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News Release

Tuesday, August 24, 2021: RT MINERALS CORP. ANNOUNCES PRIVATE PLACEMENTS

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Vancouver, B.C. – August 24, 2021 – RT Minerals Corp. (TSX.V: RTM) (OTC Pink: RTMFF) (the “Company”) is pleased to announce that it proposes to undertake private placements to raise gross proceeds of up to $527,000 (the “Offering”). The Company proposes the sale of up to 2,500,000 non-flow-through units priced at $0.05 (the “NFT Units”) to raise up to $125,000 and up to 6,700,000 flow-through units priced at $0.06 (the “FT Units”) to raise up to $402,000. Each NFT Unit consists of one common share and one share purchase warrant exercisable into one further common share at a price of $0.06 for a term of two years. Each FT Unit consists of one flow-through common share and one share purchase warrant exercisable into one further common share at a price of $0.06 for a term of two years. Insiders may subscribe for up to $100,000 of the Offering. 

The Offering will be conducted under available exemptions from the prospectus requirements of applicable securities legislation and participation in the Offering will be available to existing shareholders in qualifying jurisdictions in Canada in accordance with the provisions of BC Instrument 45-354 (the “Existing Shareholder Exemption”) and similar provisions in other jurisdictions’ securities legislation and will be available to persons in qualifying jurisdictions in Canada who have obtained advice as to the suitability of the investment from a person registered as an investment dealer in accordance with the provisions of BC Instrument 45-536 and similar provisions in other jurisdictions’ securities legislation. 

The Company has set a record date of August 24, 2021 for the purpose of determining shareholders entitled to participate in the Offering in reliance on the Existing Shareholder Exemption. Qualifying shareholders who wish to participate in the Offering should contact the Company as detailed below.  

The proceeds from the sale of the flow-through portion of the Offering will be used for exploration activity on the Company’s 100% optioned and/or owned Catharine Properties near Kirkland Lake, Ontario. The proceeds from the sale of the non-flow-through portion of the Offering will be used to pay all contractual obligations owing by the Company, trade payables and for general working capital.

Finders’ fees of 8% cash and 8% warrants exercisable at $0.07 per share for a two year term may be paid in connection with the Offering.  The Offering is subject to the approval of the TSX Venture Exchange.

Donald (Dan) M. Clark, the President and CEO of the Company, comments: “The Company will primarily focus on stripping the gold bearing Green Carbonate Zone at surface and other known near surface targets as well as follow up drilling on the 100% optioned Link-Catharine property located 25 km SSE of Kirkland Lake, Ontario, Canada. The Link-Catharine property is contiguous to the 102 sq km of mineral claims acquired in June 2021 by the Company in this part of the Abitibi greenstone belt now totalling 104 sq km of mineral claims controlled by RTM. This entire region of the south-western portion of the Abitibi greenstone belt is becoming very active. RTM has encountered significant gold mineralization on the Link-Catharine property over the past nine months. Northstar Gold Corp. (“Northstar”), located about 3 km north from the entire 104 sq km RTM Catharine claim block, has recently announced significant gold intercepts from its drilling and has initiated a significant exploration program on its properties. Kirkland Lake Gold Corp. has acquired 9.9% of the common shares of Orefinders Resources Inc. (“Orefinders”) as well as entered into a $60 million strategic alliance with Orefinders. The Orefinders property is located about 3 km from the RTM 104 sq km block. RTM is the largest claim holder in this under explored region of the Abitibi greenstone belt of Ontario, which represents a newly emerging Canadian gold exploration camp involving both major and junior gold companies. In an effort to advance exploration on the Company’s Catharine properties in a significant manner over a multi-year period, the Company will now seek an Option / Joint Venture partner on its entire 104 sq km mineral claims in this area.”

 

The Company cautions that mineralization on properties held by RTM may not be indicative or comparable to gold mineralization on adjacent properties, including but not limited to, those held by Northstar and/or Orefinders.

About RT Minerals Corp. 

RT Minerals Corp. is a junior exploration company listed on the TSX Venture Exchange under the symbol “RTM” and has 64,742,988 common shares issued and outstanding, of which 19,950,000 shares are held in escrow to be released over a three year period ending July 14, 2024. The Company holds an option to acquire a 100% interest in the Link-Catharine RLDZ gold property comprised of 15 unpatented single cell mining claims with a total area of 220 hectares in one claim block, which is contiguous to the Company’s 100% owned 102 sq km Catharine claim block. The above properties are located approximately 22 km SSE of the Town of Kirkland Lake, Ontario. The Company also holds a 100% interest in the Norwalk gold property near Wawa, Ontario.

For more information on the Company and its properties, please visit the Company’s website at www.rtmcorp.com.

FOR FURTHER INFORMATION CONTACT:

Donald (Dan) M. Clark

Chairman, President and Chief Executive Officer

RT Minerals Corp.

Telephone: 604-681-3170

Fax: 604-681-3552

Neither the TSX Venture Exchange nor its Regulation Service Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy of accuracy of this news release.

Forward-Looking Statements

This news release contains certain forward-looking statements, which relate to future events or future performance (including, but not limited to, the overall size of the Offering, the proposed use of proceeds and the expected closing of any tranches thereof) and reflect management’s current expectations and assumptions. Such forward-looking statements reflect management’s current beliefs and are based on assumptions made by and information currently available to the Company. Readers are cautioned that these forward-looking statements are neither promises nor guarantees, and are subject to risks and uncertainties that may cause future results to differ materially from those expected including, but not limited to, market conditions, availability of financing, actual results of the Company’s exploration and other activities, environmental risks, future metal prices, operating risks, accidents, labor issues, delays in obtaining governmental approvals and permits, and other risks in the mining industry.  All the forward-looking statements made in this news release are qualified by these cautionary statements and those in our continuous disclosure filings available on SEDAR at www.sedar.com. These forward-looking statements are made as of the date hereof and the Company does not assume any obligation to update or revise them to reflect new events or circumstances save as required by applicable law. 

THIS NEWS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL SECURITIES AND THE COMPANY IS NOT SOLICITING AN OFFER TO BUY THE SECURITIES DESCRIBED HEREIN. THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.

Disclaimer

The Canadian National Stock Exchange has neither approved nor disapproved of the information contained herein.

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