Brionor Resources Inc.

TSX VENTURE : BNR


Brionor Resources Inc.

December 17, 2012 13:02 ET

Brionor Obtains Shareholder Approval for Sale of Pitt Gold Project and Amends Agreement With Xmet

TORONTO, ONTARIO--(Marketwire - Dec. 17, 2012) - Brionor Resources Inc. ("Brionor" or the "Company") (TSX VENTURE:BNR) is pleased to announce that its shareholders approved, at the annual and special meeting of shareholders (the "Meeting") held in Toronto on December 12, 2012, the sale of the Company's Pitt Gold project to Xmet Inc. ("Xmet") (TSX VENTURE:XME) (see press release of the Company dated May 16 and October 1st, 2012 for more information on the transaction). At the Meeting, the shareholders also reconfirmed the mandate of Lewis Lawrick, Robert Ayotte, John McBride, Michael J. Byron and Robert Leckie as directors of the Company. Furthermore, the mandate of parker simone was confirmed as auditors of the Company for the financial year ending August 31, 2013 and the shareholders approved the conversion of the Company's stock option plan into a 10% rolling plan.

The Company also announces that it has agreed to extend the deadline to complete the transaction with Xmet to April 30, 2013 as the amended and restated asset purchase agreement executed by the parties on September 27, 2012 contemplated a closing of the transaction at the latest on December 17, 2012. As previously disclosed, the completion of the transaction is subject to a number of conditions, including but not limited to, the exercise of Xmet's option to purchase a 75% interest in the Duquesne-Ottoman project, the acquisition from Cliffton Star Inc. of its 100% interest in a series of mineral claims known as the Duquesne Mine and both parties obtaining all necessary approvals, including the required regulatory approvals.

Lew Lawrick, President and CEO of Brionor commented: "The shareholders of the Company have approved by an overwhelming majority the decision of the board of directors to sell the Pitt Gold Project and we wish to thank them for their support. We feel this transaction is in the best interest of the Company and its shareholders, and we look forward to completing the transaction with Xmet and focusing on other ventures."

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

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.

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.

Contact Information

  • Brionor Resources Inc.
    Lewis Lawrick
    President & CEO
    647-478-5307

    Brionor Resources Inc.
    Robert Ayotte
    Executive Chairman
    450-441-9177
    info@brionor.com