Wolverine Minerals Corp. (TSXV:WLV) entered into a share purchase agreement to acquire 30% stake in Remedios Gold Holdings SA from Tolima Gold Inc. (TSXV:TOM) for CAD 1.7 million in cash on December 4, 2013. Wolverine agreed to pay CAD 0.70 million as an initial deposit, CAD 0.50 million six months after the due diligence and CAD 0.50 million twelve months after the due diligence in cash. Wolverine will acquire an additional 50% interest in Remedios Gold, for a total interest of 80% by incurring no less than CAD 2.5 million in work costs prior to the third anniversary of due diligence satisfaction. As on April 4, 2014, under the amended terms Wolverine will purchase a 90% interest in Remedios Gold from Herbo for an aggregate consideration of CAD 1.2 million (CAD 0.7 million of which will be paid by forgiveness of the Loan and CAD 0.5 million of which will be paid on closing). As additional consideration, Wolverine will grant Tolima Gold Inc. a 2.5% net smelter return royalty on production from the five mining concessions in the Remedios/Segovia mining district in Antioquia, Colombia, that contains an existing mine.

In the event that Wolverine is not satisfied with the results of its due diligence, and determines not to proceed with the transaction, the advance will be treated as a secured loan. The loan will mature on the date that is six months following Wolverine's determination not to proceed with the transaction (subject to Wolverine's right, in its sole discretion, to extend such maturity date by an additional six months), will bear interest at the rate of 10% per annum, and will be secured by 51% of the outstanding shares of Remedios Gold, which have been deposited into escrow with Wolverine's Colombian counsel pursuant to the terms of a share pledge agreement among the parties for this purpose, and general security over 51% of the assets of Remedios Gold Holdings and the Remedios Gold S.A.S.

Wolverine will also be entitled to appoint Directors to the Board of Remedios Gold and its subsidiary, Remedios Gold S.A.S. in proportion to its share position. The transaction is subject to approval by TSX Venture Exchange, third party approval and the completion of due diligence by Wolverine. As of February 4, 2014, Wolverine Minerals extend the due diligence period by 30 days.

As of April 3, 2014, the terms of the transaction were amended. Under the amended terms Wolverine will purchase a 90% interest in Remedios Gold from Herbo in consideration of an aggregate of CAD 1.2 million, out of which CAD 0.7 million will be paid by forgiveness of the loan and CAD 0.5 million will be paid on closing. On closing, a 90% interest in Remedios Gold will be transferred to Wolverine, with 30% held in escrow subject to the completion of work commitments of CAD 2 million. For each CAD 1 million in work commitments, a 15% interest in Remedios Gold will be released to Wolverine. As additional consideration, Wolverine will grant the Sellers a 2.5% net smelter return royalty on production from the five mining concessions, covering a total area of over 524 hectares, in the Remedios/Segovia mining district in Antioquia, Colombia, that contains an existing mine. An additional mining property may be added to the Transaction subject to satisfaction of certain conditions. If such property is added, Wolverine has agreed to pay Herbo an additional CAD 0.5 million and issue 5 million common shares of Wolverine, subject to compliance with applicable securities laws. The additional mining property would be subject to the royalty. The transaction also includes a three kilometer area of interest provision. As of April 30, 2014, Tolima Gold executed a revised purchase agreement with Wolverine Minerals.

As on July 9, 2014, Wolverine Minerals Corp. executed amended agreement to acquire Remedios Gold Holdings SA from Tolima Gold Inc. for CAD 0.7 million. Under the amended agreement, Wolverine Minerals will acquire 100% stake in Remedios Gold Holdings and will satisfy the consideration by forgiveness of the loan. As on July 29, 2014, under the revised transaction terms, Wolverine is no longer required to incur the CAD 2 million in work commitments, or to pay the Sellers the 2.5% net smelter return royalty on production from the properties, that were required under the terms of the prior agreements. Wildeboer Dellelce LLP acted as legal advisor to Tolima Gold Inc. and Clark Wilson LLP acted as legal advisor to Wolverine Minerals Corp.

Wolverine Minerals Corp. (TSXV:WLV) completed the acquisition of Remedios Gold Holdings SA from Tolima Gold Inc. (TSXV:TOM) on July 31, 2014.