Miocene and Carube Update Progress on Merger and Financing

Toronto, Ontario--(Newsfile Corp. - March 27, 2014) - Miocene Metals Limited (“Miocene”) (TSXV:MII) and Carube Resources Inc. (“Carube”), a private Ontario based exploration company, are pleased to jointly announce continued progress is being made on the business combination/merger of the two companies (the “Merger”) and financing in Carube. A definitive agreement dated as of the date hereof (the “Merger Agreement”) has now been signed between the two companies. Euro Pacific Canada Inc. (“EPC” or the “Agent”) has been appointed by Carube as the agent for a ‘best efforts’ private placement offering to assist in raising the remaining $2.4 million of the required $3.5 million to $3.9 million of financing in Carube as previously announced in Miocene’s press release dated February 3, 2014.

Vern Rampton P.Eng, President and CEO of Carube stated, “We are extremely pleased with the progress we are making corporately with the Merger. Together with the Miocene team we are moving ahead with all aspects required for the successful Merger of the two companies”.

Summary of Merger Agreement

The following is a summary of certain provisions of the Merger Agreement. It does not purport to be complete and is subject to, and is qualified in its entirety by reference to, provisions of the Merger Agreement, a copy of which is available on Miocene’s SEDAR profile at www.sedar.com.

General

The Merger Agreement is made among Miocene, Carube, and 2409440 Ontario Inc. (“Subco”). Subco is a wholly-owned subsidiary of Miocene, incorporated solely for the purposes of amalgamating with Carube, and has not carried on any active business.

The Merger Agreement provides for the acquisition by Miocene of all of the outstanding Carube Shares by way of a three-cornered amalgamation pursuant to which Carube and Subco will amalgamate under the provisions of the Business Corporations Act (Ontario). Pursuant to the terms of the Merger Agreement (i) the shares of Miocene will be consolidated on a ten (10) for one (1) basis, (ii) all the issued and outstanding Carube shares will be exchanged for Miocene consolidated shares on the basis of one Miocene consolidated share for every one Carube share, (iii) the Board of Directors of Miocene shall be reconstituted to consist of six (6) directors being comprised of one (1) nominee of Miocene, one (1) nominee of Wallbridge Mining Company Limited (“Wallbridge”), one (1) nominee of Clarendon Consolidated Minerals Ltd., and three (3) nominees of Carube (in each case subject to the receipt of applicable regulatory approvals), and (iv) each of the existing officers of Miocene shall resign, and such resigning officers shall be replaced by nominees of Carube including the appointment of Vern Rampton as President and Chief Executive Officer, Jeffrey Ackert as Vice-President Exploration, John McNeice as Chief Financial Officer and Chris Irwin as Secretary (in each case subject to the receipt of applicable regulatory approvals).

The Merger results in the reverse take-over of Miocene by Carube. Following completion of the Merger, Miocene shareholders will continue to have interests in the business of Miocene and, as a result of the Merger will also hold an interest in the Carube properties.

Under terms of the Merger Agreement Miocene will convene and hold a special meeting of Miocene shareholders (the “Miocene Meeting”), as soon as reasonably practicable, and use its best efforts to obtain all applicable approvals of the TSXV to the Merger. Similarly, under the terms of the Merger Agreement, Carube will convene and hold a special meeting of Carube shareholders (the “Carube Meeting”) as soon as it is reasonably practical, and shall recommend to the Carube shareholders that they vote in favour of the Merger. Miocene and Carube shall together prepare all documents required by applicable legislation and regulatory authorities having jurisdiction in connection with the approval of, amongst other matters, the change of the name of Miocene to “Carube Copper Corp.”, the consolidation of the Miocene Shares on the basis of one (1) “new” Miocene Post-Consolidation Share for every ten (10) “old” Miocene Shares, and the amalgamation of Carube and Subco.

