Portofino Announces South of Otter East & West Extension Property Agreement

Executive Summary

• Portofino Resources entered into a Property Option Agreement to acquire a 100 % interest in approximately 180 claim cells (the “Cells”) covering the east and west sections of its South of Otter Project.
• The acquisition will be funded by issuance of 6,000,000 common shares (subject to TSX‑Venture Exchange approval) and cash payments totaling $90,000 over a three‑year schedule.
• Upon completion, the vendor will retain a 1.5 % Net Smelter Return (NSR) with Portofino holding an option to purchase 0.5 % of that NSR for $500,000.

Key Details

• The original claim cells (≈173) expired on March 4, 2026 due to insufficient capital for required exploration work.
• New agreement covers the expired Cells plus additional contiguous cells, totaling ≈180 cells.
• Share issuance: 3,000,000 common shares at TSXV approval + another 3,000,000 shares one year later (total 6,000,000).
• Cash payment schedule:
• $15,000 paid immediately with the first 3 M shares.
• $18,000 due by the first anniversary of the agreement’s effective date (with second tranche of 3 M shares).
• $25,000 due by the second anniversary.
• $32,000 due by the third anniversary.
• NSR terms: Vendor retains a 1.5 % NSR on any future production; Portofino may acquire an additional 0.5 % of that NSR for $500,000 at any time.
• The transaction is pending TSX‑Venture Exchange approval.

Notable Quotes

“We are pleased to secure full ownership of the South of Otter claim set, positioning Portofino to advance exploration and development on this promising Ontario gold project.” – Rodney Campbell, Director & Interim CEO.