SOURCE: Brazil Minerals, Inc.

Brazil Minerals, Inc.

February 20, 2015 13:38 ET

Brazil Minerals, Inc. Negotiates Agreements With Convertible Debt Holders

BELO HORIZONTE, BRAZIL--(Marketwired - Feb 20, 2015) -  Brazil Minerals, Inc. (OTCBB: BMIX) (the "Company" or "BMIX") announced today certain agreements with the two largest convertible debt holders in the Company, Group 10 Holdings, Inc. ("Group 10") and St. George Investments, LLC ("St. George"). 

Under one of the agreements, Saint Valiere, LLC, a company owned by a trust whose beneficiary is BMIX's CEO, acting on behalf of a group of investors as well as for itself, has obtained an option to purchase up to $160,000 (approximately 52% of the remaining principal and interest) of the convertible debt held by Group 10 for a purchase price of 125% of the face amount to be purchased (the "Group 10 Agreement").

The Company's Board of Directors approved the Group 10 Agreement in a vote in which BMIX's CEO abstained. The terms of any debt purchased will remain unchanged and none of the debt is secured by the Duas Barras mine or any other assets or property of the Company. As part of the Group 10 Agreement, the Company, among other things, agreed to increase the number of shares of common stock that it is authorized to issue. BMIX believes that its shareholders benefit from the Group 10 Agreement because any debt so purchased would likely substantially diminish the amount of stock offered for sale in the open market in the foreseeable future.

Separately, under an agreement executed between the Company and St. George during the fourth quarter of 2014, and currently in force, St. George may only convert to common shares, in any 30-day period, a maximum of $44,500 of its remaining notes (the "St. George Agreement"). The Company believes that its shareholders benefit from the St. George Agreement because under current market conditions, the amount that St. George can convert and sell in the open market is relatively small compared to the overall 30-day dollar volume in the Company's stock.

The Company is focusing on clearing its balance sheet from variable-rate convertible debt as soon as possible.

About Brazil Minerals, Inc.

Brazil Minerals, Inc. (OTCBB: BMIX) is a U.S. company with revenues from diamonds, gold, and sand. In particular, BMIX owns Mineração Duas Barras Ltda. ("MDB"), a Brazilian producer and seller of polished and rough diamonds, 96% purity gold bars, and industrial-use sand. MDB owns a fully-operational mining concession, the largest alluvial processing plant for diamonds and gold in Latin America, and the Brazilian permit to export its production. More information on BMIX can be found at www.brazil-minerals.com.

Safe Harbor Statement

This press release contains forward-looking statements made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward looking statements are based upon the current plans, estimates and projections of Brazil Minerals, Inc.'s management and are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements. Such statements include, among others, those concerning market and industry segment growth and demand and acceptance of new and existing products; any projections of production, reserves, sales, earnings, revenue, margins or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements regarding future economic conditions or performance; uncertainties related to conducting business in Brazil, as well as all assumptions, expectations, predictions, intentions or beliefs about future events. Therefore, you should not place undue reliance on these forward-looking statements. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: business conditions in Brazil, general economic conditions, geopolitical events and regulatory changes, availability of capital, BMIX's ability to maintain its competitive position and dependence on key management. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

Cautionary note regarding estimates of Indicated and Inferred Mineral Resources of Diamonds and Gold as found in MDB's NI 43-101 Technical Reports.

We advise U.S. investors that while these terms and amounts are recognized by Canadian regulations, the U.S. Securities and Exchange Commission ("SEC") does not recognize them. U.S. investors are cautioned not to assume that any part or all of the mineral deposits in these categories will ever be converted into mineral reserves as defined by the U.S.'s Industry Guide 7.

Cautionary note regarding estimates of Mineral Reserves of Diamonds and Gold as found in MDB's Bankable Feasibility Study.

We advise U.S. investors that while these terms and amounts are recognized by Brazilian regulations, the SEC does not recognize them. U.S. investors are cautioned not to assume that any part or all of the mineral deposits in this category will ever be converted into mineral reserves as defined by the U.S.'s Industry Guide 7.

Cautionary note regarding estimates of Volume and Weight of Sand as found in MDB's studies filed with the local Brazilian regulatory agencies.

We advise U.S. investors that while sand volume and weight terms and amounts as filed in Brazil are recognized by Brazilian regulations, the SEC does not recognize them. U.S. investors are cautioned not to assume that any part of such are not considered mineral reserves as defined by the U.S.'s Industry Guide 7.

Contact Information