TORONTO, ONTARIO--(Marketwired - May 3, 2017) - Brionor Resources Inc. ("Brionor" or the "Company") (TSX VENTURE:BNR) is pleased to provide an update regarding the closing of (i) its previously announced acquisition of Atala Resources Corp. ("Atala"), a private Ontario mining exploration company that holds a portfolio of exploration properties in Santa Cruz Province, Argentina, and (ii) its concurrent private placement for minimum proceeds of $680,000 and maximum proceeds of $1,000,000 (the "Offering") (See Press Release dated March 2, 2017). Brionor entered into a Definitive Share Purchase Agreement (the "Agreement") dated March 1st, 2017 with Atala and the shareholders of Atala (the "Atala Shareholders"); whereby Brionor proposed to acquire (the "Acquisition") all of the issued and outstanding shares of Atala. The value attributable to this Acquisition is approximately $750,000 as Brionor will issue $300,000 in Brionor common shares at a deemed price of $0.05 per Brionor Share and assume approximately $450,000 in loans made by Brionor to Atala since February 2013. This is when the parties first tried to complete a similar transaction that was subsequently terminated due notably to market conditions and the political climate at the time in Argentina (for more information on the loans, please refer to the Company's audited annual financial statements, quarterly financial statements and corresponding MD&A's since February 2013). Under the Agreement, each Atala Shareholder shall receive 0.4382 of a Brionor Share for each Atala Share held, for a total of 6,000,000 Brionor Shares.
The closing of the Acquisition and concurrent Offering is scheduled to take place on May 5, 2017, and is subject to numerous conditions customary to this type of transaction, including, the receipt of the required regulatory approvals. No finder's fees will be paid by the Corporation in connection with the Acquisition.
Mr. Lawrick commented: "We are very pleased to finally be in a position to proceed with the closing of this transaction which will be transformational for Brionor and its shareholders. The opportunity to position ourselves through Atala with a significant portfolio of exploration assets in the very prospective region of Argentina known for its precious metals endowment is very exciting. The Province of Santa Cruz in Argentina has seen over the years, important mining, development and exploration activities. The founding shareholders of Atala, have a successful history of exploration and discovery in Argentina. This expertise combined with Brionor's cash and marketable securities position (over $2.5 million at closing) gives us an enviable base with which to pursue our exploration initiatives on this large land package (approximately 103,000 hectares). We look forward to generating significant news flow for the remainder of 2017 from our planned exploration program within the project portfolio."
About Atala Resources Corp.
Atala's exploration property portfolio spans approximately 103,000 hectares in 7 independent areas in the highly prospective Province of Santa Cruz, Argentina. Atala, through its 100% owned subsidiary (Atala Argentina S.A.) owns the mining rights to the El Monte, Gertrudis, Boleadora group and Katrina projects.
The El Meridano, Covadonga, and La Rosita projects are subject to an underlying option agreement with a private Argentine vendor pursuant to which Atala shall make options payments to the vendor commencing on January 1st of every year for the next 6 years (US$35,000 for the next 3 years, US$50,000 in the fourth year, US$125,000 in the fifth year and US$300,000 in the last year for a total of US$580,000).
At the request of Atala and Brionor, a technical report (the "Report") has been prepared in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101") on both the Meridiano and Covadonga properties. Both Meridiano and Covadonga are exploration-stage properties and neither property contains a Mineral Resource or Reserve as defined NI 43-101. The Report was prepared by Cesar Riveros MAusIMM CP (Geo) Mendoza, Argentina an independent qualified person under NI 43-101 and has been filed by Brionor on SEDAR (www.sedar.com).
Financial snapshot of Atala (based on unaudited management prepared financial statements):
| As at November 30 2016 |
As at August 31 2016 |
|||
| $ | $ | |||
| Total assets | 491,665 | 516,699 | ||
| Total liabilities | 474,319 | 493,146 | ||
| Shareholders' equity | 18,173 | 23,553 | ||
| For the three months ended November 30 2016 |
For the year ended August 31 2016 |
|||
| Total expenses | ||||
| Administrative and bank charges | 1,043 | 6,619 | ||
| Office | - | 14,620 | ||
| Accounting and legal | - | 15,570 | ||
| Loss on sale of subsidiary | 11,768 | - | ||
| Exchange (gain) loss | (7,404 | ) | 79,479 | |
| Loss for the period | 5,408 | 116,288 | ||
About Brionor
Brionor is a junior mining exploration company with a portfolio of exploration projects in Québec, and a large, very prospective exploration project portfolio in in the emerging precious metals Province of Santa Cruz, Argentina. Currently Brionor is well funded with approximately $2.5 million in cash and marketable securities.
