Delrand Resources Limited

Delrand Resources Limited

April 28, 2008 20:00 ET

BRC DiamondCore Issues Corporate Update


Toronto, Canada and Johannesburg, South Africa - April 29, 2008: BRC DiamondCore Ltd. (the "Company") (TSX -- BCD; JSE -- BCD) is pleased to provide the following corporate update.

Highlights include:

  • The Company has filed a business acquisition report ("BAR") relating to the acquisition by the Company of Diamond Core Resources Limited ("Diamond Core"), as required by applicable Canadian securities laws. The pro forma consolidated financial statements included in the BAR illustrate the improvement in the Company's balance sheet in terms of the combined business. A copy of the BAR can be obtained from SEDAR at www.sedar.com and from the Company's website at www.brc-diamondcore.com.

  • Since the acquisition of Diamond Core on February 11, 2008 and as previously announced, the Company has realized approximately US$2.4 million from diamond sales from the Company's South African properties.

  • The Company's long-term and supportive largest shareholder, Banro Corporation, remains fully committed to the Company and its long-term success.

  • Two of the Company's bulk sampling sites, the Paardeberg East kimberlite project and the Silverstreams alluvial project, are fully operational and a third, the De Kalk alluvial project, is being operationalised. Construction of a bulk sampling plant for a fourth project, the Kwango River alluvial project, is well advanced.
    The Company has filed a business acquisition report ("BAR") relating to the acquisition by the Company of all of the outstanding shares of Diamond Core Resources Limited ("Diamond Core"), as required by applicable Canadian securities laws. The BAR includes an unaudited pro forma consolidated balance sheet of the Company as at December 31, 2007 and an unaudited pro forma consolidated statement of operations of the Company for the year ended December 31, 2007. The pro forma balance sheet has been prepared assuming that the acquisition of Diamond Core occurred on December 31, 2007 (and therefore consolidates the Diamond Core assets as at that date). The pro forma statement of operations has been prepared assuming that the acquisition of Diamond Core occurred on January 1, 2007 (and therefore consolidates the activities of Diamond Core during 2007). These pro forma financial statements illustrate the improvement in the Company's balance sheet which resulted from the acquisition of Diamond Core. The BAR also includes Diamond Core's unaudited interim consolidated financial statements as at and for the six month period ended December 31, 2007 and Diamond Core's audited consolidated financial statements as at and for the year ended June 30, 2007. A copy of the BAR can be obtained from SEDAR at www.sedar.com and from the Company's website at www.brc-diamondcore.com.

    The Company currently operates three trial mining/bulk sampling sites - at Paardeberg East, Silverstreams and De Kalk - in South Africa's Northern Cape Province. More than 5,000 carats have been sold in 2008, with prices realised for the production from Silverstreams and Paardeberg East above expectation. Approximately US$2.4 million has been received by the Company to date from these diamond sales (see the Company's press releases dated April 24, 2008 and March 4, 2008). The diamond product is technically analysed by independent diamond consultants and subsequently sold on an open tender system.

    The Company's long-term and supportive largest shareholder, Banro Corporation, remains fully committed to the Company and its long-term success. As previously disclosed, Banro Corporation has guaranteed a Cdn$6 million bridging loan provided to the Company by a Canadian financial institution. This loan has been applied in part to:

    • the Company's Kwango River Project in the Democratic Republic of the Congo (the "DRC"), where the Company expects to conduct bulk sampling operations in the near future, and for which the bulk sampling plant is 90% complete; and

    • intensive exploration for primary kimberlite sources in the Tshikapa area of the DRC.
    The bulk sampling plant for the Kwango River Project will be commissioned at the Paardeberg East site in South Africa before being transported to the DRC.

    To clarify the Company's position in respect of its dispute with former black economic empowerment associate Sefalana Minerals and Resources (Pty) Limited ("Sefalana"), the Company previously declared its agreements with Sefalana void ab initio due to, among other things, Sefalana not having met certain conditions precedent, and it is the opinion of the Company's legal advisors that Sefalana's subsequent claims are without merit. The Company has recently undergone a rigorous due diligence as part of the transaction process with Diamond Core. The Company has in good faith and without prejudice to its sound legal position, engaged with the CEO of Sefalana, Lesedi Rakgokong, in order to arrive at an amicable solution for Sefalana. Should any legal proceedings be instituted by Sefalana, legal counsel to the Company has been instructed to defend such action.

    The Company is an African-focused diamond explorer active in South Africa and the DRC. Led by a management team with extensive experience in diamond exploration and mine development, the Company has a broad spectrum of projects ranging from advanced stage trial mining operations through grass-roots exploration. The Company's projects comprise both prospective alluvial gravels and primary kimberlite targets. The Company works in a systematic and responsible manner to discover, assess and develop diamond resources for the benefit of its shareholders and local stakeholders.

    For further information, please visit our website, www.brc-diamondcore.com, or contact:
    In Toronto: Martin D. Jones, Vice President, Corporate Development, at (416) 366-2221 or 1-800-714-7938.
    In Johannesburg: James Duncan, Russell & Associates, at 27 11 880-3924.


    This press release contains forward-looking statements. All statements, other than statements of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements relating to diamond sales, future diamond sales, future production, and the Company's plans with respect to the exploration and development of its properties) are forward-looking statements. These forward-looking statements reflect the current expectations or beliefs of the Company based on information currently available to the Company. Forward-looking statements are subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things, the possibility that future exploration results will not be consistent with the Company's expectations, changes in equity markets, changes in diamond markets, foreign currency fluctuations, political developments in South Africa or the DRC, changes to regulations affecting the Company's activities, uncertainties relating to the availability and costs of financing needed in the future, delays in obtaining or failure to obtain required project approvals, the uncertainties involved in interpreting geological data and the other risks involved in the diamond exploration business. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.

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