Key Terms of the Merger Agreement

The terms of the merger/amalgamation are governed by the Heads of Agreement (as amended) as described in Miocene press releases dated November 26, 2013 and January 17, 2014 and confirmed by the parties contemporaneously with the signing of the Merger Agreement.

Key contractual commitments are:

Miocene sourcing investors for Carube to subscribe $400,000 for Carube units at CDN$0.20 (a “Carube Unit”) per Carube Unit. Each Carube Unit consists of one (1) Carube common share and a one-half common share purchase warrant (each whole warrant, a “Carube Warrant”), where each Carube Warrant entitles the holder thereof to acquire one (1) Carube common share at an exercise price of $0.30 on or prior to two (2) years from the date of issuance.

The Parties co-operating in sourcing the $2,400,000 additional funding through commercially reasonable best efforts private placement offerings (“Offerings”) consisting of an offering of Carube Units (the “Unit Offering”) and a Carube subscription receipts offering at CDN$0.20 (each, a “Carube Subscription Receipt”) per Carube Subscription Receipt (the “Subscription Receipts Offering”). EPC is the lead agent and book-runner in connection with the Offerings.

The proceeds of the Offerings, as well as those funds previously sourced by Carube and Miocene will be applied to pay both parties’ costs of the financings and the transactions contemplated by the agreements and the balance of the proceeds shall be used for general working capital purposes.

The parties have agreed that Carube will have sufficient working capital to meet TSXV Tier 2 listing requirements, and, with the exception of (i) long term debt obligations owing to insiders in the maximum amount of up to $500,000, and (ii) $300,000 in convertible bridge loans (it is anticipated that these loans will be converted prior to completion of the Merger or discharged shortly thereafter from the proceeds of the Offerings), Carube will have no other debt immediately prior to the Merger and shall be free of all material commitments other than its ongoing property and joint venture commitments.

Miocene covenants to be debt free, with the exception of long-term debt obligations owing to insiders in the maximum amount of up to $500,000 upon the completion of the transactions and the payment of its transaction costs and the conversion of Miocene’s indebtedness to Wallbridge as described below and shall be free of all material commitments other than its ongoing mineral property commitments.

Concurrent with the closing of the transactions, Miocene covenants that it will complete the settlement of $1.0 million of its indebtedness owed to its major shareholder, Wallbridge, by issuing Miocene post-consolidation shares to Wallbridge on the basis of one post-consolidation Miocene share for each $0.20 of indebtedness.

The Merger Agreement may be terminated at any time prior to April 18, 2014, by either Carube or Miocene in the event that either such party, in its sole discretion, is not satisfied with the results of its due diligence investigation, at any time prior to the amalgamation by mutual agreement of the respective boards of directors of the parties, or at any time after May 15, 2014, or such other date as the parties may agree to from time to time, by either Carube or Miocene if the amalgamation has not occurred.

If the Merger Agreement is terminated by either Carube or Miocene for any reason after Carube accepting subscriptions and receiving funds from investors, Carube shall immediately upon such termination offer to buy back all such Carube shares issued pursuant to such subscriptions for cash in the amount of the original per share subscription price, which amount shall be paid within 30 days of such termination against surrender of the shares which are the subject matter of the buy-back offer.

Financing

EPC has been appointed by Carube to use its commercially reasonable best efforts in connection with Offerings and will be the lead agent and book-runner in connection with the Offerings. EPC may form a syndicate of other licensed dealers, brokers and investment dealers. The Unit Offering consists of a minimum of $1,800,000 and a maximum of $3,900,000 in Units priced at $0.20 per Carube Unit, of which $1,519,957.60 has already been raised. Closing of the Unit Offering will occur on or about March 31, 2014 or such other time to which the Agent and Carube shall mutually agree.

The Subscription Receipts Offering consists of up to $2,100,000 in Carube Subscription Receipts. Each Receipt entitles the registered holder to automatically acquire one (1) Common Share of Carube at $0.20 per share upon the completion of the proposed Merger provided such date of completion is not later than May 15, 2014, failing which the subscription funds will be returned to the subscribers. Closing of the Subscription Receipts Offering will occur on or about April 25, 2014 or such other time to which the Agent and Carube shall mutually agree.

