Dia Bras Exploration Inc.
TSX VENTURE : DIB

Dia Bras Exploration Inc.

May 17, 2011 19:47 ET

Dia Bras Provides Additional Details Regarding Proposed Acquisition of Sociedad Minera Corona S.A. in Peru

TORONTO, ONTARIO--(Marketwire - May 17, 2011) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.

Dia Bras Exploration Inc. (TSX VENTURE:DIB) ("Dia Bras" or the "Company") is pleased to provide additional details regarding its proposed acquisition (the "Acquisition") of approximately 92% of the voting shares (representing approximately 82% of the total equity) of Sociedad Minera Corona S.A. ("Corona") from a group of shareholders (the "Selling Shareholders") pursuant to a binding agreement dated March 3, 2011, (the "Letter Agreement").

As disclosed in its news releases of March 4 and 7, 2011, the Letter Agreement obligated the parties to work together to negotiate, prepare and execute the definitive agreements necessary to complete the Acquisition (the "Definitive Agreements") on or before May 18, 2011. Dia Bras and the Selling Shareholders have executed an addendum to the Letter Agreement (the "Addendum") extending the deadline for the execution of the Definitive Agreements to not later than May 24, 2011. The Addendum also provides that the Definitive Agreements will only be executed once Dia Bras has (i) obtained a firm and irrevocable commitment from Citibank N.A. ("Citibank") to provide not less than US$150 million in debt financing (the "Bridge Loan") for the Acquisition and (ii) provided evidence to the Selling Shareholders that it has raised from investors at least an additional US$136 million for the Acquisition.

As disclosed in its news releases of March 4 and 7, 2011, Dia Bras expects to complete later this week a non-brokered private placement of up to 58.4 million subscription receipts at a price of Cdn.$2.86 per share for gross proceeds of up to Cdn.$167 million. Dia Bras also expects to execute definitive documentation with Citibank in respect of the Bridge Loan on or before May 24, 2011.

Pursuant to the Letter Agreement, closing of the Acquisition is to occur no later than June 1, 2011, or such later date as may be agreed to by the parties.

Corona Financial Results

Since the execution of the Letter Agreement, Corona has released its audited financial results for the year ended December 31, 2010. The following tables set out certain consolidated financial information in respect of Corona for the two fiscal years ended December 31, 2010. Such information has been prepared in accordance with accounting principles generally accepted in Peru and are stated in United States dollars:

2009
US$ mm
2010
US$ mm
Assets
Cash and Equivalents$9.5$17.9
Accounts Receivable$10.2$18.4
Inventory$7.6$5.9
Pre-paid Expenses$0.2$0.2
Total Current Assets$27.8$42.5
Property, Plant and Equipment$32.7$30.6
Intangibles$1.2$1.2
Deferred Income Taxes and Employee Profit Sharing$5.1$5.3
Total Assets$66.9$79.6

Liabilities and Shareholders' Equity
Current Liabilities
Financial Obligations$6.0-
Trade Accounts Payable$4.3$3.4
Current Income Tax and Employee Profit Sharing$3.7$11.0
Other Accounts Payable$3.6$5.4
Total Current Liabilities$16.9$19.9
Non-Current Liabilities
Financial Obligations$5.0$11.0
Asset Retirement Obligations$11.2$10.0
Total Liabilities$33.1$40.8
Common Stock$10.2$10.2
Investment Shares$1.3$1.3
Legal Reserve$2.0$2.0
Retained Earnings$20.2$25.2
Shareholders Equity$33.7$38.8
2009
US$ mm
2010
US$ mm
Net Sales
Mineral concentrates$85.3$120.5
Electric energy and power$8.6$8.1
Total Sales$94.0$128.6
Cost of Sales
Mineral concentrates($39.2)$(39.0)
Electric energy and power($3.5)$(3.7)
Gross Income$51.2$86.0
Sales, General and Administrative Expenses($8.7)$(10.8)
Operating Income$42.5$75.1
Other Income or Expenses($0.4)($0.4)
Income before Income Tax and Statutory Profit Sharing$42.1$74.7
Statutory Profit Sharing($3.3)$(6.0)
Income Tax($11.2)$(20.5)
Net Income$27.6$48.3

About Dia Bras

Dia Bras is a Canadian exploration mining company focused on precious and base metals in Chihuahua State and other areas of northern Mexico. The Company is pursuing the development and exploration of its most advanced assets – the Bolivar Property (copper‐zinc‐silver) and the Cusi Property (silver). Dia Bras is also exploring several precious metal targets such as La Cascada project at the Bolivar Property, the Las Coloradas project at Melchor Ocampo (Zacatecas State), the Bacerac Property (Sonora State) and the Corralitos, Satevo and La Verde projects at the Batopilas Property (Chihuahua State).

The Company's shares trade on the TSX Venture Exchange under the symbol "DIB".

Forward-looking Statements

This press release and other documents filed by the Company contain "forward-looking information" within the meaning of applicable Canadian securities legislation, which is also referred to as "forward-looking statements", which may not be based on historical fact. Wherever possible, words such as "will", "plans," "expects," "estimates," "anticipates," "believes," "intends," "may," and similar expressions or statements that certain actions, events or results "may," "could," "would," "might" or "will" be taken, occur or be achieved, have been used to identify forward-looking information. These forward-looking statements include, without limitation, statements regarding the execution of the Definitive Agreements and the completion of the Acquisition, future results of operations, performance and achievements of the Company, including potential property acquisitions, the timing, content, cost and results of proposed work programs, the discovery and delineation of mineral deposits/resources/reserves, geological interpretations, proposed production rates, potential mineral recovery processes and rates, business and financing plans, business trends and future operating revenues. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. and other factors. Such statements reflect the Company's current views with respect to future events and are subject to a number of risks and uncertainties. Actual results may differ materially from results contemplated by the forward-looking statements.

Prospective investors and others should not place undue reliance on such forward-looking statements, as they reflect the Company's current views with respect to future events and are subject to risks and uncertainties and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Company, are inherently subject to significant business, economic, regulatory, competitive, political and social uncertainties and contingencies. Many factors could cause the Company's actual results, performance or achievements to be materially different from any future results, performance, or achievements that may be expressed or implied by such forward-looking statements, including among others the failure to execute the Definitive Agreements or to complete the Acquisition, variations in the nature, quality and quantity of any mineral deposits that may be located, significant downward variations in the market price of any minerals produced, the Company's inability to obtain any necessary permits, consents or authorizations required for its activities, to produce minerals from its properties successfully or profitably, to continue its projected growth, to raise the necessary capital or to be fully able to implement its business strategies and the risks detailed from time-to-time in the Company's quarterly filings, annual information forms, annual reports and annual filings with securities regulators. Forward-looking information will be updated as required pursuant to the requirements of applicable securities laws.

The TSX Venture Exchange (the "Exchange") does not accept responsibility for the adequacy or accuracy for this release. Completion of the Acquisition is subject to a number of conditions, including but not limited to, Exchange acceptance. There can be no assurance that the Acquisition will be completed as proposed or at all.

Contact Information

  • Daniel Tellechea
    President & CEO
    Dia Bras Exploration Inc.
    1 (866) 493-9646

    Karl J. Boltz
    Vice President, Corporate Development
    Dia Bras Exploration Inc.
    1 (866) 493-9646
    www.diabras.com