Brazilian Gold Corporation
TSX VENTURE : BGC

Brazilian Gold Corporation

April 29, 2011 11:41 ET

Brazilian Gold Closes $23 Million Bought Deal Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - April 29, 2011) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Brazilian Gold Corporation (TSX VENTURE:BGC) ("Brazilian Gold" or the "Company") is pleased to announce the closing of its previously announced bought deal private placement, including the full exercise of the $3,003,000 Underwriters' option (the "Offering"). Under the Offering, the Company issued an aggregate of 16,445,000 common shares (the "Common Shares") of the Company at a price of $1.40 per Common Share for gross proceeds of $23,023,000.

The Company intends to use the net proceeds of the Offering to advance the Company's gold projects in Northern Brazil, and for general corporate purposes.

The Offering was co-led by Clarus Securities Inc. and Dundee Securities Ltd., and included Fraser MacKenzie Limited (collectively, the "Underwriters").

The Underwriters received a total cash commission of 6% of the gross proceeds of the Offering and were issued a total of 657,800 compensation options (the "Compensation Options"). Each Compensation Option entitles the holder thereof to purchase one Common Share at a price of $1.40 per Common Share for a period of 18 months from the Closing of the Offering.

All securities issued pursuant to the Offering are subject to customary securities legislation hold periods and will not become freely tradeable until August 30, 2011.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Brazilian Gold Corporation

Brazilian Gold Corporation is a Canadian based public company with a focus on acquisition, exploration and development of mineral properties in northern Brazil including a portfolio of ten grass-roots to development stage gold projects (8 projects in the Tapajós and 2 projects in the nearby Alta Floresta Gold Province). Brazilian Gold also owns a 75% interest in the Rea Uranium Project in northeastern Alberta.

Some statements in this news release contain forward-looking information, including without limitation statements as to planned expenditures and exploration programs. These statements address future events and conditions and, as such, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the statements. Such factors include without limitation the completion of planned expenditures, the ability to complete exploration programs on schedule and the success of exploration programs.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or the accuracy of this news release.

Contact Information

  • Brazilian Gold Corporation
    Ian (John) Stalker
    CEO and Director
    +1 604 602-8188

    Brazilian Gold Corporation
    Joanne Yan
    President and Director
    +1 604 602-8188

    Brazilian Gold Corporation
    Tom Hart
    Investor Relations
    +1 403 701-4278