Mr. Bryden Wright reports
ROK RESOURCES ANNOUNCES TERMINATION OF ARRANGEMENT AGREEMENT
Rok Resources Inc.'s previously announced plan of arrangement and the go-private transaction between Rok, 17312539 Canada Inc. (539 Canada), a wholly owned subsidiary of Blue Alaska Oil Trading LLC, and 102220885 Saskatchewan Ltd. (SpinCo), wherein 539 Canada was to acquire all of the issued and outstanding shares of Rok, and SpinCo was to acquire all of the shares of EMP Metals Corp. that are currently owned by Rok has been terminated effective immediately.
On March 2, 2026, Blue Alaska and 539 Canada served Rok with a notice to immediately terminate the arrangement agreement governing the implementation of the transaction. In the notice, Blue Alaska and 539 Canada assert a unilateral ability to terminate the arrangement agreement. The notice provided by Blue Alaska and 539 Canada, and the unilateral termination of the arrangement agreement amount to a repudiation of the arrangement agreement. Rok, as a result of such repudiation by Blue Alaska and 539 Canada, has provided Blue Alaska and 539 Canada with notice of termination of the arrangement agreement. As a result of the termination of the transaction, Rok will resume its regular operations focusing on delivering value to shareholders.
In the notice, Blue Alaska and 539 Canada also assert an entitlement to the $3.0-million deposit being held in escrow despite its agreement to the contrary in the amending agreement signed on Dec. 31, 2025. Based on the terms of the amending agreement that state that Rok has earned the right to receive the deposit (plus interest), Rok categorically disagrees with the position being taken by Blue Alaska and 539 Canada in this regard. Rok will be pursuing any and all legal remedies in order to recover the deposit as well as its costs, on a solicitor and own client basis, in the event that the deposit is not released in accordance with the terms of the amending agreement.
As of the date of this news release, the company has no existing debt and an estimated cash and working capital of approximately $5.0-million, excluding the aforementioned $3.0-million deposit. Current oil and gas production of approximately 3,100 barrels of oil equivalent per day (boe/d) with an additional 250 boe/d that is temporarily shut in. The board of directors of Rok will be meeting in the coming weeks to discuss the go-forward strategy for the company now that the arrangement has been terminated and expects to be in a position to disseminate an additional press release around that time that provides guidance on the next steps for the company.
For more information on the transaction, please see the news releases issued by Rok on Sept. 23, 2025, Nov. 6, 2025, Nov. 13, 2025, Dec. 11, 2025, and Dec. 31, 2025, along with the Rok's management information circular dated Oct. 29, 2025, prepared in connection with the transaction, all of which are available under the Rok's profile at SEDAR+ and on the company's website.
About Rok Resources Inc.
Rok is a Canadian energy company focused on petroleum and natural gas exploration and development, in Saskatchewan and Alberta. The company is headquartered in Regina, Sask., with an additional office in Calgary, Alta. Rok's common Shares are listed on the TSX-V under the trading symbol ROK.
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