Rockport,
Ontario December 23, 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
fifth amending agreement signed by Puma
& ELN, Puma now has until June 30, 2020
to proceed with the final $1M cash
consideration.
Pursuant to the amending agreement, Puma
will issue 1M shares to El Nino at a
deemed price of $0.12 and issue 500,000
warrants, valid for 3 years, at an
exercise price of $0.25 in consideration
for the total additional cash fees
stipulated in the July 9th, 2019
amendment. The total, $120,000, was
payable even if Puma paid out the
$1-million final payment before June
30th, 2020.
The amending agreement is subject to the
approval of the TSX Venture Exchange.
In the event that Puma does not proceed
with the final $1,000,000 payment before
June 30, 2020, a 0.67% royalty (NSR) on
the Murray Brook Project will be granted
to ELN under the same terms as the
existing royalty in the Purchase
Agreement or, at the option of Puma and
subject to prior approval of the TSX
Venture Exchange, Puma will issue to ELN
1.5 million shares of Puma.
ELN Chairman and CEO, Harry Barr stated,
"We are pleased with the amendment of
the terms between the parties. Given the
fact that Puma was able to extend its
option with Votorantim Metals Canada
Inc. on July 3, 2019 to the end of June
2020 for its majority interest in the
Murray Brook Project, ELN's management
team also decided to extend its option.
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."
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 to date
represents about $2.4M in exploration
work completed on the Murray Brook
Project since ELN entered into the
original sale agreement with Puma.
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. |