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VR Introduction

January, 2020

VR Resources Ltd. (“VR”) is an emerging junior mineral exploration company focused on blue sky opportunities in copper and gold in the western United States and Canada. VR is listed on the Venture Exchange (TSX.V: VRR; Frankfurt: 5VR; OTCBB: VRRCF), and is registered in British Columbia, Canada.

The Company maintains its day-to-day work out of an exploration office established in Vancouver, British Columbia. The Company employs a tight administrative cost structure, with a focus on translating funds raised directly to mineral exploration work. The Company has a working capital of approximately $2.2m, sufficient to both execute its mineral exploration strategy and support its corporate business (general and administrative costs; “G&A”) through 2020.

VR is the continuance of 4 years of active mineral exploration in Nevada, USA, by a Vancouver-based private company founded and run by two geologists with diverse experience in global mineral exploration, and a proven track record in the junior sector, having steered the sale of three companies in the past seven years for an aggregate valuation in excess of C$1.3B. The goal of VR is explicit: leverage its experience and expertise in grassroots exploration towards early-stage discovery in order to capture the steepest part of the value creation curve in the exploration and mining process for its shareholders.

The Company has an ongoing capital markets strategy. It is currently engaged with Intrynsyc Capital Corp. to expand its capital markets outreach. The Company continues to work with Peak Marketing Corporation with regard to market communication and dissemination of information, including certain social media hubs. The Company works with Peak to ensure that all of its market-related information and links are both internally consistent and up-to-date. The Company retains Renmark Communications on an ongoing basis to maintain a fully functioning and continuously updated website; the Company’s website is at http://www.vrr.ca.

The Company is focused on opportunities in districts underexplored during the past 50 years of modern exploration. The Company applies current mineral deposit models and new exploration technologies to properties with large copper-gold footprints.

VR explores properties it owns outright, 100%. Mineral exploration properties in Nevada are held in a wholly-owned US subsidiary registered in Nevada. New opportunities are evaluated on an ongoing basis, whether by internal generative work and direct staking, by a joint venture or a direct acquisition of a property from a third party, or by a corporate transaction (e.g. merger).

An independent, NI 43-101 compliant Technical Report for the Company’s Bonita property in Nevada and dated March 2, 2017, is filed on SEDAR. The report was the foundation for VR’s public listing in 2017. Based on the synthesis and interpretation of four years of exploration data collected by VR on Bonita, the report recommends first-pass drilling on two main targets. The Company initiated that drilling in the fall of 2017, and completed a second program in the summer of 2018, following the completion of an airborne ZTEM survey. The Company believes the potential of Bonita is unusual based on the district-scale size of the property and the distribution of surface showings and historic workings within it, and that the drilling to date is insufficient for a complete test of the two main alteration centers (targets). The Company intends to complete first-pass drilling in order to properly evaluate the discovery potential of the large-scale hydrothermal system at Bonita.

The Company is in the process of completing an independent, NI 43-101 compliant Technical Report on the Company’s Amsel property, part of its Big Ten epithermal gold project in the Walker Lane mineral belt of west-central Nevada. After continuous exploration over the past 18 months, the large-footprint alteration cap and gold-silver geochemical anomaly at Amsel is ready to drill test; there are historic workings at Amsel, but the core of the mineral system, the root, has never been drill-tested, and the 18 M oz Round Mountain gold deposit and mine located 45 km’s to the north provides a compelling analogue based on many comparable attributes.

VR Resources has demonstrated conviction and discipline towards its business model and exploration strategy during the past 7 years in order to successfully navigate a challenging capital markets cycle in resources during the past decade. VR has maintained active exploration on the ground throughout that period in order to expose its shareholders to the potential for discovery-based value creation, and is now positioned with targets ready to drill in 2020, when there is a clear resurgence and buoyancy in both the copper and gold sectors.

