Mr. Michael Thomson reports

ROLL-UP CAPITAL CORP. ANNOUNCES ITS QUALIFYING TRANSACTION AND A CONCURRENT FINANCING

Roll-Up Capital Corp. has entered into an arrangement agreement dated Dec. 9, 2016, with Renntiger Resources Ltd., a private mineral exploration company registered in British Columbia, based in Vancouver, and active in copper and gold exploration in Nevada, United States of America, pursuant to which Roll-Up will acquire all of the outstanding shares of Renntiger by way of a plan of arrangement. Roll-Up intends that the transaction will constitute its qualifying transaction, as such term is defined in the policies of the TSX Venture Exchange.

In connection with the transaction, Roll-Up anticipates consolidating its shares on the basis of one (new) Roll-Up share for every three (old) Roll-Up shares and continuing out of the province of Alberta into the province of British Columbia. At the company's annual and special meeting of shareholders held on Nov. 4, 2016, shareholders of the company approved many of the resolutions required to enable the company to reorganize to complete the transaction, which included approval for the consolidation, the continuance and a change of name of the company.

The purpose of the transaction is the creation of a publicly listed, Nevada-focused exploration company utilizing Renntiger's mineral exploration strategy and discovery-based value-creation model. The working capital of the combined entity, upon successful closing of the transaction and the concurrent financing, will be approximately $4-million, sufficient to support Renntiger's current two-year exploration strategy and the continuing evaluation of new opportunities.

Summary of the qualifying transaction

The agreement contemplates Roll-Up and Renntiger completing an arm's-length business combination transaction by way of a court-approved statutory plan of arrangement, pursuant to which Roll-Up will acquire all of the issued and outstanding Renntiger shares in exchange for Roll-Up shares on the basis of one postconsolidation Roll-Up share for each one Renntiger share. On completion of the transaction, the current shareholders of Renntiger will own a majority of the issued and outstanding shares of the resulting issuer, and Renntiger will become a wholly owned subsidiary of the resulting issuer.

All of the current shareholders of Renntiger act at arm's length to Roll-Up, and all of the current shareholders of Roll-Up act at arm's length to Renntiger.

At the company's request, trading in the Roll-Up's shares has been halted by the exchange. Trading is expected to remain halted until, at the earliest, the completion of the transaction.

As part of the agreement, Renntiger and Roll-Up have agreed not to solicit or negotiate with any other entities in regard to a transaction similar to the transaction. In addition, as part of the transaction, the directors and officers of Renntiger have entered into support agreements whereby they will agree to vote their Renntiger shares in favour of the transaction at a meeting of the Renntiger shareholders called for such purpose.

Each of Roll-Up and Renntiger will bear their own costs in respect of the transaction, subject to the occurrence of certain termination events provided in the agreement.

The completion of the transaction is subject to the satisfaction of various conditions as are standard for a transaction of this nature, including, but not limited to: (i) the completion of the financing; (ii) court approval of the arrangement; (iii) the approval by the shareholders of Renntiger to complete the transaction; (iv) the completion of the continuance, the consolidation and the name change; (v) the absence of any material adverse change, material litigation, claims, investigations or other matters affecting Roll-Up and Renntiger, including any subsidiaries or related companies of Renntiger; and (vi) receipt of all requisite regulatory, stock exchange, court or governmental authorizations and consents, including the exchange. There can be no assurance that the transaction will be completed on the terms proposed above or at all.

Private placement financing

A condition to the completion of the transaction is that Renntiger complete a financing for gross proceeds of up to $3-million. It is anticipated that this financing will be undertaken as a best efforts brokered private placement of up to 10 million subscription receipts at an indicative price of 30 cents per subscription receipt. Concurrent to the brokered financing, Renntiger will complete a non-brokered private placement of up to an additional 4.5 million subscription receipts at the issue price pursuant to the exercise of pre-existing participation rights by certain existing shareholders of Renntiger. GMP Securities LP has been engaged to act as lead agent in connection with the brokered financing, which, together with the pre-emptive financing, is anticipated to close on or about Jan. 31, 2017.

