Mr. Matthew Bassett reports

PORTEX EXECUTES DEFINITIVE AGREEMENT ACQUIRE DIRECT METALS RECYCLING; DIRECT METALS RECYCLING ACQUISITION REPRESENTS A STRONG CASH FLOWING BUSINESS WITH EXCEPTIONAL GROWTH & PROFITABILITY POTENTIAL

Portex Minerals Inc. has executed a definitive agreement to acquire Walker Norris Capital Partners III, doing business as Direct Metals Recycling (DMR). DMR is company based in Atlanta, Ga., excelling in the procurement of platinum-grade metals (PGM) through the processing of catalytic converters.

Under the terms, Portex is acquiring all of the issued and outstanding shares in the common stock for an aggregate purchase price of $4.8-million (U.S.) payable by issuance of 48 million postconsolidation common shares of Portex at a deemed price of 10 U.S. cents per postconsolidation common share. The formal definitive agreement contains covenants, representations, warranties, conditions, indemnities and provisions customary for transactions of the nature of the qualifying transaction.

"DMR has a strong track record of growing its customer base in ferrous, non-ferrous and catalytic recovery through pricing transparency and exceptional service, resulting in a level of customer loyalty uncommon in the industry," says Dan Sterling. Mr. Sterling is an MBA graduate from the Wharton School of the University of Pennsylvania and has 20 years of experience as an entrepreneur and with Fortune 500 companies Accenture and NCR.

"The acquisition of Direct Metals Recycling represents a strong cash-flowing business with potential for growth and profitability. During my time in Atlanta with my team, it was clear that Mr. Sterling operates at the highest calibre of management know-how demanded in a sophisticated organization," comments Matthew Bassett, interim president and chief executive officer of Portex.

Conditions

In addition to customary conditions respecting sponsorship, regulatory and shareholder approvals, and due diligence, the transactions are subject to close upon:

1. The completion of an equity financing for not less than $750,000 (U.S.);
2. The assumption by the company of a 4140 real estate SBA (Small Business Administration) loan obligation, subject to due diligence by Portex and approval by all the current owners and lender;
3. Key employees of DMR entering into employment agreements.

Officer and directors

Upon completion of the acquisition, the board of directors of the company will consist of the following seven nominees.

Mr. Bassett, 416-786-3876, Toronto, Ont.

Mr. Bassett is the interim president and chief executive officer of Portex, and is a proposed director of the resulting issuer. It is intended that Mr. Bassett will sit on the resulting issuer's compensation committee.

Since 2011, Mr. Bassett has been the chairman and CEO of Bassett Financial Corp. which is in the corporate finance and factoring business.

Mr. Bassett is a seasoned business professional and a proven entrepreneur with successes in both sole and joint ventures. Over his 16 years in the financial services sector, he has built a solid reputation.

Initially, Mr. Bassett started his career with Midland Walwyn and Canaccord. Over the last few years, he served as the chairman and founder of Eaglecrest Capital and Eaglecrest Securities, which, under his leadership, specialized in raising moneys within the $2-million-to-$10-million range for projects and for variety of small- to mid-cap businesses.

Christopher Bilz, Toronto, Ont.

Mr. Bilz is the interim chief operating officer and is a proposed director of the resulting issuer. It is intended that Mr. Bilz will sit on the resulting issuer's audit committee, compensation committee, and corporate governance and nominating committee.

Mr. Bilz's financial career extends from his early days as a broker to his role with a Canadian bank in the wealth management and capital markets sectors and a private consulting practice that included the establishment of businesses and real estate.

For over 25 years, Mr. Bilz's passion for investing continued, and, in 2008, when the debt crisis took the United States by storm, he was the CEO and founder of KMGB Consulting Inc., which assisted Canadians and Americans to acquire, build and develop large portfolios of U.S. real estate at a discount to the market.

Brian Levine, Montreal, Que.

Mr. Levine will be the executive vice-presdient of DMR and is a proposed director, and it is intended that Mr. Levine will sit on the resulting issuer's corporate governance and nominating committee.

Mr. Levine has a record of achievement and accomplishment as the founder of Danari Inc., a merchant banking, marketing and advisory firm. Mr. Levine has a 30-year business background in senior officer roles on behalf of private equity and institutional investment groups in diversified industries, such as clean technology, alternative energy, PGM and e-commerce, along with wide range of experience in manufacturing, mass retail distribution and Internet development.

Mr. Sterling, Atlanta, Ga.

