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Westminster to Acquire Peruvian Copper Projects from Latin Resources Limited

Newsfile Corp.

Vancouver, British Columbia--(Newsfile Corp. - September 12, 2017) - Westminster Resources Ltd. (TSXV: WMR) ("WMR" or the "Company") has entered into a binding Letter of Intent dated September 4, 2017 with Latin Resources Limited ("Latin") (ASX: LRS) to acquire a 100% interest in the Ilo Norte and Ilo Este copper projects, (the "Projects") located in southern Peru. Latin is at arms' length to the Company.

The Projects comprise a number of concessions totalling over 36,000 hectares located in the highly prospective coastal IOCG/Porphyry Copper belt of Southern Peru. Latin has carried out exploration drilling and has successfully demonstrated substantial upside for development of the Projects. Within 100 km of the Projects, the region is the source of around half of Peru's copper production (the world's third largest copper producing nation).


Upon completion of due diligence and receiving the necessary approvals, the acceptance for filing by the TSX-V and effecting the transfer of the Projects, the following terms and conditions will be met under a formal Sale Agreement to be completed between the Company and Latin:

  • Upon signing of the Sale Agreement, the issue to Latin of a total of 19,000,000 common shares in the capital of WMR (the "Purchase Shares").
  • The Purchase Shares will be placed into voluntary escrow and held until the Concessions representing the Projects have been effectively transferred to WMR or its subsidiary but shall vest with the following milestones:
    • 1,000,000 shares vest 6 months from the date of the Sale Agreement;
    • 3,000,000 shares vest 12 months from the date of the Sale Agreement; and
    • 15,000,000 shares vest 18 months from the date of the Sale Agreement.
  • A lump sum of USD$150,000 on the signing of the Sale Agreement;
  • A final payment of USD$100,000 on the 12 month anniversary of the signing of the Sale Agreement.

Upon completion of the contemplated transaction, Latin Resources will be the largest shareholder of the Company, holding approximately 45% of the issued share capital on an undiluted basis. Shareholder approval for Latin Resources' control position in the Company will be sought at the Company's upcoming Annual General Meeting which will be scheduled this fall.

The Company will pay a finder's fees in connection with the introduction of Latin and the Projects to the Company, as permitted by TSXV policy.

Westminster will provide further details on the Projects and this transaction shortly.


"Glen Indra"

About Westminster:

Managed by an experienced team, Westminster is focused on exploring and developing prospects on a land package of approximately 17,854 hectares of continuous mineral concessions in Sonora, Mexico. The Company's focus has been to assemble and explore unique and newly-discovered targets including (a) the Guayacan partially unroofed epithermal and copper-gold porphyry system, and (b) the Sierra Hydrothermal diatreme breccia tertiary rhyolite hosted structure. Systematic exploration of the Company's new mineral district is ongoing in this region of Sonora with well-developed infrastructure, favorable permitting, and a strong mining history and community support.

For further information regarding Westminster Resources Ltd., please contact Bill Conlin at 604-608-0400, Toll free: 1-877-608-0007.

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.

This news release may contain forward-looking information which is not comprised of historical facts. Forward- looking information involves risks, uncertainties and other factors that could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward- looking information. Forward-looking information in this news release may include, but is not limited to, the Company's objectives, goals or future plans, including the proposed transaction with Latin Resources Limited and closing of such transaction. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, those risks set out in the Company's public documents filed on SEDAR. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.