The gross proceeds of the financing are to be deposited in escrow at closing pending the satisfaction of certain escrow release conditions, including, among other things, the completion of all conditions precedent to the transaction and the obtaining of all required director, shareholder and third party approvals for the transaction, in each case to the satisfaction of the agent.

Each subscription receipt shall entitle the holder thereof to receive, without payment of any additional consideration and subject to adjustment, one Renntiger share upon satisfaction or waiver of the escrow release conditions prior to March 31, 2017, and will be subsequently exchanged for one postconsolidation Roll-Up share pursuant to the transaction.

If: (i) the escrow release conditions are not satisfied on or before the escrow release deadline or (ii) prior to the escrow release deadline, Renntiger and/or Roll-Up advises the agent or announces to the public that it does not intend to satisfy the escrow release conditions, the escrowed funds (plus accrued interest earned thereon) shall be returned to the holders of the subscription receipts on a pro rata basis, and the subscription receipts will be cancelled without any further action on the part of the holders.

Sponsorship of the qualifying transaction

Sponsorship of a qualifying transaction of a capital pool company is required by the exchange unless exempt therefrom in accordance with the exchange's policies. Given the size and nature of the transaction, including the amount of the financing, Roll-Up intends to apply for an exemption from the sponsorship requirements pursuant to the policies of the exchange. If the exemption is not granted by the exchange, then Roll-Up would be required to engage a sponsor.

Roll-Up will prepare and disseminate a subsequent press release of information regarding summary financial and geological information on Renntiger and the specifics and mechanics of the financing.

The resulting issuer

It is estimated that there will be approximately 37 million common shares of the resulting issuer issued and outstanding immediately following closing of the transaction (on a fully diluted basis), with former Roll-Up shareholders holding approximately 6 per cent of such common shares, former Renntiger shareholders holding approximately 65 per cent of such common shares and subscribers under the brokered financing holding approximately 29 per cent of such common shares.

Upon completion of the transaction, all of the existing directors and officers of Roll-Up, other than Michael Thomson, will resign, and the management of the resulting issuer will include the persons identified below:

Dr. Michael Gunning -- chief executive officer -- Vancouver, B.C.

Dr. Gunning has over 25 years of experience in mineral exploration and geological research. His experience spans work in federal and provincial geological surveys, global exploration with major mining companies, and executive leadership in the junior exploration sector. He is extensively published, holds several industry awards and is past president of numerous industry organizations.

Most recently, Dr. Gunning was executive chairman of Alpha Minerals, which was acquired for $180-million in 2013 following the discovery of the Patterson Lake uranium deposit in the Athabasca basin, Saskatchewan. Prior to Alpha, he was the chief executive officer of Hathor Exploration Ltd., where he led successive resource and preliminary economic assessment milestones for Hathor's Roughrider uranium deposit discovery and guided Hathor through a hostile takeover bid to an eventual $654-million acquisition by Rio Tinto, one of the top-10 deals in 2011 in the entire global mining sector. He is currently a director of Galena International Resources Inc. (TSX Venture Exchange).

Darrin Wagner -- chairman -- Vancouver, B.C.

Mr. Wagner is a professional geologist with 20 years of exploration and corporate development experience. Mr. Wagner spent the first 10 years of his career as a project geologist and manager in North and South America with two of Canada's largest and most successful exploration and mining companies: Noranda (now Xstrata) and Cominco (now Teck).

In 1999, Mr. Wagner became vice-president, exploration, for New Millennium Metals Corp., which was merged with Platinum Group Metals Ltd. in 2002. Mr. Wagner served as exploration manager for Toronto Stock Exchange-listed Platinum Group Metals through the acquisition, discovery and initial delineation of the multimillion-ounce West Bushveld platinum-group-element deposit in South Africa.

