Highlights:
- Name change to "GoldMining Inc."
- Common shares to trade under new symbol "GOLD" on the
TSX-V and "GLDLF" on the OTCQX
- With over $21 million cash on
hand and no debt, the Company will aggressively execute its
business plan to acquire and advance top-tier gold assets in the
current depressed gold market environment
VANCOUVER, Dec. 5, 2016 /CNW/ - Brazil Resources Inc.
(the "Company" or "Brazil Resources") (TSX-V: BRI;
OTCQX: BRIZF) is pleased to announce that its board of directors
has approved a change of its name to "GoldMining Inc.", effective
December 6, 2016, in order to better
reflect its existing business. The Company also announces that it
will concurrently complete a continuation (the
"Continuation") under the Canada Business Corporations
Act (the "CBCA").
Chairman of the Board, Amir
Adnani, stated: "We are pleased to change the name of the
Company to GoldMining Inc. to better reflect our diversified
project portfolio and strategy to build a leading gold acquisition
and development company throughout the Americas. With more than
$21 million cash on hand – and now, a
name that better reflects our Company's objectives – we plan to
continue our exceptional growth with additional low-cost
acquisitions of high quality gold projects, to build value
throughout this period of a weak gold price environment."
The Company's common shares are expected to commence trading on
the TSX Venture Exchange (the "TSX-V") under the new symbol
"GOLD" and on the OTCQX International market (the "OTCQX")
under the new symbol "GLDLF" on December 7, 2016. The Company expects that
on the same date its listed warrants will commence trading on the
TSX-V under the new symbol "GOLD.WT" and on the OTCQX under the new
symbol "GOLWF".
In connection with the Continuation, the Company will adopt new
Articles and By-Laws under the CBCA, copies of which are available
under the Company's profile at www.sedar.com . The new By-Laws
include, among other things, advance notice provisions whereby a
shareholder seeking to nominate a candidate for a board seat must
provide timely notice in proper form to the Company in advance of
meetings of shareholders where directors are to be elected.
The Continuation, including the adoption of new Articles and
By-Laws, and related matters were approved by shareholders of the
Company at its annual general and special meeting held on
November 23, 2016.
The CUSIP numbers assigned to the Company's common shares and
listed warrants under its new name will be 38149E101 and 38149E119,
respectively. No action will be required by existing shareholders
or holders of warrants with respect to the name change or the
Continuation. Certificates representing common shares and warrants
of Brazil Resources will not be affected by the name change or the
Continuation and will not need to be exchanged. The Company
encourages any shareholder or warrantholder concerns in this regard
to be directed to such person's broker or agent.
About GoldMining Inc./Brazil Resources Inc.
The Company is a public mineral exploration company with a focus
on the acquisition, exploration and development of projects in
Colombia, United States, Brazil, Canada and other regions of the Americas.
Brazil Resources is advancing its Titiribi Gold-Copper
Project in Colombia, its Whistler
Gold-Copper Project in central Alaska, United
States, its Cachoeira and São Jorge Gold Projects in
northeastern Brazil and its Rea
Uranium Project in the western Athabasca Basin in northeast Alberta, Canada.
Forward Looking Statements
This news release contains certain forward-looking statements
that reflect the current views and/or expectations of the Company
with respect to its performance, business and future events.
Forward-looking statements are based on the then-current
expectations, beliefs, assumptions, estimates and forecasts about
the business and the industry and markets in which the Company
operates, including that: the current price of and demand for
minerals being targeted by the Company will be sustained or will
improve; the Company's current exploration programs and objectives
can be achieved; the Company will be able to obtain required
exploration licences and other permits; general business and
economic conditions will not change in a material adverse manner;
financing will be available if and when needed on reasonable terms;
the Company will not experience any material accident; the Company
will be able to identify and acquire additional mineral interests
on reasonable terms or at all; the Company will be able to carry
out its acquisition strategy; and the Company's common shares and
the Warrants will commence trading under their new symbols as and
when expected. Forward-looking statements are not guarantees
of future performance and involve risks, uncertainties and
assumptions which are difficult to predict. Investors are
cautioned that all forward-looking statements involve risks and
uncertainties, including: that the Company has a limited operating
history; that resource exploration and development is a speculative
business; that the Company may lose or abandon its property
interests or may fail to receive necessary licenses and permits;
that the Company's properties are in the exploration stage and are
without known bodies of commercial ore; that the Company may not be
able to obtain all necessary permits and approvals on any of its
properties; that environmental laws and regulations may become more
onerous; that the Company may not be able to raise additional funds
when necessary; potential defects in title to the Company's
properties; fluctuations in currency exchange rates; fluctuating
prices of commodities; operating hazards and risks; competition;
potential inability to find suitable acquisition opportunities
and/or complete the same; that the Company will not be able to
carry out its acquisition strategy; that the Company's common
shares and the Warrants will not commence trading under their new
symbols as and when expected; and other risks and uncertainties
listed in the Company's public filings. These risks, as well
as others, could cause actual results and events to vary
significantly. Accordingly, readers should not place undue
reliance on forward-looking statements and information, which are
qualified in their entirety by this cautionary statement.
There can be no assurance that forward-looking information,
or the material factors or assumptions used to develop such
forward-looking information, will prove to be accurate. The
Company does not undertake any obligations to release publicly any
revisions for updating any voluntary forward-looking statements,
except as required by applicable securities law.
Neither the TSX-V nor its Regulation Services Provider (as
that term is defined in the policies of the TSX-V) accepts
responsibility for the adequacy or accuracy of this news
release.
SOURCE Brazil Resources Inc.