The investment upside to VR Resources has not changed, and is multi-faceted:

  • The life-long experience of its management and Board specifically in mineral exploration, and its collective track record of success in value creation for shareholders through successful M&A;
  • The focus of its executive management exclusively to the business of VR;
  • A tight share structure, including an insider position of approximately 15%, and a collective holding of approximately 35% by 5 mining-long resource investment institutions;
  • 100% ownership of properties; no joint venture interests, no carried interests, no back-in interests;
  • Properties with local infrastructure (road access and near-by service -hubs) for cost-effective exploration, and infrastructure such as power grids and railroads essential to mining companies for viable project development should a discovery occur;
  • Properties located in jurisdiction with a long and well-established history of regulatory support for the exploration and mining industry;
  • Properties located in mineral districts where major mining companies are active.

VR strives for technical excellence in its work, and corporate industry leadership. VR’s management has led numerous industry and research organizations in the past, and has been recognized with numerous industry achievement and recognition awards. Technical information contained on this website has been prepared in accordance with the Canadian regulatory requirements set out in National Instrument 43-101. Justin Daley, MSc, P.Geo., Principal Geologist at VR and a non-independent Qualified Person oversees all aspects of the Company’s mineral exploration projects. The content of this document, and this website, has been prepared and reviewed on behalf of the Company by the CEO, Dr. Michael Gunning, PhD, P.Geo., a non-independent Qualified Person.

Directors

Michael Gunning, President and CEO, Director

Dr. Gunning is a Professional Geologist with over 30 years of experience in mineral exploration and geological research. His experience spans work in federal and provincial geological surveys, exploration in North and South America with Cominco (now Teck), and proven executive leadership in the junior exploration sector, including recent success in the sale of two companies. He is extensively published, holds several industry awards, and is past-president of numerous industry organizations.

Upon completion of his PhD at the University of Western Ontario, Dr. Gunning spent nearly a decade both learning and leading mineral exploration with Cominco, before moving on to a lead Mineral Deposits Research Geologist position with the Saskatchewan Geological Survey, which included work in Strategic Development in the energy sector. This work led to Dr. Gunning to the uranium junior exploration sector in Vancouver, culminating in his role as CEO of Hathor Exploration Limited, where he led successive resource and PEA milestones for the Roughrider uranium deposit discovery, and guided Hathor successfully through a hostile takeover bid and eventual $654 million acquisition by Rio Tinto, one of the top ten deals in mining globally in 2011. He built on that success as Executive Chairman of Alpha Minerals, which was acquired in 2013 for C$190 million, following the discovery of the Patterson Lake uranium deposit in Saskatchewan.

Dr. Gunning is currently focused on VR Resources, 100%. He has limited his Board involvement to just one other company, Aurelias Minerals Inc. (TSX-V), and has refrained from any advisory roles in the industry.

Dr. Gunning is a past-President of the Saskatchewan Geological Society and the Society of Economic Geology Student Chapter, and he served on the AME BC Roundup Committee and continues to present at the annual AME Exploration Safety Workshop. Having played field hockey at the club, university, national and international level, he is a past Director of Field Hockey Canada and Chair of the Canadian Men’s Field Hockey Olympic Trust, and he holds several provincial awards recognizing service to sport.

Darin Wagner, Chairman

Mr. Wagner serves as the Chairman of VR. He is a Professional Geologist with over 28 years of mineral exploration and corporate development experience. During that time he has worked in North/South America and in Africa, been directly involved in a number of M&A transactions in the mineral exploration sector and being involved with raising several hundred million dollars for mineral exploration globally.

In 1999 Mr. Wagner became Vice President, Exploration for New Millennium Metals Corp. which was successfully merged with Platinum Group Metals Ltd. in 2002. Mr. Wagner served as Exploration Manager for Platinum Group Metals through the acquisition, discovery and initial delineation of the multi-million ounce Maseve PGE mine in South Africa.

Mr. Wagner became President of Sydney Resource Corp. in 2005 and helped steer the successful merger with Band Ore Resources to form West Timmins Mining Inc. in 2006. He then served as a President, CEO, Director and Qualified Person for West Timmins Mining through the discovery of the high-grade Thunder Creek and 144 gold deposits – which form part of the Timmins West Mine Complex in Timmins, Ontario. He oversaw the acquisition of West Timmins by Lake Shore Gold in an all share deal valued at $424 million which was completed in 2009.

