CONCORD, NH, July 23 /CNW/ - Brazilian Resources, Inc. ("Brazilian" or the "Company") has completed a US$20 million private placement financing with Liberty Metals & Mining Holdings, LLC ("Liberty"), a wholly-owned subsidiary of Boston-based Liberty Mutual Group. Details of the transaction are as follows:
Investment into BrasAgro Minerals Fertilizers, Inc. ("BrasAgro")
Liberty has purchased a 29.5% interest in BrasAgro, formerly a wholly-
owned subsidiary of Brazilian, for US$20,040,000. Liberty has certain
veto rights and rights to designate a member of BrasAgro's Board of
Directors, so long as Liberty maintains a 10% interest in BrasAgro.
BrasAgro owns an 80% interest in Petrocal Indústria e Comércio de Cal
S.A. ("Petrocal"), the owner of limestone concessions in the state of
Mato Grosso, Brazil.
Liberty will receive a preferred dividend from BrasAgro's wholly-owned
subsidiary in Brazil equal to 2% of BrasAgro's 80% interest in Petrocal's
net revenue from limestone production. The preferred dividend is capped
at US$20 million, and Brazilian and its affiliates have certain buy-out
Liberty received warrants to purchase, subject to certain adjustments for
anti-dilution, 3,636,364 common shares of Brazilian at Cdn.$0.57 until
the third anniversary of the date on which Brazilian's shares are listed
on a stock exchange, or July 22, 2017, whichever is earlier.
Brazilian will manage the BrasAgro business under a management agreement
for which it will receive cost reimbursement and a variable service fee.
About Brazilian Resources, Inc. - Brazilian is a company with ownership interests in agricultural mining and food irradiation industries in Brazil. Corporate offices are located in Concord, New Hampshire, USA. The Company is a U.S. company and a reporting issuer in the Provinces of Alberta, British Columbia and Ontario, Canada.
Robert J. Lloyd, President and CEO of Brazilian commented, "We are pleased to have Liberty as an investor in our agricultural mining business. We look forward to beginning construction on the limestone project this quarter, and achieving commercial production in early 2011."
Further information about the Company is available on System for Electronic Document Analysis and Retrieval ("SEDAR") at www.sedar.com and on its website www.brazilianresources.com.
Forward Looking Information
This press release contains forward-looking statements related to the anticipated timing of construction and commercial production by Brazilian. Such statements are subject to certain assumptions and business, social, economic, political, regulatory, competitive and other risks and uncertainties, contingencies and other factors. A number of factors including changes to the laws of Brazil, unanticipated construction and development costs or delays, instability in the minerals market generally, labour unrest or other factors could cause the actual time, if ever, for the development of, and commercial production at, the project to vary from what is set out above. Such forward-looking statements are made as at the date of this news release, and Brazilian assumes no obligation to update or revise them, either publicly or otherwise, to reflect new events, information or circumstances, except as may be required under applicable securities law.
SOURCE BRAZILIAN RESOURCES, INC.
For further information: For further information: Robert J. Lloyd, President and CEO, 603-224-4800, firstname.lastname@example.org; Jeffrey C. Kirchhoff, Treasurer and CFO, 603-224-4800, email@example.com