Mr. Sterling is the sole shareholder, director and officer of DMR, and is the proposed president, chief executive officer and director of the resulting issuer, and will devote 100 per cent of his time toward the business of the resulting issuer as an employee of the resulting issuer. For good governance reasons, Mr. Sterling will not sit any committees of the resulting issuer's board as a result of his position as president and chief executive officer.

Mr. Sterling is an MBA graduate from the Wharton School of the University of Pennsylvania.

As the co-founder and CEO of Direct Metals Recycling, he has a solid reputation throughout the industry. He is currently on the board of directors of the Georgia Recycler's Association. His experience also includes significant time working for and consulting to Fortune 500 companies including BASF, Warner Lambert, NCR, Citibank, UPS and Bank of America, among others. For NCR Corp., he was held responsible for the profit and loss of a $500-million global division with operations in over 100 countries.

Arthur Simmons, Atlanta, Ga.

Mr. Simmons is a proposed director, and it is intended that Mr. Simmons will sit on the resulting issuer's audit committee, compensation committee, and corporate governance and nominating committee.

Mr. Simmons has a record of accomplishment in leadership of diversified manufacturing as an official trade delegate based in Atlanta. He will complement the corporation's growth into a national aggregator and processor of PGM.

Mr. Simmons received a BSME degree from Missouri University of Science and Technology and an MBA from the University of Chicago. He has more than 40 years of technical industrial experience. This includes executive roles as vice-president/general manager of United Technologies' fuel injection business unit, vice-president/general manager of Saginaw Machine and Tool Company, and vice-president/general manager of LaSalle Steel Company.

In 1984, Mr. Simmons founded Astechnologies Inc. (AST). As owner, he served as chairman and chief executive officer of AST until majority interest was sold to Eleison Composites LLC in 2005. He served as president and chief operating officer of Eleison Composites until it was acquired wholly by Innovative Composites Inc. in 2011.

Mr. Simmons has broad international experience. He served on various U.S. trade delegations to the Soviet Union in the 1970s, and to India and China throughout the 1980s and 1990s. He has been publicly recognized by the U.S. Department of Commerce and multiple foreign countries for contributions to international trade. In 1993, Mr. Simmons founded Euro American Composites SA (EAC) in Brussels, Belgium. EAC was established to exploit automotive opportunities for thermoplastic composites in the European Union, and to access technology and a supply chain related to natural reinforcing fibres for use in composite materials. After more than 15 years of successful operation as a distributor of U.S.-made products in the EU, EAC wound down operations and closed the end of 2014.

Peter Chodos, Toronto, Ont.

Mr. Chodos is executive vice-president of corporate development at Chieftain Metals Corp. He has over 35 years of experience in the financial markets, primarily in Canada but also in the United States and the United Kingdom. He has completed many merger-and-acquisition transactions, as well as private and public financings and restructurings. He is a director of Route1 Inc.

In 2004, Mr. Chodos co-founded Mt. Auburn Capital Corp., a structured products firm. From July, 2006, to February, 2009, Mr. Chodos was a managing director of BluMont Capital Corp., a provider of alternative investment products to retail investors in Canada.

Mr. Chodos has a BComm from McGill University and a master of business administration from Harvard University. He is a chartered accountant and a chartered business valuator.

Jeffery Fry, Toronto, Ont.

Mr. Fry is an experienced, dynamic and creative professional with over 15 years in finance, real estate and business ownership. Mr. Fry's diverse experience comes from working with an international portfolio of technology, environmental, energy and investment. He has developed relationships into long-term profitable partnerships and loyal clientele.

Mr. Fry has secured financing from institutional and private banking sources for complex developments and capital for both start-ups and seasoned corporations. Mr. Fry incorporates his investment and finance experience with real estate brokerage to provide an A-to-Z-value approach to investors, developers and vendors alike. Mr. Fry also served as an officer in the Canadian Armed Forces for 14 years.

Upon completion of the acquisition, Mr. Sterling will be the president and CEO of the company.

Name change and consolidation

In conjunction with the acquisition, the issuer also intends to change its name to Direct Metals Recycling Ltd., or any name to be decided by the board of directors of the issuer, and to consolidate its issued share capital on the basis of 10 old common shares for each one new common share. As of the date hereof, the issuer has 206,419,302 old Portex shares issued and outstanding. After giving effect to the proposed consolidation, the corporation will have approximately 20,641,930 new Portex shares issued and outstanding. However, the exact number of new Portex shares will vary as no fractional shares shall be issued as a result of the consolidation and the number of additional old Portex shares issued to debtholders at the effective time of the consolidation. If any fractional share would otherwise result from the consolidation, such fractional share shall be rounded up to the nearest whole share.

We seek Safe Harbor.