He then founded Canadian explorer Balmoral Resources Ltd. and served as its President and CEO through a series of gold and base metal discoveries culminating in its 2020 acquisition by Wallbridge Mining Company Ltd. in an all share deal valued on closing at $160 million. Mr. Wagner was also a founding director of Falco Resources and NewCastle Gold (acquired by Equinox Gold in 2017) and currently serves as an advisor for Ely Gold Royalties and KORE Mining.

Justin Daley, Principal Geologist

Mr. Daley is a Professional Geologist with over a decade of global experience in grassroots and early-stage mineral exploration.  He obtained an M.Sc. in Mineral Exploration from Laurentian University in Sudbury, ON and a B.Sc. Honours in Geological Sciences from Queen’s University in Kingston, ON.  Mr. Daley has worked throughout the Americas, in Canada, the USA, Mexico, Peru and Chile, and in Turkey exploring for copper and gold for Teck Resources, Silver Standard (now SSR Mining), Centerra and Pretium.  During this time, he gained an in-depth knowledge of porphyry, epithermal and VMS mineral systems, experience in the integration of exploration datasets within scientific mineral deposit models, and an expertise in the application of GIS technologies.

Michael Thomson, Director

Mr. Thomson has over 35 years of experience in the securities industry as a lawyer, regulator, investment banker, Vice President with two securities dealers, and an entrepreneur. Mr. Thomson has been the President and principal of Independent Capital Partners Inc., a corporate finance consulting and advisory company since May 1998. He is also a past independent director of the Lil’Wat Business Corporations, the business arm of the Mt. Currie (Pemberton) First Nations Band.

Overall, the focus of Mr. Thomson’s career has been the capital markets, and taking companies public. He has been the founder or co-founder of a number of capital pool companies that have completed arm’s length business combinations and Qualifying Transactions with various private companies, including a number of companies in the resource sector. Currently, he is a Director of four TSX.V Listed companies.

Mr. Thomson obtained a Bachelor of Law degree from the University of Ottawa in 1983. He is a former member of the Listings Advisory Committee (Calgary) of the TSX Venture Exchange.

Craig Lindsay, Director

Mr. Lindsay is the Managing Director of Arbutus Grove Capital Corp. He has over 25 years of experience in corporate finance, investment banking and business development in both North America and Asia. His focus has been on mineral resources in the western United States, most recent serving as Founder, President and CEO of Otis Gold Corp. until its sale to Excellon Resources Inc. (TSX) in 2020. Previously, Mr. Lindsay was Founder, President and CEO of Magnum Uranium Corp. until its merger with Energy Fuels Inc. in July 2009.

Prior to that he was a Vice President in the Corporate Finance and Investment Banking Group at PricewaterhouseCoopers LLP and a Partner in the Pacific Rim Group, a financial and business services company located in Hong Kong. Lindsay was a founding Director of Malaspina Capital Ltd. (ASE) and was responsible for identifying its merger with Miranda Mining Corp (a Mexican based gold producer that was subsequently acquired by Wheaton River Minerals). He was also a Founding Director of Rebel Capital Inc (TSXV), and was responsible for identifying and negotiating its merger with Electric Royalties Ltd. He is currently a Director of Excellon Resources Inc (TSX), Electric Royalties Ltd (TSXV), Alianza Minerals Ltd. (TSXV) and Philippine Metals Inc. (TSXV).

Mr. Lindsay has a Bachelor of Commerce degree from the University of British Columbia, an MBA from Dalhousie University and is a Chartered Financial Analyst. He is the Immediate Past National Chair of the Hong Kong Canada Business Association and former President of the Vancouver Section, a past Chair of the Family Services of Greater Vancouver and a member of the Board of Governors of Crofton House School

Management

Blaine Bailey, Chief Financial Officer

Mr. Bailey is a Chartered Professional Accountant, CGA working with public and private companies over the past 20 years. Mr. Bailey brings complementary skills to the team in areas of finance, administration, and financial reporting. Mr. Bailey is currently the CFO of GR Silver Mining Ltd., Latin Metals Inc and a Director of Adastra Labs Holdings Ltd.

