ROK Resources Receives Final Order and Enters into Amending Agreement to Extend Outside Date

Executive Summary

• ROK Resources received a Court Order approving its previously announced go‑private plan of arrangement and has amended the agreement to extend the Outside Date to March 17 2026.
• The Purchaser (17312539 Canada Inc., subsidiary of Blue Alaska Oil Trading LLC) failed to deposit the required cash escrow, triggering a notice of default from ROK on December 17 2025.
• Upon completion, ROK’s common shares will be delisted from the TSX Venture Exchange and the company will cease reporting in all Canadian jurisdictions.

Key Details

• Final Order: Granted by the Court of King's Bench for Saskatchewan on 16 Dec 2025, approving the Arrangement between ROK, Blue Alaska (via Purchaser), and SpinCo.
• Amending Agreement: Extends the Outside Date to 17 Mar 2026; Deposit earned by ROK may be applied to cash consideration or returned if Purchaser cannot close.
• Transaction Costs: Increased ceiling to CAD 4.25 million (up from CAD 4.0 million).
• Default Notice: Issued on 17 Dec 2025 after Purchaser failed to deposit escrow funds with Odyssey Trust Corp. as required by the Arrangement.
• Closing Expectation: Transaction now expected to close on or before 17 Mar 2026, subject to Purchaser providing cash three business days prior to closing.
• Post‑Closing Actions: ROK’s shares will be delisted from the TSX Venture Exchange; company will apply to cease being a reporting issuer in Alberta, BC, Ontario, Saskatchewan, and other Canadian jurisdictions.
• Filing: Amending Agreement to be filed on SEDAR+ (www.sedarplus.ca).

Notable Quotes

(No direct quotes were provided in the release.)