Mr. Nick Taylor reports

SOFTROCK ANNOUNCES CLOSING OF CONVERTIBLE DEBENTURE FINANCING

Softrock Minerals Ltd. has completed its previously announced private placement of 5 per cent convertible unsecured subordinated debentures for aggregate gross proceeds of $70,000.

The debentures are due June 15, 2018, and bear interest at 5 per cent per year, payable quarterly in arrears on March 31, June 30, Sept. 30 and Dec. 31 of each year, commencing Sept. 30, 2017.

The debentures are unsecured, and payment of the principal and interest on the debentures will be subordinated and postponed in right or payment to all senior indebtedness of Softrock.

The debentures are convertible into fully paid and non-assessable common shares of the company at the option of the holder at any time prior to the close of business on the maturity date at a conversion price of five cents per common share. Holders converting their debentures will receive accrued and unpaid interest thereon in cash for the period from the date of the last interest payment to the date of conversion.

The debentures are not redeemable other than in certain circumstances in connection with a change of control.

On maturity, Softrock may, at its option, subject to regulatory approval, elect to satisfy its obligations to repay the principal of the debentures then maturing by issuing and delivering that number of freely tradable common shares of Softrock obtained by dividing such principal by 95 per cent of the weighted average trading price of the common shares on the TSX Venture Exchange (or such other stock exchange or over-the-counter market the common shares are then listed on) for the 20 consecutive trading days ending five trading days prior to the date fixed for maturity.

The debentures are subject to a hold period expiring on Nov. 8, 2017.

Nick Taylor, the president, chief executive officer and a director of the company, and Stuart McDowall and E. Denis Gagnon, directors of the company, each subscribed for $20,000 principal amount of debentures under the offering, representing approximately 28.6 per cent of the debentures, or approximately 85.7 per cent of the debentures in the aggregate. Mr. Taylor, Mr. McDowall and Mr. Gagnon each own 1,407,666, 1,227,000 and 1,103,000 common shares of Softrock, respectively, representing approximately 5.92 per cent, 5.16 per cent and 4.64 per cent of the outstanding common shares. If Mr. Taylor, Mr. McDowall and Mr. Gagnon were to convert their debentures into common shares, the percentage of the outstanding common shares held by each would increase to approximately 7.2 per cent, 6.5 per cent and 6 per cent, respectively.

As the securities of Softrock are only listed on the TSX-V, the fair market value of the debentures issued to Mr. Taylor, Mr. McDowall and Mr. Gagnon is less than $2.5-million, and the offering was unanimously approved by Softrock's board of directors, the offering is exempt from the formal valuation and minority approval requirements of Multilateral Instrument 61-101, protection of minority securityholders in special transactions. Neither Softrock nor, to Softrock's knowledge, any of Mr. Taylor, Mr. McDowall and Mr. Gagnon has knowledge of any material information concerning Softrock or its securities that has not been generally disclosed.

The proceeds of the offering will be used for general corporate purposes.