Talon Metals Corp T.TLO

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Brazilian Gold Signs Option Agreement to Acquire Highly Prospective Land Package in the Tapajos Mineral Province, Brazil8/24/2011 9:00:06 AM - Business WireVANCOUVER, British Columbia, Aug 24, 2011 (BUSINESS WIRE) --Brazilian Gold Corporation (TSXV: BGC) ("Brazilian Gold" or the "Company") is pleased to announce, further to the Company's press release dated May 19th, 2011, that it has received TSX Venture Exchange approval to acquire from Talon Metals Corp. ("Talon") (TSX: TLO) a 100% interest in a regional property package in the Tapajos Mineral Province of Northern Brazil (the "TMP"). The package incorporates 16 separate exploration concessions, totalling 115,926 hectares, in an area located either contiguous with or in close proximity to the Company's existing road accessible projects.The Company completed its due diligence on the property package in late July, 2011 and on August 10th, 2011, the Company, the Company's subsidiary, Mineracao Regent Brasil Ltda., Talon and Talon's subsidiary, Brazmin Ltda., entered into a binding option agreement (the "Option Agreement"). The Option Agreement replaces and supersedes the framework letter agreement dated May 9th, 2010 between the Company and Talon (the "Framework Agreement").The transactions contemplated in the Option Agreement are scheduled to close on August 31th, 2011 (the "Closing Date").Brazilian Gold is the largest single holder of exploration concessions and/or exploration applications with priority in the TMP. Following the closing of the Option Agreement, the Company will have exploration rights over a total land area of approximately 374,575 hectares.Highlights:-- Large, highly prospective land package (115,926 hectares)-- Two concessions contiguous with Magellan Minerals Ltd's Cuiu-Cuiu property and within the Cuiu-Cuiu -- Tocantinzinho -- Palito -- Sao Jorge mineralized trend-- Five concessions contiguous with the Company's Pista Manual and Rio Novo projects, which surround a recent extensive alluvial gold discovery-- Nine concessions within 50 kilometres of the Transgarimpeiro highway, which contain widespread historical alluvial ('garimpeiro') workings-- Operational synergies with the Company's existing property portfolio, including the advanced stage Sao Jorge project-- A 50% increase in the Company's property portfolio in the TMPThe TMP is the largest alluvial gold province in Brazil and the third largest in the world, with unofficial production of 30 million ounces of gold, primarily from streams. Although the TMP was the focus of a significant gold rush (1978-1995) in the last century, it remains an under-explored mineral province for its primary gold mineralization. Primary mineralization is commonly associated with quartz and sulphide stockwork zones hosted in granitic rocks that can potentially form large tonnage, bulk mineable deposits that are amenable to open pit extraction. Examples of this style of mineralization include the Cuiu-Cuiu, Tocantinzinho and the Company's Sao Jorge deposit.Key Terms of the Option AgreementUnder the Option Agreement, on the initial Closing Date the Company will issue 250,000 common shares to Talon. An additional 250,000 common shares will be issued to Talon on the first anniversary of the Closing Date, subject to the granting of all exploration licenses currently under application, which form part of the property package. In the event that Brazilian Gold does not transfer 250,000 common shares on the first anniversary of the Closing Date, the properties would revert back to Talon.Upon the completion of share issuances, Brazilian Gold will have fully exercised the Option and will own a 100% interest in the regional package. Talon will retain a 1.25% net smelter royalty ("NSR") on any concessions acquired by the Company under the Option Agreement in the event that any portion of such properties is put into commercial production ("Commercial Production"). During the first thirty days after Commercial Production has commenced, the Company has the right to acquire: (i) 50% of the NSR for US$1,000,000, or (ii) 100% of the NSR for US$2,000,000.Garnet Dawson, M.Sc., P.Geo. (British Columbia), Vice President, Exploration for the Company and a Qualified Person, as defined by National Instrument 43-101, has reviewed and approved the technical disclosure contained in this News Release.About Brazilian Gold CorporationBrazilian Gold is a Canadian-based public company with a focus on the acquisition, exploration and development of mineral properties in Northern Brazil. The Company has a portfolio of ten grass-roots to development stage gold projects (8 projects in the TMP and two projects in the nearby Alta Floresta Gold Province) with drill programs (3 drill rigs) currently underway on the Sao Jorge and Pista Manual projects.The Sao Jorge project contains an indicated mineral resource of 11.365 Mt grading 1.0 g/t gold (379,000 ounces of gold) and an inferred mineral resource of 20.673 Mt grading 0.8 g/t gold (558,000 ounces of gold) at a 0.3 g/t gold cut-off (Coffey Mining, June 21, 2011).Some statements in this news release contain forward-looking information, including without limitation statements as to planned expenditures and exploration programs. These statements address future events and conditions and, as such, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the statements. Such factors include without limitation the completion of planned expenditures, the ability to complete exploration programs on schedule and the success of exploration programs.Neither 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 the accuracy of this news release.SOURCE: Brazilian Gold CorporationBrazilian Gold Corporation Ian (John) Stalker, [phone] CEO and Director or Joanne Yan, [phone] President and Director www.braziliangold.ca or Investor Relations: Tom Hart, [phone]Copyright Business Wire 2011