Mr. Wagner became president of Sydney Resource Corp. in September, 2005, and helped engineer the successful merger between Sydney and Band Ore Resources to form West Timmins Mining Inc. in 2006. He then served as a president, CEO, director and qualified Person for West Timmins Mining through the discovery of the high-grade Thunder Creek gold zone in Timmins, Ont., and the acquisition of West Timmins by Lake Shore Gold in an all-share deal valued at $424-million, which was completed in November of 2009.

Mr. Wagner is president and CEO of Balmoral Resources Ltd., a TSX Venture Exchange-listed Canadian gold explorer, which he and associates founded in 2010. He is also a director of Palamina Corp., also on the TSX-V.

Craig Lindsay -- director -- Vancouver, B.C.

Mr. Lindsay has over 18 years of experience in corporate finance, investment banking and business development in both North America and Asia. His recent focus has been on mineral resources in the western United States. He is currently president and CEO of Otis Gold Corp., a junior exploration company advancing the Kilgore gold project in Idaho.

Previously, Mr. Lindsay was president and CEO of Magnum Uranium Corp. until its merger with Energy Fuels Inc. in July, 2009. Prior to that, he was a vice-president in the corporate finance and investment banking group at PricewaterhouseCoopers LLP. Mr. Lindsay was a founding director of Malasapina Capital Ltd., a junior capital pool company, and was responsible for identifying its merger with Miranda Mining Corp. (a Mexican-based gold producer that was subsequently acquired by Wheaton River Minerals). He is currently a director of Tarsis Resources Ltd. (TSX-V) and Philippine Metals Inc. (TSX-V).

Michael (Mick) G. Thomson -- director - Calgary, Alta.

Mr. Thomson has over 30 years of experience in the securities industry, as a lawyer, regulator, investment banker, vice-president with two securities dealers and an entrepreneur. Mr. Thomson has been the president and principal of Independent Capital Partners Inc., a corporate finance consulting and advisory company since May, 1998. He is also a past independent director of the Lil'Wat Business Corporations, the business arm of the Mt. Currie (Pemberton) First Nations Band.

Mr. Thomson is the former founder or co-founder of three resource companies that subsequent to his tenure went on to be acquired by majors, including: Bonita Capital (became Palmarejo Silver & Gold and was acquired by Coeur Mining (New York Stock Exchange: CDE)); Penfold Capital (became PBS Coals and was taken private); and Richmond Row Capital (became Gold Royalties and was then acquired by Sandstorm Gold (TSX: SSL)).

Mr. Thomson is currently a director of Roll-Up Capital (TSX-V: ROL.P), Solegear Bioplastic Technologies Inc. (TSX-V: SGB), Century Energy Ltd. (TSX-V: CEY.H) and Metropolitan Energy Corp. (TSX-V: MOE).

New incentive stock option plan

Following completion of the transaction, the resulting issuer is expected to implement a new incentive stock option plan, the terms and conditions of which will be implemented and determined by the board of directors of the resulting issuer.

About Renntiger Resources

All information in this press release relating to Renntiger is the sole responsibility of Renntiger. Management of Roll-Up has not independently reviewed this disclosure, nor has Roll-Up's management hired any third party consultants or contractors to verify such information.

Renntiger is a private junior mineral exploration company, formed in 2010 and registered in British Columbia, with a wholly owned subsidiary, Renntiger Resources USA Ltd., registered in Nevada. Renntiger is based in Vancouver, B.C. Dr. Gunning (PhD, PGeo) and Mr. Wagner (MSc, PGeo) are the founders and principals of Renntiger, and bring over 50 years of combined industry experience to the company.

Renntiger has been active since 2012. It has raised approximately $3.2-million in the past four years. The focus is early-stage copper and gold exploration in the western United States, namely Nevada. Renntiger holds 100-per-cent interests in properties in Humboldt county, Mineral county and Nye county. Working capital is currently around $600,000, and exploration is in progress on its core asset, the Bonita property. Renntiger plans to drill test numerous and distinct porphyry-copper targets on the Bonita property in 2017, in accordance to the recommended work programs and budgets in an independent technical report completed on the property in 2015.

We seek Safe Harbor.