SOURCE: Brazil Minerals, Inc.

Brazil Minerals, Inc.

February 05, 2015 10:50 ET

Brazil Minerals, Inc. Raises US$200,000 in Fixed-Floor Unsecured Three-Year Notes

BELO HORIZONTE, BRAZIL--(Marketwired - Feb 5, 2015) - Brazil Minerals, Inc. (OTCQB: BMIX) (the "Company" or "BMIX") announced today that it received US$200,000 in cash from a group of long-term, value-added investors from the sale of three-year maturity notes with a fixed conversion price and ten percent interest rate. The notes are not secured and not backed by any collateral.

The proceeds received will be used primarily for BMIX's cash reserves and general corporate uses. Payment of these three-year notes will occur by allocation in year one of five percent of the revenues from certain sand-related cash flows; followed by allocations of 15% and 30% of these revenue streams in years two and three, respectively, unless the notes are already fully paid. These investors approached BMIX with the overall transaction; there was no broker-dealer involved and no commission was paid to a third party.

BMIX may prepay the notes at any time without any penalty or premium. The investors may convert to common stock of the Company before any quarterly note payment becomes due. The investors may also convert to common stock the portion of the notes to be prepaid within five days of receiving notice of prepayment. Any conversion to common stock of the Company is at a fixed price of $0.0025 per share, a 4% premium to the common stock closing price on the transaction date. The conversion price is not adjusted for any fluctuations in the stock price in the open market. With their investment, the investors collectively also received three-year cash-exercisable options to purchase a total of 40 million shares of the common stock of the Company at $0.005 per share, a premium of 108% to the common stock closing price on the transaction date. 

About Brazil Minerals, Inc.

Brazil Minerals, Inc. (OTCQB: 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.

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