| November 21, 2005 Brazilian Resources Completes Cdn$620,000 Private Placement | |
| News Release 2005-04 Brazilian Resources, Inc. ("BRAZILIAN") has completed a Cdn.$620,000 off-shore private placement (the "Offering") to a limited number of institutional investors. Kingsdale Capital Markets Inc. served as agent for the Offering. Proceeds from the Offering will be used for working capital and for development of the Monte Cristo property, an advanced-stage base metals project. The Monte Cristo property is controlled by a Brazilian corporation, Prometálica Mineração Ltda., in which BRAZILIAN recently purchased a 49% interest. BRAZILIAN intends to file a National Instrument 43-101 technical report before year-end regarding the Monte Cristo property. The Offering consisted of Cdn.$620,000 principal amount of convertible debentures with an annual interest rate of 10% and a term of three years. Fifty percent of the principal amount of the debentures is convertible before maturity into common shares at a conversion price of Cdn.$0.20 per share. The principal amount of the debentures is secured by 206,666 common shares of Jaguar Mining Inc. (JAG - TSX) owned by BRAZILIAN. If BRAZILIAN's common shares are not listed on the TSX Venture Exchange on or before May 7, 2006, the debenture holders will also be entitled to receive a total of 155,000 common shares. In connection with the Offering, BRAZILIAN paid Kingsdale a 6% commission in the form of 372,000 common shares of BRAZILIAN valued at Cdn.$0.10 per share. Securities issued in the Offering are subject to hold periods in Canada expiring March 9, 2006. Because the size of its previous Cdn.$5 million private placement (described in a press release dated August 24, 2005) exceeded the Cdn.$350,000 annual limitation prescribed by the policy of the NEX Board of the TSX Venture Exchange, BRAZILIAN voluntarily delisted its common shares from the NEX Board at the close of trading August 2, 2005. Kingsdale Capital Markets Inc. continues to act as an advisor as the Company examines a broad range of strategic alternatives. BRAZILIAN is a resource and infrastructure development company with business interests in mining and gamma ray ionization. Including the securities issued to complete the Offering, BRAZILIAN has 103,951,488 common shares outstanding (141,024,281 fully diluted), and holds 4,820,709 common shares of Jaguar Mining Inc., a gold producing company listed on the Toronto Stock Exchange. For further information, please contact: Daniel Titcomb, President or Jeffrey Kirchhoff, Chief Financial Officer Brazilian Resources, Inc. 48 Pleasant Street Concord, NH 03301 Telephone: 603-224-4800 Facsimile: 603-228-8045 E-mail: info@brazilianresources.com Website: www.brazilianresources.com The statements that are not historical facts are forward-looking statements involving known and unknown risks and uncertainties, which could cause actual results to vary considerably from these statements. Readers are cautioned not to put undue reliance on forward-looking statements. BRAZILIAN's and Jaguar's securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered, sold or resold in the United States or to a U.S. person absent registration or an applicable exemption from the registration requirements. This release is not an offer of securities for sale in the United States or elsewhere. -30- | |
You can view the Next News Releases item: Mon Dec 11, 2006, Brazilian Resources Acquires Bridge Financing and Reports Commencement of Production at Monte Cristo You can view the Previous News Releases item: Wed Aug 24, 2005, Brazilian Resources Completes CDN$5 Million Private Placement You can return to the main News Releases page, or press the Back button on your browser. |