purchase warrant (the “NFT Warrant“) to purchase a Warrant Share at $0.20 for a period of one year. The NFT Warrants are subject to an accelerated expiry date, at the Company’s option, which comes into effect when the trading price on the TSX Venture Exchange (the “Exchange”) of the Company’s common shares closes at or above $0.25 per share during any 10 consecutive trading day period commencing four months plus one day after the date of issuance.

If the Company decides to accelerate the expiry date of the FT Warrants and/or NFT Warrants, the Company will give an expiry acceleration notice by issuing a press release (the “Notice“) announcing the acceleration and in such case, the expiry date shall be deemed to be the 30th calendar day following the date of issuance of the press release.

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.

Certain directors, officers, and insiders of the Company may acquire securities under the Private Placement, 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.

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.If you need clarification of any information contained in this note, or have any questions, I will be delighted to assist – Please email andrew@city-investors-circle.com

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City Investors Circle is based in the financial district in the City of London

We present interesting and exciting junior mining companies listed on the ASX and TSX stock exchanges to a group of city professionals, and private investors, all of whom are active investors with a mandate to invest in junior mining companies.

Our audience is selected and invited individually to ensure interest and relevance for the presenting company.

Meetings are non deal, small group, highly focused and engaged, with a lively Q and A to follow the main presentation.

We create awareness, and maintain interest in presenting companies by disseminating their future news to our entire investor group via email, social media, and our Monthly Review newsletter.

If you wish to present to our select group of active mining investors, please email andrew@city-investors-circle.com

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This website is not sponsored, we are truly independent, and will always remain so.

Companies featured here have either presented to the Circle in London, or have been selected because they are considered to have interesting projects, in good jurisdictions, run by an experienced management team.

All information used in the preparation of this communication has been compiled from publicly available sources that we believe to be accurate and reliable, however, we cannot, and do not, guarantee the accuracy or completeness of this.

These articles are for awareness and informational purposes only, and are not recommendations in any form.  Always consult an investment professional.

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Disclosure

At the time of writing the author holds no shares in Rokmaster Resources.

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