Ian Junk

Leigh Junk

May 29, 2006 18:50 ET

Ian Junk and Leigh Junk Announce Holdings of Brilliant Mining Corp.

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - May 29, 2006) - On May 24, 2006, Ian Junk acquired ownership and control of 5,250,000 common shares ("Common Shares") of Brilliant Mining Corp. (the "Company"), and each acquired indirect control (through Aurora Prospects Pty Ltd (Acn 111 384 233) As Trustee For The Aurora Family Trust ("Aurora")) of 2,625,000 share purchase warrants (each, a "Warrant"), with each Warrant exercisable for one common share (a "Warrant Share") at a price of $1.00 on and until May 24, 2007, or at a price of $1.25 on and from May 25, 2007 until May 24, 2008. In the event the Company becomes listed on the Toronto Stock Exchange or becomes a Tier 1 issuer on the TSX Venture Exchange, the term of the Warrants will be extended for an additional year, permitting the holder to purchase one Warrant Share for $1.25 on and from May 25, 2008 until May 24, 2009. Also on May 24, 2006, Ian Junk (through Aurora) acquired indirect control of a convertible debenture with a principal amount of $2,500,000, exercisable for up to the principal amount, entitling the holder to purchase one common share (a "Debenture Share") at a price of $1.00 on and until May 24, 2008, and at a price of $1.10 on and from May 25, 2008 until May 24, 2009. Also on May 24, 2006, Leigh Junk acquired ownership and control of 5,250,000 Common Shares, and indirect control (through Jolee Corporation Pty Ltd (Acn 119 510 593) As Trustee For The Jolee Investment Trust ("Jolee")) of 2,625,000 Warrants and a Debenture (with the same terms and principal amount as the Debenture granted to Ian Junk).

For purposes of the acquisition of the Common Shares, Warrants, and Debentures, Ian Junk (with Aurora) and Leigh Junk (with Jolee) were joint actors, but are not joint actors with regard to any other purpose, including without limitation the voting of the Common Shares (including the common shares of the Company underlying the Debentures and the Warrants). Each of Ian Junk and Leigh Junk have presented an undertaking to the TSX Venture Exchange, on which the Company is listed, that each does not, and has no intention to, act jointly or in concert with the other to exercise control or direction over the Company. Furthermore, each of Ian Junk and Leigh Junk has entered into a voting trust agreement (each, a "Voting Trust Agreement") with the Company and with Olympia Trust Company (the "Trustee"), in which each of Ian Junk and Leigh Junk have agreed to cause their Common Shares (including the common shares underlying the Warrants and Debentures) to not be voted unless voted in favour of proposals of management of the Company. Ian Junk and Leigh Junk will be released from the Voting Trust Agreement upon the earlier of: (a) approval of the disinterested shareholders of the Company to the change in control; (b) the aggregate holdings of the unrelated directors of the Company of common shares of the Company on a fully diluted basis exceeding the aggregate holdings of both of Ian Junk and Leigh Junk of common shares of the Company on a fully diluted basis; or (C) consent of the TSX Venture Exchange.

Ian Junk holds 5,250,000 common shares of the Company, representing approximately 11.35% of the issued and outstanding common shares of the Company. Assuming the full exercise of Ian Junk's Warrants and the conversion in full of the Debenture held or controlled by Ian Junk, Ian Junk would hold ownership and/or control over 10,375,000 common shares of the Company, representing approximately 20.19% of the then-issued and outstanding common shares of the Company.

Leigh Junk holds 5,250,000 common shares of the Company, representing approximately 11.35% of the issued and outstanding common shares of the Company. Assuming the full exercise of Leigh Junk's Warrants and the conversion in full of the Debenture held or controlled by Leigh Junk, Leigh Junk would hold ownership and/or control over 10,375,000 common shares of the Company, representing approximately 20.19% of the then-issued and outstanding common shares of the Company.

Collectively, Ian Junk and Leigh Junk hold 10,500,000 common shares of the Company, representing approximately 22.7% of the issued and outstanding common shares of the Company. Assuming the full exercise of all of both Ian Junk and Leigh Junk's Warrants and conversion in full of the Debentures, Ian Junk and Leigh Junk would collectively hold ownership and/or control over 20,750,000 common shares of the Company, representing approximately 36.72% of the then-issued and outstanding common shares of the Company.

Prior to the transactions that gave rise to the obligation to file the news release, neither Ian Junk nor Leigh Junk held any securities of the Company. The acquisition of the securities disclosed herein was conducted through a private transaction. The securities described herein were acquired for investment purposes, and neither Ian Junk nor Leigh Junk (nor Jolee or Aurora) has any present intention to increase or decrease their shareholdings in the Company.

Additional information regarding the transactions and security holdings disclosed in this release are contained in a report given pursuant to National Instrument 62-103. To obtain a copy of this report, please contact Mark Edwards at telephone number (011) 618-9756-6226.

Contact Information

  • Ian Junk
    117 Granite Road
    North Dandalup, Western Australia
    or
    Leigh Junk
    189 Mill Point Road
    South Perth, Western Australia