Mr. Bailey received his Bachelor of Commerce degree (Honours) from the University of Manitoba in 1977, and qualified for the CPA, CGA designation in British Columbia in 1983. Mr. Bailey has served in the capacity of accountant for Molson Brewery B.C. Ltd. and controller for Nabob Coffee Co. with head offices in Zurich, Switzerland.

Cyndi Laval, Corporate Secretary

Ms. Laval is a partner at the law firm of Gowling WLG (Canada) LLP, Vancouver, B.C. and is the leader of the firm’s Corporate Finance, M&A and Private Equity Group in Canada.

Ms. Laval practices M&A, Corporate Finance and Mining Law, and has over 20 years of experience. Her practice involves advising issuers on merger transactions, corporate finance activities, such as equity and debt financings, stock exchange listings, corporate and securities regulatory compliance, corporate reorganizations, corporate governance, and mining-related transactions.

Ms. Laval was named Vancouver “Lawyer of the Year” for Mining by the Best Lawyers in Canada in its 2017 edition. She has also been named one of Vancouver’s 30 leading lawyers by the National Post and is recognized as a leading lawyer in The Best Lawyers in Canada, Legal 500 Canada, Lexpert’s Leading Canadian Lawyers in Global Mining, Canadian Legal Lexpert Directory, Who’s Who Legal: Canada and Who’s Who Legal: 100.

Prior to joining private practice, Ms. Laval worked in the policy department of the now TSX-V. Ms. Laval was a member of the TSX-V’s Local Advisory Committee from 2006 to 2013 and an instructor of the TSX-V Rules and Tools Corporate Governance Workshop from 2004 to 2010.

Frances Petryshen, Corporate Compliance

Ms. Petryshen brings over 25 years of management experience with a specialization in corporate compliance and governance for public, private and not-for-profit organizations. She has been a Director and Officer of several public and private companies. Ms. Petryshen is an Accredited Director (“Acc.Dir.”) and a Fellow with the Institute of Chartered Secretaries and Administrators (“FCIS”) where she currently serves as Director of the British Columbia branch of the Institute.

Financials

2017

MD&A
Mar 31, 2017 Annual annual_mda_2017.pdf
Financial Statement
Mar 31, 2017 Annual annual_fs_2017.pdf

2018

MD&A
Mar 31, 2018 Annual annual_mda_2018.pdf
Jun 30, 2017 Q1 q1_mda_2018.pdf
Sep 30, 2017 Q2 q2_mda_2018.pdf
Dec 31, 2017 Q3 q3_mda_2018.pdf
Financial Statement
Mar 31, 2018 Annual annual_fs_2018.pdf
Jun 30, 2017 Q1 q1_fs_2018.pdf
Sep 30, 2017 Q2 q2_fs_2018.pdf
Dec 31, 2017 Q3 q3_fs_2018.pdf

2019

Financial Statement
Mar 31, 2019 Annual annual_fs_2019.pdf
Jun 30, 2018 Q1 q1_fs_2019.pdf
Sep 30, 2018 Q2 q2_fs_2019.pdf
Dec 31, 2018 Q3 q3_fs_2019.pdf
MD&A
Mar 31, 2019 Annual annual_mda_2019.pdf
Jun 30, 2018 Q1 q1_mda_2019.pdf
Sep 30, 2018 Q2 q2_mda_2019.pdf
Dec 31, 2018 Q3 q3_mda_2019.pdf

2020

Financial Statement
Mar 31, 2020 Annual annual_fs_2020.pdf
Jun 30, 2019 Q1 q1_fs_2020.pdf
Sep 30, 2019 Q2 q2_fs_2020.pdf
Dec 31, 2019 Q3 q3_fs_2020.pdf
MD&A
Mar 31, 2020 Annual annual_mda_2020.pdf
Jun 30, 2019 Q1 q1_mda_2020.pdf
Sep 30, 2019 Q2 q2_mda_2020.pdf
Dec 31, 2019 Q3 q3_mda_2020.pdf

