November 5, 2010

Pleased to see Roger F. Dahn is still there.

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TORONTO, ONTARIO--(Marketwire - Nov. 5, 2010) - Portage Minerals Inc. ("Portage") is pleased to announce that further to its press release of September 10, 2010, it has completed an arm's length business combination (the "Business Combination") with Rockport Mining Corp. ("Rockport") by way of a three-cornered amalgamation (the "Amalgamation"), wherein the Company's wholly-owned subsidiary, 7600062 Canada Limited, amalgamated with Rockport on November 2, 2010 under the provisions of the Canada Business Corporations Act.

Securities Issued

Pursuant to the terms of the amalgamation agreement, in order to acquire a 100% interest in Rockport, Portage has issued 112,712,887 common shares (the "Portage Shares") to the holders of the common shares of Rockport (the "Rockport Shares"). After the effects of the Rockport Financings described below, there were 57,506,575 common shares of Rockport outstanding. Portage issued 1.96 Portage Shares for each Rockport Share held.

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In addition, Portage has issued 9,447,200 options, 49,906,685 warrants, 3,005,940 broker warrants, 1,254,400 broker unit warrants and $192,500 principal amount of convertible debentures to acquire Portage Shares for each option, warrant, broker warrant, broker unit warrant or convertible debenture of Rockport outstanding, as the case may be, not exercised prior to closing of the Business Combination.

Listing on CNSX

Portage is also pleased to announce that the Portage Shares will commence trading on the Canadian National Stock Exchange ("CNSX") as mining issuer under the trading symbol "RKX" on November 11, 2010.

Rockport Financings

Prior with the closing of the Business Combination, Rockport completed a non-brokered private placement of an aggregate of $1,909,920 through the issuance of (i) 899,700 flow-through subscription receipts ("FT Sub Receipts") at a price of $0.30 per FT Sub Receipt; and, (ii) 6,560,040 subscription receipts ("Unit Sub Receipts") at a price of $0.25 per Unit Sub Receipt.
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Each FT Sub Receipt entitles the holder thereof to receive, without payment of additional consideration, one unit (an "FT Unit"). Each FT Unit entitles the holder thereof to receive, without payment of additional consideration, one flow-through common share (an "FT Share") issued on a "flow-through" basis pursuant to the Income Tax Act (Canada) and one-half of one common share purchase warrant (an "FT Warrant"). Each whole FT Warrant entitles the holder thereof to purchase one common share (a "Warrant Share") for a period of twenty-four months from date of issuance of the Warrants at a price of $0.45 per Warrant Share, provided that if, at any time after the date of issuance, the Common Shares trade on a stock exchange at a price of $0.40, or greater, per Common Share for a period of 120 consecutive trading days, Rockport may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire 120 days after the date on which such notice is given by Rockport.
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Each Unit Sub Receipt entitles the holder thereof to receive, without payment of additional consideration, one unit (a "Unit"). Each Unit entitles the holder thereof to receive, without payment of additional consideration, one common share (a "Unit Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder thereof to purchase one Warrant Share for a period of twenty-four months from date of issuance of the Warrants at a price of $0.40 per Warrant Share, provided that if, at any time after the date of issuance, the Common Shares trade on a stock exchange at a price of $0.40, or greater, per Common Share for a period of 120 consecutive trading days, Rockport may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire 120 days after the date on which such notice is given by Rockport.
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Rockport paid finder's fees to certain arm's length parties ("Finders") with respect to the Flow-Through Subscription Receipts and Unit Subscription Receipts that were sold to subscribers introduced to Rockport by the Finders consisting of: (i) cash commissions in the aggregate amount of $150,400; (ii) an aggregate of 193,600 broker warrants (the "Broker Warrants") to acquire Common Shares; and (ii) 320,000 broker warrants (the "Unit Broker Warrants") to acquire Units. Each Broker Warrant entitles the holder thereof to acquire one Common Share at a price of $0.25 per share for a period one year from the date of issuance. Each Unit Broker Warrant entitles the holder to acquire a Unit at a price of $0.30 per Unit for a period of twenty-four months from the date of issuance. Each Unit is comprised of one Common Share and one-half of one Warrant. Each whole Warrant entitles the holder thereof to purchase of Warrant Share at a price of $0.45 per Warrant Share at any time prior to the date that is 24 months from the date of issuance, provided that if, at any time after the date of issuance, the Shares trade on a stock exchange at a price $0.40, or greater, per Share for a period of 120 consecutive trading days, Rockport may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire 120 days after the date on which such notice is given by Rockport.
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Concurrent with the offering of subscription receipts, Rockport completed a private placement of $1,200,000 with Limited Market Dealer Inc through the issuance of 4,000,000 FT Units. Each FT Unit consists of one common share and one-half of one common share purchase warrant, each whole warrant entitling the holder thereof purchase a Common Share at a price of $0.45 per Common Share at any time prior to the date that is 24 months from the date of issuance, provided that if, at any time after the Closing Date, the Common Shares trade on a stock exchange at a price of $0.40, or greater, per share for a period of 120 consecutive trading days, Rockport may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrant will expire 120 days after the date on which such notice is given by Rockport. In connection with this offering, Rockport issued an aggregate of 320,000 Unit Broker Warrants and paid $96,000 in commissions.
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Rockport also completed a debt restructuring whereby Rockport retired $901,562 of existing debt through the issuance of 872,171 Units and Notes Payable. Each Unit entitles the holder thereof to receive, without payment of additional consideration, one Unit Share and one-half of one Warrant. Each whole Warrant entitles the holder thereof to purchase one Warrant Share for a period of twenty-four months from date of issuance of the Warrants at a price of $0.40 per Warrant Share, provided that if, at any time after the date of issuance, the Common Shares trade on a stock exchange at a price of $0.40, or greater, per Common Share for a period of 120 consecutive trading days, Rockport may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire 120 days after the date on which such notice is given by Rockport. The Notes Payable will pay interest at 10% and will mature in one year. Rockport also issued 683,519 Warrants to the Note holders.
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In addition, certain of Rockport existing debt holders forgave $340,316 in outstanding interest as part of the debt restructuring.
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Board of Directors

