Brookmount Gold Corp. (Brookmount Explorations, Inc.) Enters Into a Binding Agreement to Acquire a Producing Gold Mine in Brazil

Rhea-AI Summary

Brookmount Gold (OTC: BMXI) has signed a binding Memorandum of Understanding (MoU) to acquire a 75% interest in a producing gold mine in Tocantins, Brazil. The acquisition involves a $500,000 initial deposit and $4.5 million in cash upon signing a definitive agreement. Additionally, restricted common stock will be issued, allowing Geoblocks Exploration Ltd to control 49% of Brookmount's fully diluted shares. The Tocantins mine spans over 30,000 hectares and has identified 250,000 troy ounces of near-surface gold. This strategic acquisition aims to bolster Brookmount's gold production capabilities and expand its operations.

Positive

• Strategic acquisition of a producing gold mine expected to enhance revenue.
• Potential for discovering additional gold resources with only 700 meters explored.
• Inclusion of experienced directors from Geoblocks to strengthen company leadership.

Negative

• The $4.5 million cash payment could strain financial resources.
• Issuance of restricted common stock may lead to shareholder dilution.
• Risks associated with integrating the new acquisition and regulatory approvals.

NEW YORK, Feb. 09, 2023 (GLOBE NEWSWIRE) -- The Board of Directors of OTC-listed Company Brookmount Gold (Brookmount Explorations, Inc.) (OTC: BMXI) (BMXI.US) (“Brookmount”) today announced that it has signed a binding Memorandum of Understanding (MoU) to acquire a 75% interest in a producing gold mine located in the state of Tocantins, central Brazil. The acquisition transaction can be summarised as follows:

Please find the Tocantins Gold Mine Brazil Presentation https://s3.amazonaws.com/content.otcmarkets.com/media/1882297210/ObucNlUzANZfYBt/doc.pdf

Structure:
Brookmount will acquire a 75% interest in the Tocantins project from Geoblocks Exploration Ltd (“Geoblocks”), a company incorporated in the UK, which has entered into an irrevocable undertaking to acquire the 75% interest in Tocantins from its Brazilian owners.

Acquisition Consideration:

• $500,000 initial deposit to be paid within 30 days of signing of the binding MoU, or such other date as agreed between the parties.
  
  
• $4.5 million in cash to be paid on signing of a definitive Acquisition Agreement, which will take place within 60 days from signing of the binding MoU or such other date as agreed between the Parties.
  
  
• In addition to the cash component outlined above, at final closing of the Transaction, Brookmount will arrange for the issuance of restricted common stock such that Geoblocks will control 49% of Brookmount shares, calculated on a fully diluted basis.
  

Board Composition:
As an integral part of the transaction, 2 key directors of Geoblocks will join the Brookmount Board, Lord Christopher Wellesley and Charles Heather. Lord Wellesley, with an outstanding resume as an international investment banker, and Mr. Heather with an extensive and impressive resume in the mining and resource industries, particularly in Latin America, will bring enormous presence to the Board and the Company as it pursues the expansion of its international gold production platform.
An additional announcement outlining further details on our new directors will be made shortly.

The Project:
The Tocantins gold mine (Brazil) is an operational gold mine with a licensed area spanning over 30,000 hectares. To date, a gold strike length of over 30 kilometres has been identified, with only 700 meters thoroughly explored.

This limited exploration has already validated the presence of 250,000 troy ounces of surface/near-surface gold, as reported by the previous owner. Further, an estimated 100,000 troy ounces of resources have been determined, awaiting certification by an independent Qualified Person in compliance with Canadian NI 43-101 standards. Additionally, the mine has already extracted 30,000 tons of gold ore, with an approximate average ore grade of 3g/tonne ready for processing.

The first payment will cover the costs associated with obtaining a NI 43-101 report, which will be applicable to the whole property.

The mining and exploration operations in the area are and will be fully authorised by the Brazilian mining authorities at each stage of development, and operations in the mining site will adhere to a high standard of environmental and social governance.

In conjunction with its Brazilian operating partner, Brookmount will work on a development plan for the expansion of mining and gold production of the Tocantins Mine (Brazil) and the certification of further known gold resources.

In view of the significance of this acquisition, Brookmount will provide our constituents with regular updates on the project status and progress.

Founded in 2018, Brookmount Gold is a high-growth gold-producing Company incorporated and listed on OTCMarkets in the United States (OTC: BMXI) (BMXI.US) with operating gold mines in Southeast Asia and exploration and production assets in North America. The Company is actively looking to secure additional high-quality gold assets with JORC/NI 43-101 verified resources.

Safe Harbor Statements:

Except for the historical information contained herein, certain of the matters discussed in this communication constitute "forward-looking statements" within the meaning of the Securities Litigation Reform Act of 1995. Words such as "may," "might," "will," "should," "could," "anticipate," "estimate," "expect," "predict," "project," "future," "potential," "intend," "seek to," "plan," "assume," "believe," "target," "forecast," "goal," "objective," "continue" or the negative of such terms or other variations thereof and words and terms of similar substance used in connection with any discussion of future plans, actions, or events identify forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding benefits of the proposed license, expected synergies, anticipated future financial and operating performance and results, including estimates of growth. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this communication. For example, the expected timing and likelihood of completion of the pending transaction, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the pending transaction that could reduce anticipated benefits or cause the parties to abandon the transaction, the ability to successfully integrate the businesses, the occurrence of any event, change or other circumstance that could give rise to the termination of the negotiations, the risk that the parties may not be able to satisfy the conditions to the proposed transaction in a timely manner or at all, risks related to disruption of management time from ongoing business operations due to the proposed transaction, the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of Brookmount's common stock. All such factors are difficult to predict and are beyond our control. We disclaim and do not undertake any obligation to update or revise any forward-looking statement in this report, except as required by applicable law or regulations.

Brookmount Gold Corp (Brookmount Explorations, Inc.)

Investor Relations

Ioannis Petratos

ir@bmxigold.com

www.brookmountgold.com

https://www.otcmarkets.com/stock/BMXI

Corporate

corporate@brookmountgold.com

FAQ

What did Brookmount Gold announce on February 9, 2023?

Brookmount Gold announced a binding MoU to acquire a 75% interest in a gold mine in Tocantins, Brazil.

What are the financial terms of the acquisition by Brookmount Gold?

The acquisition includes a $500,000 deposit and $4.5 million in cash upon a definitive agreement signing, plus issuing restricted common stock.

How much gold is estimated to be in the Tocantins mine?

The Tocantins mine has an estimated 250,000 troy ounces of near-surface gold identified.

Who will join Brookmount's board following the acquisition?

Two directors from Geoblocks, Lord Christopher Wellesley and Charles Heather, will join Brookmount's board.

What are the potential risks associated with this acquisition for BMXI shareholders?

Risks include financial strain from cash payments, potential shareholder dilution, and integration challenges.