ROK Resources Shareholders Vote in Favour of Previously Announced Plan of Arrangement

Executive Summary

• Shareholders approved ROK Resources’ go‑private plan of arrangement with Blue Alaska Oil Trading LLC and SpinCo, with 94.8% support.
• Court hearing for the final order is set for December 16 2025; closing expected on or before January 16 2026, subject to regulatory approvals.
• Post‑closing, ROK’s common shares will be delisted from the TSX Venture Exchange and the company will cease reporting in all Canadian jurisdictions.

Key Details

• Transaction Parties: ROK Resources Inc.; 17312539 Canada Inc. (wholly‑owned subsidiary of Blue Alaska Oil Trading LLC); newly formed SpinCo (102220885 Saskatchewan Ltd.).
• Shareholder Vote: 94.8% of votes cast approved the arrangement; 116,589,685 shares voted (~53.52% of issued and outstanding shares).
• Minority Approval: Required minority approval under MI 61‑101 was also obtained after excluding certain shareholders.
• Court Process: Final court order to be sought from the Court of King's Bench of Saskatchewan; hearing scheduled for December 16 2025.
• Regulatory Conditions: Closing contingent on receipt of the court order, TSX Venture Exchange approvals, and any other customary regulatory consents.
• Expected Closing Date: On or before January 16 2026, subject to satisfaction of closing conditions.
• Post‑Closing Actions:
• ROK’s common shares to be delisted from the TSXV.
• Company will apply to cease being a reporting issuer in Alberta, British Columbia, Ontario, Saskatchewan, and any other Canadian jurisdictions where it currently reports.
• Management Contact: Bryden Wright – President & CEO; Jared Lukomski – SVP, Land & Business Development (phone (306) 522‑0011; email [email protected]).

Notable Quotes

(No direct quotes were provided in the release.)