Rugby Further Amends the Mabuhay (Motherlode) Option Agreement

VANCOUVER, Sept. 11, 2020 - Rugby Mining Ltd. (“Rugby” or the “Company”) (TSX-V: RUG) announces that it has entered into an amending agreement (the “Second Amendment”) with All-Acacia Resources Inc. (“All-Acacia”), for the acquisition of the Mabuhay project. The Second Amendment reduces and extends the staged payment terms under the option agreement.

The Second Amendment staged payment terms are as follows:

Year 1 US$50,000 payable in cash or shares*
Year 2 US$50,000 payable in cash or shares*
Year 3 US$50,000 payable in cash or shares*
Year 4 US$50,000 payable in cash or shares*

The Company will settle Year 1 staged payment by paying US$25,000 in cash and issuing an aggregate of 253,326 common shares at a deemed price of CAD$0.13 per share valued at US$25,000. The share issuance is subject to TSX Venture Exchange (“TSX-V”) approval and a four-month hold period.

*The payment terms provide payment of up to US$25,000 in cash at All-Acacia’s option.

Terms of the Option Agreement

The Company entered into an option agreement dated July 27, 2010, with subsequent amendments on July 9, 2013, and February 26, 2019, with All-Acacia pursuant to which the Company was granted an exclusive option to earn an undivided 80% right, title and interest in the Mabuhay property (the “Mabuhay Agreement”).

Pursuant to the Second Amendment to the Mabuhay Agreement, the Company will pay US$25,000 in cash and will issue 253,326 common shares (subject to TSX-V approval) at a deemed price of CAD$0.13 per share valued at US$25,000 to settle the Year 1 Payment of US$50,000.

Subsequently, Rugby will pay All-Acacia in either shares (subject to TSX-V approval) or in cash, subject to All Acacia’s right to elect to receive up to 50% in cash:

1. US$50,000 within 24 months of the Initial Payment;
2. US$50,000 within 36 months of the Initial Payment;
3. US$50,000 within 48 months of the Initial Payment: and
4. a final payment of US$175,000 within 30 days from the grant and registration of a mineral agreement allowing for development of a mine.

Please see the Company’s news release dated March 6, 2019 and October 5, 2010 for more information.

About Rugby

Rugby is an emerging mineral resource company focused on a portfolio of projects having considerable potential for significant mineral discoveries. Rugby benefits from the experience of its directors and management, a team that has either been directly responsible for world-class mineral discoveries or have been part of the management teams responsible for such discoveries.

For additional information you are invited to visit the Rugby Mining Ltd. website at www.rugbymining.com.

CAUTIONARY STATEMENT

Certain of the statements made and information contained herein is “forward-looking information” within the meaning of the British Columbia, Alberta and Ontario Securities Acts. This includes statements concerning the Company’s plans at its projects including progress on obtaining approval for its exploration concession applications in Colombia, the expected timing of drilling and/or geophysics programs, prospectivity, high grade potential and potential for mineral discoveries, the style or occurrence of the mineralization and drilling costs which involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. In addition the Company holds certain of its projects under option agreements, which require expenditure and/ or drilling requirements in order to maintain its interest. Should the Company not be able to meet its obligations or renegotiate the agreements it will lose its rights under the option agreement. Forward-looking information is subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking information, including, without limitation, the effect on prices of major mineral commodities such as copper and gold by factors beyond the control of the Company; events which cannot be accurately predicted such as political and economic instability, terrorism, environmental factors and changes in government regulations and taxes; the shortage of personnel with the requisite knowledge and skills to design and execute exploration programs; difficulties in arranging contracts for drilling and other exploration services; the Company’s dependency on equity market financings to fund its exploration programs and maintain its mineral exploration properties in good standing; political risk that a government will change, interpret or enforce mineral tenure, environmental regulations, taxes or mineral royalties in a manner that could have an adverse effect on the Company’s assets or financial condition and impair its ability to advance its mineral exploration projects or raise further funds for exploration; risks associated with title to resource properties due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the interpretation of laws regarding ownership or exploration of mineral properties in the Philippines and Colombia and in the sometimes ambiguous conveyancing characteristic of many resource properties, currency risks associated with foreign operations, the timing of obtaining permits to conduct exploration activities, the ability to conclude agreements with local communities and other risks and uncertainties, the ongoing effects of the COVID-19 virus and including those described in each of the Company’s management discussion and analysis and those contained in its financial statements for the year ended February 29, 2020 filed with the Canadian Securities Administrators and available at www.sedar.com. In addition, forward-looking information is based on various assumptions including, without limitation, assumptions associated with exploration results and costs and the availability of materials and skilled labour. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Accordingly, readers are advised not to place undue reliance on forward-looking information. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information, whether as a result of new information, future events or otherwise.

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