The Offering will be made to “accredited investors” within the meaning of National Instrument 45-106 in Ontario, British Columbia, Alberta, and pursuant to other applicable registration and prospectus exemptions, or to such other qualified persons in such other jurisdictions as the Corporations may decide.

EPC is a full service IIROC registered brokerage headquartered in Toronto, Ontario, specializing in foreign markets and securities. For further information contact: Richard Jozefacki, Investment Advisor, Capital Markets, 130 King Street West, Exchange Tower Suite 2820, Box 20, Toronto, ON, M5X 1A9, 416-649-4273 ext. 407, richard.jozefacki@europac.ca.

About Miocene Metals Limited

Miocene is focused on the exploration of three porphyry copper-gold-molybdenum properties in southwestern British Columbia that occur within the Tertiary-aged Cascade Magmatic Arc. The Cascade Arc shares many geological characteristics with Tertiary-age porphyry belts that stretch the length of Chile and Peru in South America and hosts some of the world’s largest porphyry copper-gold-molybdenum deposits. The Cascade Magmatic Arc hosts a number of significant porphyry Cu-Au and Mo deposits in Washington State, and Alaska (Glacier Peak and Margaret, and Quartz Hill respectively) but remains largely unexplored in British Columbia.

About Carube Resources Inc.

Carube is a Canadian private exploration company focussed on the rapid exploration and development of precious metal and copper projects in Jamaica. Its wholly owned subsidiary, Carube Resources Jamaica Ltd., owns a 100% interest in the Bellas Gate Project (“BGP”) consisting of two highly prospective copper/gold/silver licences covering 84 square kilometres of the Central Inlier in Jamaica. The interest is subject to a 2% NSR. The BGP is the subject of a joint venture with OZ Minerals (“OZ”), an A$1.1B Australian copper-gold producer with a proven track record of exploration success. OZ can earn a 70% interest in the BGP by spending $6.5M and making payments totaling $475K to Carube over 3.5 years; OZ can then increase their interest a further 10% by completing a feasibility study. Carube also owns a 100% interest in Rodinia Jamaica Limited, which, subject to 2% NSRs and certain other obligations, controls 4 additional licences covering a total of 176 square kilometres located primarily on Jamaica’s highly prospective Cretaceous Inliers.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

For Further Information

Please visit Miocene’s website at www.miocenemetals.com or Carube’s website at www.caruberesources.com, or contact:

DISCLAIMERS AND FORWARD-LOOKING STATEMENTS

This news release contains forward-looking information that involves substantial known and unknown risks and uncertainties, most of which are beyond the control of Miocene and Carube (collectively the “Corporations”), including, without limitation, those listed under “Risk Factors” and “Forward-Looking Statements” in Miocene’s Management Discussion and Analysis dated November 6, 2013 and other public filings (collectively, “forward-looking information”). Forward-looking information in this news release includes, but is not limited to, information concerning the Corporations’ expectations regarding the transaction and contemplated financings. The Corporations caution investors about important factors that could cause actual results to differ materially from those projected in any forward-looking statements included in this news release. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance are not historical facts and may be forward-looking and may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in such forward-looking statements. No assurance can be given that the expectations set out herein will prove to be correct and accordingly, prospective investors should not place undue reliance on these forward-looking statements. These statements speak only as of the date of this press release and the Corporations do not assume any obligation to update or revise them to reflect new events or circumstances. The Corporations disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, save and except as may be required by applicable securities laws. Completion of the Merger transaction between Carube and Miocene is subject to a number of conditions, including TSXV acceptance and disinterested shareholder approval. The transaction cannot close until the required shareholder approvals are obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the information circulars and/or filing statements to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Miocene should be considered highly speculative.

The TSXV has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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