Brazil Potash Corp. Completes US$58 Million Capital Raising to Further Develop the Company's Potash Project in Amazon Basin, Brazil and Appoints Carmel Daniele of CD Capital as a Director

TORONTO, ONTARIO--(Marketwire - May 31, 2012) -

• Company has successfully raised a total of US$58.66 million to further the exploration of the Company's potash project in Amazon Basin - Brazil.
• The Company has appointed Carmel Daniele of CD Capital to the board of directors.
• Project has potential to become a major new domestic source of potash for Brazilian farmers.

Brazil Potash Corp. ("BPC" or the "Company") is pleased to announce the successful completion of a US$58.66 million capital raising to further the exploration for potash at the Company's Amazon Basin project, Brazil. The Project is located in Amazonas State, Brazil, adjacent to Petrobras' Fazendinha and Arari Potash deposits (see Figure 1).

Existing shareholders and new Brazilian based shareholders participated in the capital raising. One of the cornerstone investors in this round is CD Capital Natural Resources Fund II (the "CD Capital Fund") which committed US$24.6 million of the total US$58.66 million of the fundraising. The CD Capital Fund is a private equity global natural resources fund that invests in private company mining projects that demonstrate large scale potential and require capital to execute the resource definition stage of development. CD Capital has a strong track record of identifying and investing in world class mining assets from an early stage particularly in Latin America.

David Gower, President and Director of the Company, comments: "We are excited to have CD Capital on board as a strong shareholder that can provide value through their deep industry and operational expertise. We also welcome their representative on the board, Carmel Daniele. CD Capital's past experience and track record of accessing capital to fund the development of Brazilian natural resource investments will be invaluable going forward."

Ms Daniele, B.Ec, LLM is the founder of London based private equity fund CD Capital and has over 20 years of mining investment experience. She has a Bachelor of Economics, from the University of Adelaide and a Master of Laws (Corporate & Commercial) from the University of Adelaide. She is a Fellow of the Institute of Chartered Accountants.

Stan Bharti, Chairman of the Company, comments, "The Company has made significant progress towards defining a potash resource in the Amazon Basin. We have been working in the basin since 2007 where we believe there is potential for multiple potash deposits to be discovered. We are very happy that existing shareholders participated in this capital raising and we welcome our new Brazilian based shareholders onto the register."

To view the image associated with this release, please click the following link: http://media3.marketwire.com/docs/BPA_Map.pdf.

The Company currently has contracts with two Brazilian drilling companies.

The Company will continue drilling until a potash resource of sufficient size to merit economic studies has been outlined. Once this is completed a pre-feasibility study will be undertaken followed by a definitive feasibility study. It is the intention of the Company to list on BOVESPA in Q1 2013.

Environmental permits and access agreements with surface land holders are in place. The Company employs a best practice policy with respect to maintaining the highest environmental standards and each drill site is progressively reclaimed upon completion.

About Brazil Potash Corp.

Brazil Potash Corp. and its 100% owned Brazil incorporated subsidiary, Potássio do Brasil Ltda. is a private Brazilian potash exploration company with offices located in Belo Horizonte and Autazes, Brazil, which supports the work being carried out on its project in Amazonas State. Potássio do Brasil has no operating potash mines and has no direct or indirect association with any of the current potash producers either in Canada or elsewhere in the world. The Company holds key mineral rights in the 400- kilometer long Amazon potash basin. Geological, seismic and borehole surveys indicate the basin has similar scale, geological properties and is of similar age as the Saskatchewan basin in Canada.

Please visit the Company's website at www.potassiodobrasil.com.br or www.brazilpotash.com.

Cautionary Note Regarding Forward-looking Information

This press release contains "forward looking information" within the meaning of applicable Canadian securities legislation. Forward looking information includes, but is not limited to, statements with respect to the the prospective nature of the project, the timing and cost of future exploration and corporate development activities future financial or operating performance of Potassio do Brasil and its projects, statements regarding the prospects for the business of Potassio do Brasil., timing of future acquisitions of additional properties and applicable licenses, requirements for additional capital, intended use of proceeds, impact of board appointment, government regulation of the industry, environmental risks, and, title disputes or claims,. Generally, forward looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved".
Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company (and the company resulting from the successful completion of the proposed transaction) to be materially different from those expressed or implied by such forward -looking information, including but not limited to: general business, economic, competitive, foreign operations, political and social uncertainties; a history of operating losses; delay or failure to receive board or regulatory approvals; timing and availability of external financing on acceptable terms; not realizing on the potential benefits of the proposed transaction; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; future prices of mineral products; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; and, delays in obtaining governmental approvals or required financing or in the completion of activities. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.