2021

Financial Statement
Jun 30, 2020 Annual annual_fs_2021.pdf
Sep 30, 2020 Q2 q2_fs_2021.pdf
MD&A
Jun 30, 2020 Annual annual_mda_2021.pdf
Sep 30, 2020 Q2 q2_mda_2021.pdf

Disclaimer; Forward Looking Statements

January, 2020

VR Resources Ltd. (“VR”) is an emerging junior mineral exploration company listed on the Venture Exchange (TSX.V: VRR; Frankfurt: 5VR; OTCBB: VRRCF), and is registered in British Columbia, Canada.

All of the Company’s public disclosure filings may be accessed via www.sedar.com and readers are urged to review these materials, including the latest technical reports filed with respect to the Company’s mineral properties.

VR is responsible for the preparation and presentation of materials on this website.  Technical information has been prepared in accordance with the Canadian regulatory requirements set out in National Instrument 43-101.  Justin Daley, MSc, P.Geo., Principal Geologist at VR and a non-independent Qualified Person oversees all aspects of the Company’s mineral exploration projects.  The content of this document and this website has been prepared and reviewed on behalf of the Company by the CEO, Dr. Michael Gunning, PhD, P.Geo., a non-independent Qualified Person.

There are statements and/or information on this website with respect to mineral properties and/or deposits which are adjacent to and/or potentially similar to the Company’s mineral properties, but which the Company has no interest or rights to explore or mine. Readers are cautioned that mineral deposits on adjacent or similar properties are not necessarily indicative of mineral deposits on the Company’s properties.

VR uses its best efforts to realistically and factually present the information contained herein. However, subjective opinion, dependence upon factors outside VR’s control and outside information sources unavoidably dictate that VR cannot warrant the information contained to be exhaustive, complete or sufficient. In addition, many factors outside of VR’s control can alter the intended results of information presented by VR.

For greater clarity, no guarantees are made or implied with regard to the success of VR’s proposed ventures.  Trading in the securities of the Company should therefor be considered highly speculative.  Users of this website interested in investing should conduct their own assessment of materials and seek independent, professional investment advice prior to making any investment decisions based on materials prepared and/or presented by VR.

Cautionary Guidance Regarding Forward Looking Statements

This website contains “forward looking information” and “forward looking statements” (together, “forward looking statements”) within the meaning of securities legislation in Canada and the United States Private Securities Litigation Reform Act of 1995, as amended.  These forward looking statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management.

Forward looking statements include, but are not limited to, statements about the future.  Often, but not always, forward looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate” or “believes” or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.  Although the Company presents assumptions herein with regard to certain forward-looking statements, management believes that the assumptions made, and the expectations represented by such statements are reasonable; regardless, there can be no assurance that a forward looking statement referenced herein will prove to be accurate.

Forward looking statements by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward looking statements.  Such risks, uncertainties and other factors include, among other things, the following: the ability of the Company to successfully raise money to fund its business and/or exploration programs; the ability of the Company to successfully operate its mineral exploration programs; the speculative nature of resource exploration; the effect of foreign exchange regulations on exploration programs in Nevada; the absence of mineral reserves on the Company’s properties; uninsured risks; uncertainty of actual capital costs and exploration program costs; changes in commodity prices, including copper and gold, but also other metals which in the past have fluctuated widely and which could affect the financial condition of the Company; currency exchange rate fluctuations; risks related to some of the Company’s properties being located in Nevada, including political, economic, and regulatory instability; uncertainty in the Company’s ability to obtain and maintain certain permits necessary for current and anticipated exploration operations; the Company being subject to environmental laws and regulations which may increase the costs of doing business and/or restrict planned exploration programs.

Although VR has attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended.  Also, many of the factors are beyond the control of the Company.  Accordingly, investors should not place undue reliance on forward looking statements.  The Company undertakes no obligation to reissue or update any forward-looking statements as a result of new information or events after the date hereof except as may be required by law.

All forward-looking statements herein are qualified by this cautionary statement.