Portofino signs option agreement for Ontario claims

Executive Summary

• Portofino Resources entered into a property option agreement to acquire 100 % interest in the South of Otter East & West extension (≈180 claim cells) by issuing six million common shares and paying $90,000 in cash over three years.
• The vendor will retain a 1.5 % net smelter return royalty, with Portofino holding an option to purchase an additional 0.5 % NSR royalty for $500,000.
• The transaction provides Portofino control of the extension area after the original claim cells expired due to insufficient capital.

Key Details

• Expired claim cells (≈173) for South of Otter East & West became void on March 4, 2026 because Portofino lacked required exploration funding.
• New property option agreement with an arm’s‑length party covering the expired cells plus additional contiguous cells (≈180 cells total).
• Consideration to earn 100 % interest:
• Issue 6,000,000 common shares (subject to TSX‑V approval) and pay $90,000 cash over three years.
• Payment schedule:
  • $15,000 cash + issuance of 3,000,000 shares upon TSX‑V regulatory approval (already paid).
  • $18,000 cash by the first anniversary of the agreement’s effective date + issuance of another 3,000,000 shares.
  • $25,000 cash by the second anniversary.
  • $32,000 cash by the third anniversary.
• Upon completion, vendor retains a 1.5 % net smelter return (NSR) royalty on production.
• Portofino holds an option to purchase an additional 0.5 % NSR royalty at any time for $500,000.

Notable Quotes

(No quotes provided in the release.)