Business
ROK Resources Enters into Arrangement Agreement and Announces Going Private Transaction
NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES REGINA, ...
About this update from Rok Resources, Inc. Class B
[{"type":"text","content":"ROK Resources Enters into Arrangement Agreement and Announces Going Private TransactionNOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES REGINA, SK / ACCESS Newswire / September 23, 2025 / ROK Resources Inc. (\"ROK\" or the \"Company\") (TSXV:ROK)(OTCQB:ROKRF) is pleased to announce that it has entered into an arrangement agreement (the \"Arrangement Agreement\") dated September 23, 2025 between 17312539 Canada Inc., a private Canadian company formed for the sole purpose of completing the Arrangement (defined below) (the \"Purchaser\"), Blue Alaska Oil Trading LLC (\"Blue Alaska\") the sole shareholder of Purchaser, and 102220885 Saskatchewan Ltd. (\"SpinCo\"), a newly formed company that shall retain the lithium assets of the Company. Pursuant to the Arrangement Agreement the Purchaser will acquire all of the issued outstanding Class B common shares (\"Common Shares\") of the Company for total consideration of $52 million in cash, subject to adjustments as provided for in the Arrangement Agreement (the \"Transaction\").The Transaction will be completed by way of a statutory plan of arrangement (\"Arrangement\") pursuant to the provisions of the Canada Business Corporations Act and the provisions of the Arrangement (the \"Plan of Arrangement\"). Under the terms of the Arrangement, each holder of Common Shares (each a \"ROK Shareholder\" and collectively, the \"ROK Shareholders\") shall receive approximately (i) $0.239 in cash for each Common Share1, representing a premium of 26% to the closing price of Common Shares2 on September 22, 2025, which is the day prior to the date of the Arrangement Agreement; and (ii) one (1) common share in SpinCo for each Common Share held (collectively, the \"SpinCo Shares\"), held with a deemed value of $0.037 per SpinCo Share, for an estimated deemed aggregate value of $0.276 in total consideration per Common Share (collectively, the \"Consideration\").Mr. Bryden Wright, President and CEO of ROK, comments: \"We are pleased to have reached this agreement with Blue Alaska which delivers liquidity to ROK Shareholders at a premium to the current market price of the Company's listed common shares, while providing further exposure to the Company's lithium assets through continued ownership of SpinCo.\"Transaction DetailsPursuant to the terms of the Arrangement, the Pur...