Brazil Resources Completes Acquisition of Brazilian Gold
VANCOUVER, British Columbia--(BUSINESS WIRE)--Brazilian Gold Corporation ("BGC") (TSX-V: BGC) is pleased to announce the closing of the previously announced arrangement (the "Arrangement") between Brazil Resources Inc. ("Brazil Resources") (TSX-V: BRI; OTCQX: BRIZF) and BGC. The Arrangement was completed pursuant to a plan of arrangement under the Business Corporations Act (British Columbia), which was approved by shareholders of BGC on November 20, 2013 and the Supreme Court of British Columbia on November 21, 2013. Pursuant to the Arrangement, Brazil Resources has acquired all of the 103,608,796 issued and outstanding common shares of BGC (the "BGC Shares") and former shareholders of BGC will receive 0.172 of a common share of Brazil Resources (each whole share, a "BRI Share") for each BGC Share, for an aggregate of up to 17,820,712 BRI Shares.
With the completion of the Arrangement, the BGC Shares have been halted from trading on the TSX Venture Exchange and are expected to be delisted shortly.
Additional Information for BGC Shareholders
Former shareholders of BGC who held their shares through a broker, investment dealer, bank, trust company or other nominee or intermediary, should follow the instructions provided by such nominee or intermediary. Former shareholders of BGC who were registered shareholders must complete and sign the letter of transmittal and deliver it and the other documents required by it to Computershare Investor Services Inc., as depositary, in order to receive their BRI Shares. A letter of transmittal was mailed to registered shareholders in mid-October, 2013. Details of the required process are set forth in BGC's management information circular dated October 22, 2013, a copy of which is available under BGC's profile on SEDAR at www.sedar.com.
Gowling Lafleur Henderson LLP acted as legal counsel for BGC and Sangra Moller LLP acted as legal counsel for Brazil Resources in connection with the Arrangement. Clarus Securities Inc. acted as financial advisor to the board of directors of BGC and its independent special committee.
About Brazilian Gold Corporation
BGC is a Canadian-based company with a focus on the acquisition, exploration and development of gold properties located in northern Brazil. BGC has title to one of the largest mineral exploration land packages (3,753 km2) in the Tapajós and adjacent Alta Floresta gold provinces. The land package contains green fields to more advance stage projects including BGC's flagship São Jorge project. Rapid improvements to regional infrastructure continue to provide underlying support to Brazilian Gold's activities in northern Brazil.
For additional information, please contact:
Brazilian Gold Corporation
Patrick Obara, Director
Telephone: (855) 630-1001
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