Mr. Harry Barr reports

CORPORATE UPDATE

Further to its news releases dated May 26, 2022, Sept. 9, 2022, and Jan. 11, 2023, regarding a proposed qualifying transaction with GME Metals Ltd., Rockport Capital Corp. anticipates executing a definitive agreement in connection with the proposed transaction shortly.

The company is pleased to report that GME has advised the company it has completed the following financing:

1. On Dec. 5, 2022, GME closed a private placement of 1.73 million units at a price of 50 cents per unit for gross proceeds of $865,000. Each unit comprises one common share and one common share purchase warrant, with each warrant entitling the holder thereof to acquire one common share of the corporation at a price of 65 cents per common share, on the date that is 24 months from the date of closing of the private placement, subject to acceleration in certain circumstances described in the subscription agreements.
2. GME's wholly owned subsidiary, GME Metals Africa Pty. Ltd. (GME Africa) has converted $1,154,000 of outstanding indebtedness into 2,308,000 common shares of GME Africa at a conversion price of 50 cents per common share. The funds were provided to GME Africa pursuant to the terms of a loan agreement dated Nov. 20, 2020.
3. As a result of raising the funds under the private placement and converting existing debt under the debt conversion, GME Africa has secured a new senior secured loan facility for up to $2-million (Australian) pursuant to the terms and conditions of a facility agreement dated Nov. 18,2022. The loan matures on March 31, 2024, and has an annual interest rate of 9 per cent.
4. The company has had continuing meetings with GME since its last update, and it is pleased to advise the shareholders that GME is updating its financial statements in South Africa and Australia in preparation for the engagement of the Canadian auditors. GME is also reporting to the company that it is working on additional financing to expand the drill program on the Arran project in South Africa. GME is also completing a new National Instrument 43-101 compliant report and project title opinion. Once the company has obtained all the required information and subject to its due diligence, the company plans to finalize the definitive agreement from the qualifying transaction.

All securities issued under the private placement will ultimately be exchanged for resulting issuer shares on a one-for-one basis pursuant to completion of the proposed qualifying transaction. In connection with the issue and sale of the common shares under the private placement, GME may pay finders fees or commissions to eligible finders of up to 9 per cent payable in cash, securities or a combination thereof.

Further details about the transaction, including financial information and the status of GME's NI 43-101 report, will be provided in a subsequent news release.

The company would also like advise the shareholders that it will be holding its annual general and special meeting of shareholders on Monday, Aug. 30, 2023, at 10 a.m. (Eastern Time) at its head office located at 59 Burtch's Lane, Rockport, Ont., K0E 1V0.

We seek Safe Harbor.