SUNWARD REVISES TERMS OF MURINDO PROJECT ACQUISITION

TSX-V: SWD

VANCOUVER, Feb. 23 /CNW/ - Sunward Resources Ltd. ("Sunward" or "the Company") has reached revised terms for the acquisition of all of the issued and outstanding shares of La Muriel Mining Corporation ("La Muriel"), the sole owner of the Murindo copper-gold porphyry project ("Project") in Colombia. Under the revised agreement, Sunward will provide the vendors an advance payment of $1 million at closing and undertake to fund all activities related to securing access and carrying out certain work in connection with the Project ("Project Funding"). Upon achieving the legal and physical ability to gain reasonable access to Murindo, Sunward would be required to issue up to six million shares of the Company net of the number of shares calculated by dividing the total amount of the Project Funding by the seven-day average trading price of Sunward shares immediately preceding the day when the Sunward Board approves the issuance of the shares. In addition, the vendors would not be required to repay $485,000 already advanced from Sunward.

La Muriel was previously subject to an agreement dated December 23, 2009 under which Sunward agreed to acquire all of the outstanding shares of La Muriel in consideration for eight million shares of Sunward to be paid at closing.  Closing of that purchase and sale agreement has not taken place due to issues related to lack of access to the property and an order of the Constitutional Court of Colombia requiring various Colombian governmental departments to engage in further consultation with local and indigenous groups prior to the undertaking of any exploration and development activities. 

Notwithstanding the access issues, in November 2010, Rio Tinto Mining and Exploration Limited entered into an agreement with La Muriel under which Rio Tinto may acquire a 70% interest in the Project upon payment of US $60 million in cash - for more details on this agreement, please refer to Sunward's news release dated November 23, 2010.

"Murindo is one of the most significant copper-gold exploration prospects in the world," said Philip O'Neill, Sunward's Chief Executive Officer. "This project's orderly and responsible advancement has the potential to significantly contribute toward economic and social well-being for the local community and the people of Colombia. We look forward to working with stakeholders to ensure all involved benefit from its development."

The Murindo project encompasses 16,000 hectares straddling the border between Antioquia and Choco Departments in northern Colombia. The prospect is characterized by porphyry-style copper-gold mineralization at surface.

The sole shareholder of La Muriel is Gold Plata Mining International Corporation, a company controlled by Michel Juilland. Mr. Juilland was elected to the Company's Board of Directors and appointed non-executive Chairman at the annual meeting of shareholders held on Sept. 8, 2010.

About The Company:

Sunward Resources is a well-capitalized Canadian-based company focused on the exploration of gold/copper porphyry projects in Colombia.  The Company has strong operational expertise in Colombia and is currently drilling its Titiribi Project southwest of Medellin.

 

This news release contains "forward-looking information", which may include, but is not limited to, statements with respect to the future financial or operating performance of Sunward Resources Ltd. and its projects. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Sunward Resources Ltd. to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements contained herein are made as of the date of this press release and Sunward Resources Ltd. disclaims, other than as required by law, any obligation to update any forward-looking statements whether as a result of new information, results, future events, circumstances, or if management's estimates or opinions should change, or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.

Neither 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.


SOURCE Sunward Resources Ltd.

For further information:

SUNWARD RESOURCES LTD.

Investor Relations:           Corporate Contact:
Scott Koyich            Dave Forest
(403) 619-2200            (604) 568-7617
scott@sunwardresources.com           dave@sunwardresources.com

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