Tinka Resources Limited and Darwin Resources Corp. jointly announced that they have entered into a binding term sheet whereby Tinka has agreed to acquire through a statutory plan of arrangement all of the outstanding shares of Darwin. Under the terms of the Arrangement, Darwin shareholders will receive one Tinka common share for each five and one half Darwin common shares resulting in the issuance of 6,131,725 Tinka Shares in exchange for 33,724,488 Darwin Shares.

The offer values Darwin at $0.066 per Darwin Share, based on Tinka's April 11, 2014, closing price on the TSX.V of $0.365. Upon closing of the Arrangement, Dr. Graham Carman, President and Chief Executive Officer of Darwin, will be appointed President and Chief Executive Officer and a director of Tinka. Closing of the arrangement is expected to occur approximately ten days after receipt of Darwin shareholder approval.

The Agreement may be terminated by written agreement of Sentient, Darwin and Tinka, by Sentient upon written notice to Darwin or Tinka, or by any party if closing has not occurred by September 15, 2014.