Brionor Resources Inc.

Brionor Resources Inc.

November 19, 2013 13:24 ET

Brionor Amends Atala Acquisition Agreement

TORONTO, ONTARIO--(Marketwired - Nov. 19, 2013) - Brionor Resources Inc. ("Brionor" or the "Company") (TSX VENTURE:BNR) is pleased to announce that it has amended its letter agreement (the "Letter Agreement") with Atala Resources Inc. ("Atala"), a private Ontario mining exploration company holding mining rights in Argentina (please see Press Release dated February 20, 2013). In recognition of Atala's recently announced Letter of Intent to acquire Renaissance Gold Inc. wholly owned Argentinean subsidiary - AuEX Argentina S.A. (see Renaissance Gold Press Release dated Oct 29, 2013) for cash, shares, and an overriding royalty, Brionor has agreed to an adjusted aggregate purchase price of $600,000 (the "Purchase Price") payable by the issuance of common shares of Brionor (each a "Brionor Share") at a deemed price of $0.05 per Brionor Share.

Under the Amended Agreement, Brionor will issue 12,000,000 shares to Atala and its shareholders on a pro-rata basis.

The closing of the Acquisition is scheduled to take place on or before February 28, 2014, and is subject to numerous conditions customary to this type of transaction, including; the closing of the acquisition by Atala of AuEx Argentina S.A., the completion of a satisfactory due diligence on Atala and its subsidiaries, the execution of a definitive share purchase agreement between Brionor, Atala and the Atala Shareholders, the receipt by Atala of any required third party consent and the receipt of the required regulatory approvals. The Acquisition shall also be subject to the final approval of the board of directors of Brionor. In this regard, Mr. Lew Lawrick, President of Brionor, is also a director and shareholder of Atala, and Mr Brian Gavin Director of Brionor is a Director and Shareholder of Atala, and as such, shall not participate in the discussions or the vote of the board relating to such approval.

Robert Ayotte, Executive Chairman of Brionor commented: "The acquisition by Atala of AuEX Argentina S.A. at very favorable terms positions Brionor and its shareholders through Atala with a very prospective portfolio of properties in mining friendly Santa Cruz province. Led by Brian Gavin and his experienced team of exploration professionals, we look forward to repeating the exploration and discovery success Brian and his team have had previously in this region of Argentina."

Brionor is a junior mining exploration company with a portfolio of exploration projects in Québec.

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 accuracy of this release.

Some statements in this release may contain forward-looking information. All statements, other than 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 regarding potential mineralization) are forward-looking statements. Forward-looking statements are generally identifiable by use of the words "may", "will", "should", "continue", "expect", "anticipate", "estimate", "believe", "intend", "plan" or "project" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company's ability to control or predict, that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements. Factors that could cause actual results or events to differ materially from current expectations include, among other things, without limitation, failure by the parties to complete the Transaction, failure to establish estimated mineral resources, the possibility that future exploration results will not be consistent with the Company's expectations, changes in world gold markets or markets for other commodities, and other risks disclosed in the Company's public disclosure record on file with the relevant securities regulatory authorities. 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.

Contact Information

  • Brionor Resources Inc.
    Lewis Lawrick
    President & CEO

    Brionor Resources Inc.
    Robert Ayotte
    Executive Chairman