In connection with the Business Combination, Portage accepted the resignations of Terry Loney, George Cole and Scott Jobin-Bevans and appointed new directors. Mr. Chris Irwin, a director of Portage since January 2009, will remain on the board and will continue his appointment as Secretary of Portage. Brief biographies of newly appointed directors and officers are as follows:
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Ken Hight - President, Chief Executive Officer and Director - Mr. Hight has over 30 years of experience working in global institutional financial markets. Mr. Hight acted as the Global Head of Securities of Liquidnet Holdings, Inc. and Chief Executive Officer of Liquidnet Canada, Inc. from March 2008 to Sept 2009. His financial industry experience includes serving as the Chief Executive Officer and President of ITG Canada Corp., Deputy Chair and Head of Global Equities of TD Securities, and a member of the Executive Committee of ITG Inc. Mr. Hight is the former Executive Vice-President of E-TRADE Capital Markets where he was responsible for global institutional business, Chief Executive Officer of E-TRADE Canada, and Executive Vice-President of E-TRADE Capital Markets. Mr. Hight will devote a majority of his time to the Resulting Issuer.
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Robin Craig - Director - Mr. Craig currently works for the Province of NB as a senior trade and export executive, specializing in manufacturing, mining, aerospace, and oil & gas. Former experience included various senior positions in construction related industries (steel, controls, automation, electronics, polymers) and Mr. Craig has an extensive background in marketing, business development and organizational operations. He has conducted business in Canada, USA, Europe and Africa. Mr. Craig will devote 5% of his time to the Resulting Issuer.
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Phillip Martin - Director - Mr. Martin (B.Sc. Eng., MBA, P.Eng.) is an independent Financial Consultant in Toronto, focused on emerging mining companies and junior minerals exploration companies. He is actively involved in arranging financing for and advising new, emerging and mid-sized companies in Canada, including precious metals, energy minerals and diamond miners. Prior to becoming independent, he was a director and V.P. Corporate Finance at First Associates (2000-2002) and he was a Managing Partner with Gordon Capital Corporation in Toronto (1986-1998) and previously with the Toronto-Dominion Bank (1979-1986) in a variety of positions in Toronto and Sydney, Australia. Mr. Martin is also a non-executive director of Advanced Primary Minerals Corp., Bear Lake Gold and Starfield Resources, all Canadian listed companies. Mr. Martin will devote 5% of his time to the Company.
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William H. R. Smith - Director - Mr. Smith has over 25 years of finance and accounting experience with some of Canada's leading technology companies. His industry experience includes serving as Regional Vice President, Atlantic Canada of Nortel and Vice President Finance of Bruncor, the parent company of NBTel. Mr. Smith currently is a director of The Huntsman Marine Science Centre. Mr. Smith will devote 5% of his time to the Resulting Issuer.
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Roger F. Dahn - Chief Operating Officer and Vice President, Exploration - Mr. Dahn has over 25 years experience in the mining and exploration industry. His experience includes over 16 years with Noranda Inc. and Hemlo Gold Mines Inc., Exploration Manager-Eastern Canada for Battle Mountain Gold Company and Vice President-Exploration with Olympus Pacific Minerals Inc. His extensive mineral exploration experience covers both Canadian and International settings. Mr. Dahn is a registered professional geologist and Qualified Person as defined by National Instrument 43-101. Mr. Dahn will devote a majority of his time to the Resulting Issuer.
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L. Derek McDorman - Chief Financial Officer - Mr. McDorman has over 20 years experience in accounting focusing primarily on public company reporting in the real estate and natural resources industries. From 2004 to the time Mr. McDorman joined Rockport in July 2008, through his consulting group, LDM Consulting, he assisted companies with a variety of public company reporting issues. In particular, Mr. McDorman was engaged to be the Interim Corporate Controller of Thompson Creek Metals Company, Inc. and the Interim Director of Financial Reporting for Retirement Residence REIT. Mr. McDorman left Rockport in May 2009 and will rejoin the Company as Chief Financial Officer following the Amalgamation. Prior to starting his consulting group, Mr. McDorman was with Trizec Properties Inc. TrizecHahn Corporation for seven years in a variety of positions including Vice President Financial Reporting for Trizec Properties Inc. as Trizec Properties completed an IPO on the New York Stock Exchange and Controller for TrizecHahn's European division. Mr. McDorman has a Masters degree in Accounting from the University of British Columbia. Mr. McDorman will devote 40% of his time to the Resulting Issuer.
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The completion of the Business Combination is subject to a number of conditions, including but not limited to, CNSX Venture acceptance. There can be no assurance that the Business Combination will be completed as proposed or at all.
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