Brilliant Mining Corp. (TSX VENTURE: BLT) (the "Company" or
"Brilliant") is pleased to announce that it has closed and received
final approval from the TSX Venture Exchange ("Exchange") for a
$28.7 million transaction (the "Transaction") involving the
acquisition of Ivory Resources Inc. ("Ivory") and a concurrent
private placement previously announced in news releases dated
December 1, 2010 and February 18, 2011. The Transaction increased
from $27.7 million to $28.7 million to cover certain costs
associated with securing the rights to the airborne geophysical
survey in Equatorial Guinea (the "Survey") in which Ivory has an
interest, through a wholly-owned subsidiary.
Private Placement
The Company has closed a private placement (the "Private
Placement") of an aggregate of 85,185,169 units of the Company (a
"Unit") at $0.27 per Unit for gross proceeds of $23,000,000. Each
Unit consists of one common share of the Company (a "Common Share")
and one Common Share purchase warrant of the Company (a "Warrant").
Each Warrant will entitle the holder thereof to acquire one Common
Share (a "Warrant Share") upon the payment of $0.45 per Warrant
Share at any time until 24 months following the date of
issuance.
Units for Debt Transaction and Share Exchange Agreement
Instead of investment by way of subscribing for Units, certain
investors directly advanced funds to Ivory by way of loan pursuant
to loan agreements with Ivory. Upon closing of the Transaction,
shares in Ivory were issued for forgiveness of such loans and the
shares in Ivory were subsequently exchanged for Units.
Pursuant to a Share Exchange Agreement dated May 3, 2011 among
Brilliant, BTR Strategic Growth Fund Limited ("BTR"), Salida
Strategic Growth Fund ("Salida"), Salida Capital L.P. ("Salida
L.P."), Lionhart Trading Company Ltd. ("Lionhart") and Ivory (the
"Share Exchange Agreement"), the Company purchased all of the
issued and outstanding shares of Ivory in exchange for 740,741
units of the Company issued to BTR, 1,111,111 Units issued to
Salida, 3,703,703 Units issued to Salida L.P. and 1,851,851 Units
issued to Lionhart (collectively, the "Share Exchange Units"). The
Share Exchange Units issued to the shareholders of Ivory reflect
the intrinsic value of Ivory in the amount of $2,000,000.
Other Agreements
Pursuant to a Settlement Agreement dated April 28, 2011 among
Brilliant, Sillenger Exploration Corp. ("Sillenger") and other
parties with respect to securing the rights to the Survey, the
Company issued 7,407,407 Units to Sillenger and 3,703,704 Units
(the "Development Trust Units") to a trust company which will
distribute the Development Trust Units to parties who have assisted
with the Transaction.
Pursuant to a Compensation Agreement dated April 8, 2011, the
Company issued 740,740 Common Shares at a deemed value of $0.27 per
Common Share to an arm's length individual for the individual's
assistance in putting the Transaction together.
Pursuant to a separate Compensation Agreement dated April 8,
2011, the Company paid $75,000 to Stonecap Securities Inc. for its
assistance in putting the Transaction together.
Pursuant to a Finder's Fee Agreement dated April 8, 2011, the
Company paid $150,000 and issued 1,111,111 Common Shares at a
deemed value of $0.27 per Common Share to Cornerstone Asset
Management L.P. for its assistance in finding and introducing the
parties involved in the Transaction.
Corporate Name Change
Subject to approval by the shareholders of Brilliant, Brilliant
will change its name to Brilliant Resources Corp. or such other
name as may be deemed appropriate and approved by regulators upon
completion of the Transaction. Salida L.P. will also appoint two
directors to the board, the chair of the Audit Committee and the
chair of the Compensation Committee of Brilliant.
Risk Factors
Brilliant operates in the Republic of Equatorial Guinea and, as
such, the Company's operations are exposed to various levels of
political, economic, regulatory and other such risks and
uncertainties such as uncertainty regarding enforceability of
contractual rights and judgments; restrictions on foreign exchange
and repatriation and governmental regulations that favour or
require the awarding of contracts to local contractors or require
foreign contractors to employ citizens of, or purchase supplies
from, a particular jurisdiction.
An investment in securities of Brilliant involves risk and must
be considered speculative.
About Brilliant Mining Corp.
Brilliant Mining Corp. is a two-time TSX-Venture Top 50 award
winning resource Company in search of undervalued resource
opportunities. Brilliant's internationally experienced technical
team and Board of Directors aim to leverage their broad range of
expertise to acquire and develop high quality, advanced stage
mineral projects.
On behalf of the Board of Directors
John Williamson, P. Geol., CEO, President & Director
Brilliant Mining Corp.
Brilliant Mining Corp. is a member of the Discovery Group of
Companies, for more information on the group visit
www.discoveryexp.com.
Caution concerning forward-looking information
This press release may contain "forward-looking information" and
"forward-looking statements" within the meaning of applicable
securities laws. This information and statements address future
activities, events, plans, developments and projections. All
statements, other than statements of historical fact, constitute
forward-looking statements or forward-looking information. Such
forward-looking information and statements are frequently
identified by words such as "may", "will", "should", "anticipate",
"plan", "expect", "believe", "estimate", "intend" and similar
terminology, and reflect assumptions, estimates, opinions and
analysis made by management of Brilliant in light of its
experience, current conditions, expectations of future developments
and other factors which it believes to be reasonable and relevant.
Forward-looking information and statements involve known and
unknown risks and uncertainties that may cause Brilliant's actual
results, performance and achievements to differ materially from
those expressed or implied by the forward-looking information and
statements and accordingly, undue reliance should not be placed
thereon.
Risks and uncertainties that may cause actual results to vary
include but are not limited to the availability of financing;
fluctuations in commodity prices; changes to and compliance with
applicable laws and regulations, including environmental laws and
obtaining requisite permits; political, economic and other risks;
fluctuations in foreign exchange rates; as well as other risks and
uncertainties which are more fully described in our annual and
quarterly Management's Discussion and Analysis and in other filings
made by us with Canadian securities regulatory authorities and
available at www.sedar.com. Brilliant disclaims any obligation to
update or revise any forward-looking information or statements
except as may be required by law.
Neither the 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.
Contacts: Brilliant Mining Corp. Brian Budd Director of
Corporate Development Toll Free: 1-888-331-2269 or 604-646-4525
info@brilliantmining.com www.brilliantmining.com
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