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Rockport, Ontario April 1, 2019 - El
Nino Ventures Inc. (the "Company" or
"ELN") announces that by mutual
agreement, Puma Exploration Inc.
("Puma") and ELN have agreed to modify
the terms of the amended and restated
Asset Purchase Agreement signed October
5, 2016, as amended thereafter. Pursuant
to the third amending agreement signed
by Puma & ELN, Puma now has until June
30, 2019 to proceed with the final $1M
cash consideration.
ELN Chairman and CEO, Harry Barr stated,
"We are pleased with the amendment of
the terms between the parties. Puma's
management team have been extremely
diligent in regards to doing their best
efforts to complete this Asset Purchase
Agreement. We look forward to a
successful conclusion."
As per the third amending agreement,
Puma shall pay ELN 1,000,000 shares of
its capital stock as an additional fee
("Additional Fees").
If Puma does not satisfy the conditions
set forth in the Amended and Restated
Asset Purchase Agreement, then ELN shall
retain its 32.1% interest in the Murray
Brook Project as well, it will receive
the geological information, reports,
metallurgical tests and the surface
copper zone drill sampling which
represent about $2.4M in exploration
work completed on the Murray Brook
Project since ELN entered into the
original sale agreement with Puma.
About El Nino Ventures
El Nino Ventures Inc. (ELN) has in the
past years been a Base Metals
exploration company with its focus being
on the Murray Brook Project in the
Bathurst region of New Brunswick,
Canada. ELN signed an option to purchase
agreement regarding the sale of its
interest on this project (News Release:
Oct 13th, 2016) with Puma Explorations
for $3.1 million dollars. In May 2018
ELN received the second cash payment of
$1,500,000 from Trevali Mining
Corporation, a midtier zinc, base metal
company who Puma signed a funding
agreement with and El Nino acknowledged
that agreement.
The 3rd and final payment of an
additional 1 million (total 3.1 million)
is now due on or before June 30, 2019.
In addition, a royalty, net smelter
return (NSR) for the life of the project
will be paid to ELN as outlined below:
1)
The NSR will start at 0.25% at a
zinc price of US$1.04/lb and will
increase in increments of 0.25%, to
a maximum of 1.75% above US$1.50/lb
Zinc.
2) This NSR, which is in relation to
approximately 32% of the production
from the Murray Brook Property, and
includes the Mining Lease and the
Murray Brook East claims, for the
life of the Murray Brook deposit and
any new discovery made on the total
project.
On March
27, 2019 the price of Zinc was $1.32/lb
USD according to Kitco.
El Nino has 2,000,000 warrants of Puma
and the terms of the warrant are as
follows: El Nino will be given the right
to buy 2,000,000 warrants of Puma's
ordinary shares (the warrants) expiring
3 years after the closing of the
transaction based on the following
exercise prices:
1) 0
to Year 1 (Nov 15, 2017): Equal to
the price of the acquisition equity
financing;
2) Year 1 to Year 2 (Nov 15, 2018):
a 20% premium to the price indicated
in 1) above; and
3) Year 2 to Year 3: a 20% premium
to the price indicated in 2) above.
In the
event Puma does not complete the final
option payment to acquire ELN's
interest, ELN will receive its entire
interest in the Murray Brook project,
back in good standing along with reports
on approximately $2.4 M worth of
exploration and development that was
completed on the project by Puma since
the original Asset Purchase Agreement
was signed.
The Company continues to investigate new
innovative ways to move ELN's business
plan forward, the Company also has an
aggressive mineral acquisition program
underway with a focus on gold and base
metal projects that are a mix of grass
roots, brownfields and advanced stage
projects. The Company plans to use the
Prospector Generator Model which reduces
risk, share dilution and increases
discovery potential.
On Behalf of the Board of Directors
"Harry Barr"
Harry Barr
Chairman & CEO
El Nino Ventures Inc.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that
term is defined in the policies of the
TSX Venture
Exchange) accepts responsibility for the
adequacy or accuracy of this release.
Cautionary Note Regarding Forward
Looking Statements: This release
contains forward-looking statements that
involve risks and uncertainties. These
statements may differ materially from
actual future events or results and are
based on current expectations or
beliefs. For this purpose, statements of
historical fact may be deemed to be
forward-looking statements. In addition,
forward looking statements include
statements in which the Company uses
words such as "continue", "efforts",
"expect", "believe", "anticipate",
"confident", "intend", "strategy",
"plan", "will", "estimate", "project",
"goal", "target", "prospects",
"optimistic" or similar expressions.
These statements by their nature involve
risks and uncertainties, and actual
results may differ materially depending
on a variety of important factors,
including, among others, the Company's
ability and continuation of efforts to
timely and completely make available
adequate current public information,
additional or different regulatory and
legal requirements and restrictions that
may be imposed, and other factors as may
be discussed in the documents filed by
the Company on SEDAR (www.sedar.com),
including the most recent reports that
identify important risk factors that
could cause actual results to differ
from those contained in the
forward-looking statements. The Company
does not undertake any obligation to
review or confirm analysts' expectations
or estimates or to release publicly any
revisions to any forward-looking
statements to reflect events or
circumstances after the date hereof or
to reflect the occurrence of
unanticipated events. Investors should
not place undue reliance on forward
looking statements.
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