Vena Enhances JV Agreement on Las Princesas Au/Ag Project

TORONTO, Feb. 10, 2014 /CNW/ - Vena Resources Inc. (the "Company" or "Vena") (TSX: VEM, Peru: VEM, Germany: V1RA, USA: VNARF) announces that further to the executed agreement dated November 11, 2011, the Company has enhanced the joint venture agreement with Forrester Resources Corp. ("Forrester").

Under the original terms to earn an initial 51% interest in Las Princesas:

• Forrester paid Vena US$50,000 cash upon execution;
• Forrester committed to incur a minimum of US$400,000 in expenditures in the first year on Las Princesas;
• Vena received 5% of the issued and outstanding shares of Forrester; and
• Forrester committed to incur a further US$2,000,000 of expenditures in the first three years on Las Princesas including a minimum of 10,000 metres of drilling.

Vena has agreed to extend the first option by an additional 12 months and in return Forrester has agreed to compensate Vena as follows:

• Forrester will pay Vena CDN$35,000 on the option extension date;
• Forrester will issue 630,000 Forrester common shares to Vena on the option extension date; and
• Forrester will pay Vena CDN$35,000 on or before the date which is six (6) months from the option extension date.

The remainder of terms of the joint venture agreement have not been modified. In order to increase their ownership to 60% of Las Princesas, Forrester must spend an additional US$5,000,000 across the property in the next six years. To increase their ownership to 70% of Las Princesas, Forrester must also complete a feasibility study and finally to increase their ownership to 85% of Las Princesas, Forrester will be responsible for financing the mine construction and bringing Las Princesas into commercial production.

Forrester Resources Corp. is a private mineral exploration and development company focused on developing near term production assets in South America. Forrester is managed by an experienced group of mining professionals who previously managed and successfully sold Aquiline Resource Inc. (Navidad Silver Project, Argentina) in December 2009 to Pan American Silver Corp., the world's largest silver company. Forrester's President and CEO, Martin Walter, its Vice President of Exploration Peter Mullens along with its CFO Dennis Gibson were all former employees of Aquiline and were all instrumental in that company's development.

In other news, Vena has received a notice of suspension of the monthly payments from Catalina Huanca Sociedad Minera S.A.C. (the "Buyer") relating to the sale (the "Sale Transaction") by Vena of its 70% interest in Azulcocha to the Buyer, which was completed in November 2012. In accordance with the terms of the Share Purchase Agreement (the "SPA"), the Buyer agreed to pay to Vena an aggregate amount of US$2,500,000 (the "Deferred Purchase Price"), payable in twenty three (23) monthly installments of US$100,000 and a final installment of US$200,000 commencing on September 27, 2013. The Buyer has provided written notice to Vena of its election to suspend further payments, until certain registrations with the Peruvian Public Registry and administrative matters are completed by Vena. The Company is working to satisfy all requirements that are necessary to allow for payments to resume.

The Company also announces that it has entered into a debt settlement agreement to settle a trade payable in the amount of US$35,000 through the issuance of 430,000 common shares in the capital of the Company, at a price of $0.09 per common share. The common shares issued will be subject to a four-month and a day hold period from the date of issuance in accordance with applicable securities laws. The debt settlement agreement is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including that of the Toronto Stock Exchange. The Company confirms that previously announced (August 21 and December 2, 2013) debt settlement agreements for trade payables totalling $252,720.57 were settled with the issuance of 2,769,538 common shares with the approval of the Toronto Stock Exchange.

Forward-Looking Statements:
This press release contains forward-looking statements. More particularly, this press release contains statements that include, but are not limited to, the payments by Catalina Huanca Sociedad Minera S.A.C. Forward-looking statements are frequently characterized by words such as "plan", "expect", "project", "intend", "believe", anticipate", "estimate", "may", "will", "would", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. The forward-looking statements are based on certain key expectations and assumptions made by Vena. Although Vena believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Vena can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. In addition to other risks that may affect the forward-looking statements in this press release are those set out in Vena's management discussion and analysis of the financial condition and results of operations for the three and nine month periods ended September 30, 2013 and its annual information form for the year ended December 31, 2012, which are available at www.sedar.com. The forward-looking statements contained in this press release are made as of the date hereof and Vena undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

SOURCE Vena Resources Inc.