ROK Resources Announces Termination of Arrangement Agreement

Executive Summary

• ROK Resources Inc. announces the immediate termination of its previously announced plan of arrangement and go‑private transaction involving Blue Alaska Oil Trading LLC (via 539 Canada) and SpinCo.
• The termination stems from a unilateral notice by Blue Alaska and 539 Canada, which ROK characterizes as a repudiation; ROK will pursue legal remedies to recover a $3 million escrow deposit.
• Post‑termination, ROK reports no debt, approximately $5 million of cash and working capital (excluding the disputed deposit), and ongoing oil & gas production of ~3,100 boe/d (plus 250 boe/d temporarily shut in).

Key Details

• Termination Notice: On March 2, 2026 Blue Alaska and 539 Canada served ROK with a notice to immediately terminate the Arrangement Agreement governing the go‑private transaction.
• Legal Position: ROK disputes Blue Alaska/539 Canada’s claim to the $3 million escrow deposit; under the Amending Agreement dated Dec 31, 2025, ROK believes it is entitled to the deposit plus interest and will seek all legal remedies if not released.
• Financial Snapshot:
• No existing debt.
• Estimated cash & working capital ≈ $5 million (excluding the disputed $3 million deposit).
• Current production: ~3,100 barrels of oil equivalent per day (boe/d) with an additional 250 boe/d temporarily shut‑in.
• Board Action: The Board will meet in the coming weeks to determine ROK’s go‑forward strategy and plans to issue a follow‑up press release providing guidance on next steps.
• Historical Context: References prior releases (Sept 23, 2025; Nov 6 & 13, 2025; Dec 11 & 31, 2025) and the management information circular dated Oct 29, 2025 related to the now‑terminated transaction.

Notable Quotes

• “ROK will be pursuing any and all legal remedies in order to recover the deposit as well as its costs,” – ROK statement on its intent to enforce the Amending Agreement.