Mexus Gold US (MXSG)

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($5M Deal) Entry into a Material Definitive Agreement


Item 1.01 Entry into a Material Definitive Agreement.

On March 24, 2014, Mexus Gold US and Mexus Gold Mining S.A. de C.V. entered in to an agreement with First Pursuit Silver de Mexico S. De R.L. De C.V. ("FPV") whereby Mexus Gold US and Mexus Gold Mining S.A. de C.V. sold 100% of its interest in Mexus Enterprises S.A. de C.V. Mexus Enterprises S.A. de C.V. is the company's operating entity in Mexico which owned and operated the San Felix Project ("Project").

The total purchase price is $5,000,000 to be paid as follows: FPV will assume $468,000 of debt; $200,000 in cash to be paid to a creditor of Mexus Gold Mining S.A. de C.V.; $332,000 in shares of common stock of Silver Pursuit Resources Limited valued at $0.20 per share; and $4,000,000 to be paid in cash no later than March 24, 2015. Mexus will continue to hold a 50% security interest in the Project until such time as the full purchase price is paid by FPV.

The agreement includes a full release of Mexus and its affiliates from all potential claims and liabilities related to the Project its former joint venture partners and allows Mexus to retain possession of all machinery located at the Project.

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