ROX RESOURCES LIMITED - Capital/Financing Update 2019

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ASX Release: 21 June 2019 ASX Code: VMC

Settlement of Youanmi Gold Mine Acquisition

Major Drilling Program at the Youanmi Gold Mine

and Regional Exploration Drilling to commence in early July

HIGHLIGHTS

Venus Metals (VMC) receives $2,550,000 from Rox Resources Ltd (RXL) and has been issued 25,000,000 ordinary fully paid shares in RXL.
VMC exercises two options to complete the acquisition of the Youanmi Gold Mine (refer VMC ASX release dated 28 May 2018 for full details).
Following the settlement of the acquisition of the Youanmi Gold Mine by Venus Metals. Four separate Joint ventures have now been formally formed in various ways between Venus Metals and Rox Resources Ltd (through its wholly owned subsidiary) ( Rox ), as outlined below.

Youanmi Gold Mine (the OYG Joint Venture) (highlighted in pink on the attached plan), now being

50% Venus Metals

50% Rox (manager of the JV) (refer ASX Release 10 April 2019).

Rox , has the obligation to spend $2,000,000 on drilling and other relevant on ground exploration expenditure, together with two years of holding costs (including rents and rates), to complete its 50% ownership obligations under the OYG Joint Venture.

Rox can increase its stake in the OYG Joint Venture on or before 30 June 2021 at is election following the obligation to spend has been met by acquiring an additional 20% from VMC for a further payment of $3,000,000 in cash to Venus Metals or, at Venus Metal's election at that time, the payment of $1,500,000 in cash and issue $1,500,000 of Rox Resources (RXL) securities to Venus Metals.

VMC additionally holds a 0.7% NSR production royalty over all gold and other minerals produced from OYG tenements.

The OYG Joint Venture will initially undertake some 14,500m of RC drilling in the Youanmi Gold Mine leases starting early July. Multiple targets have been identified to confirm and expand the near surface oxide resources within the OYG mining leases.

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Please Direct Enquiries to:

Matthew Hogan Managing Director Ph: 08 9321 7541

Barry Fehlberg Exploration Director Ph: 08 9321 7541

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Settlement of the Youanmi Gold Mine acquisition also initiates the formal formation of three regional exploration Joint Ventures known as;

Venus Joint Venture Youanmi Joint Venture Currans Find Joint Venture

In the Venus Joint Venture (currently Venus 100%), Rox is earning a 50% gold rights interest only in the tenements highlighted in blue on the attached plan by contributing $800,000 on exploration. Once Rox has earnt its 50% interest, Venus and Rox contribute equally and there is no option to increase the stake. Venus is manager of this Joint Venture.

For the Venus Joint Venture, RC and air core drilling is planned along strike from the Spectrum Penny West North discovery and at the Golden Victoria prospect also commencing in July 2019.

In the Youanmi Joint Venture (currently Venus 90%), Rox is earning a 45% in gold rights interest in the tenements highlighted in green on the attached plan by contributing $200,000 on exploration. Once Rox has earnt its 45 % interest, Venus and Rox contribute equally and there is no option to increase the stake in the Joint Venture. Drilling targets are currently being evaluated. Venus is manager of the project.
Venus and Rox each have a contributing 45% interest in the Currans Find Joint Venture on the tenements highlighted in yellow on the attached plan where recent drilling outlined high grade intersections around the old Currans Find and Currans North workings. Additional RC drilling is scheduled for July to follow up on these high-grade results. Venus is Manager of the project.

Managing Director of Venus Metals Matthew Hogan commented “ We are very pleased to complete settlement of the Youanmi Gold Mine option. The Gold Mine itself, with its substantial gold resources and infrastructure, was the last major piece needed to complete our tenement consolidation over the highly prospective Youanmi Greenstone belt. With our new joint venture partner in place, the necessary drilling and exploration to advance the project is set for the next two years”.

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