Highlights

• Brazil Resources agrees to acquire BGC for all-share consideration.
• BGC shareholders to receive 0.172 Brazil Resources shares for each BGC
  share held, representing a premium of approximately 38.9%.
• Directors, officers and significant shareholders of BGC representing,
  19.7% of the outstanding BGC shares have agreed to support the
  transaction.
• Following completion of the transaction, current Brazil Resources
  shareholders will own approximately 70% of the outstanding Brazil
  Resources Shares and current BGC shareholders will hold approximately
  30% of the outstanding Brazil Resources shares.
• Upon completion, the transaction will significantly expand the project
  and resource base of Brazil Resources in Pará State, including the
  addition of BGC’s Sao Jorge and Boa Vista projects to its portfolio. At
  the same time current BGC shareholders have the opportunity to
  participate in the combined project portfolio of the companies.

VANCOUVER, Sept. 30, 2013 /PRNewswire/ – Brazil Resources Inc. (“Brazil
Resources”) (TSX-V: BRI; OTCQX: BRIZF) and Brazilian Gold Corporation
(“BGC”) (TSX-V: BGC) are pleased to jointly announce that they have
entered into an arrangement agreement (the “Arrangement Agreement”),
pursuant to which Brazil Resources will acquire all of the outstanding
common shares of BGC (the “BGC Shares”) by way of a plan of arrangement
under the Business Corporations Act (British Columbia) (the “Arrangement”).

Under the Arrangement, BGC shareholders will receive 0.172 common shares
of Brazil Resources for each BGC Share. The share exchange ratio
represents a premium on the BGC Shares of approximately 38.9% based on
the volume weighted average price of each company’s shares for the 30
preceding trading days. Total aggregate consideration under the
Arrangement is approximately $13.5 million.

Amir Adnani, Chairman of Brazil Resources stated: “We are very pleased
to announce this transaction, which is representative of the accretive
opportunities that have arisen as a result of recent market conditions.
The addition of BGC’s assets will position us with a leading project
portfolio and development pipeline in Pará State, which is one of the
most active mining jurisdictions in Brazil. Our stated growth strategy
is predicated on identifying and executing on value opportunities such
as this transaction and our acquisition of the Cachoeira Project last
year.”

Ian Stalker, Chief Executive Officer of BGC stated: “The verbal opinion
received from our independent financial advisor Clarus Securities Inc.
confirms the offer is fair to BGC shareholders. We believe the enlarged
Brazilian gold exploration and development company, will as a
consequence of the merger, have a greater market visibility and
penetration, allowing the company to move forward with more certainty
on the development of the quality assets in its portfolio. The Board of
BGC supports the merger and is committed to the success of the new
enlarged company and whilst recognizing the difficult market
trading/financing environment for junior gold companies at present
believe the quality of the assets will allow value to be unlocked in
the future.”

Update by Brazil Resources on its Technical Disclosure

Brazil Resources also announces that it is in the process of reviewing
and amending its technical report titled “Technical Report and Resource
Estimate on the Cachoeira Property, Pará State, Brazil” dated effective
April 17, 2013 (the “Technical Report”) to respond to items of
non-compliance in the Technical Report identified by the British
Columbia Securities Commission as a result of a review of Brazil
Resources’ technical disclosure.

Transaction Details

The Arrangement will be carried out by way of a plan of arrangement and
is subject to court approval and the approval of at least 66⅔% of the
votes cast by BGC shareholders at BGC’s special meeting (the
“Meeting”), which is expected to be held in late-November 2013. The
Arrangement is also subject to customary conditions, including, among
other things, the receipt of applicable regulatory approvals, including
approval of the TSX-V, certain third-party consents and the
satisfaction of other customary closing conditions. Subject to
satisfaction and/or waiver of the conditions under the Arrangement
Agreement pursuant to the terms thereof, the parties expect to complete
the Arrangement in late-November 2013.

An independent special committee of the BGC board of directors has
reviewed and unanimously recommended approval of the Arrangement to the
BGC board of directors. After taking into account such recommendation
and considering, among other things, the verbal opinion of Clarus
Securities Inc., financial advisors to BGC, that the consideration to
be received by BGC shareholders under the Arrangement is fair from a
financial point of view to BGC shareholders, the BGC board of directors
has unanimously determined that the Arrangement is in the best
interests of BGC and is fair from a financial point of view to BGC
shareholders (other than Brazil Resources and its affiliates).

The BGC board of directors unanimously recommends that the BGC
shareholders vote in favour of the Arrangement.

Pursuant to the Arrangement Agreement, BGC has agreed that it will not
solicit or initiate any discussions concerning any other acquisition
proposals. In the event that the Arrangement is not completed, BGC has
agreed, in certain circumstances, to pay Brazil Resources a termination
fee of $570,000. BRI has agreed to pay BGC its expenses up to $200,000
in relation to the Arrangement if the Arrangement Agreement is
terminated in certain circumstances.

Directors, senior officers and key shareholders of BGC, collectively
holding approximately 19.7% of the issued and outstanding BGC Shares,
have entered into agreements with Brazil Resources under which they
have agreed to vote their BGC Shares in favour of the Arrangement.
Pursuant to the Arrangement Agreement, BGC’s directors and senior
officers have also entered into lock-up agreements with Brazil
Resources providing that they will, among other things, not dispose of
common shares of BRI acquired pursuant to the Arrangement until the
earlier of: (i) 12 months after Brazil Resources completes an equity
financing of at least $5.0 million; and (ii) 18 months after the
closing of the Arrangement.

Subject to TSX-V approval, certain senior officers, directors and
consultants of BGC have agreed to accept BRI shares after closing of
the Arrangement in satisfaction of deferred compensation and directors
fees amounting to approximately $190,000. Such shares are expected to
be issued at a price per share of $0.78 after completion of the
Arrangement.

Following completion of the Arrangement and based on the current number
of shares outstanding for each company, it is expected that current
Brazil Resources shareholders will own approximately 70% of the
outstanding Brazil Resources shares and BGC shareholders will own
approximately 30% of the outstanding Brazil Resources shares (not
including any shares issued after completion of the Arrangement by
Brazil Resources in lieu of deferred compensation payable to BGC’s
officers and directors).

Details regarding these and other terms of the Arrangement are set out
in the Arrangement Agreement, which will be available on SEDAR at www.sedar.com. Additional information respecting the Arrangement and the Arrangement
Agreement will be included in the management information circular to be
filed and mailed to BGC shareholders in connection with approval of the
Arrangement at the Meeting.

About Brazil Resources Inc.

Brazil Resources is a public mineral exploration company with a focus on
the acquisition and development of projects in emerging producing gold
districts in Brazil, Paraguay and other parts of South America.
Currently, Brazil Resources is advancing its Cachoeira, Montes Áureos
and Trinta Gold Projects located in the Gurupi Gold Belt in the state
of Maranhão, northeastern Brazil, and its Artulandia Copper-Gold
Project in central Brazil.

About Brazilian Gold Corporation

BGC is a Canadian-based public company with a focus on the acquisition,
exploration and development of gold properties located in northern
Brazil. BGC has title to one of the largest mineral exploration land
packages (3,753 km²) in the Tapajós and adjacent Alta Floresta gold provinces. The land
package contains green fields to more advance stage projects including
BGC’s flagship São Jorge project. Rapid improvements to regional
infrastructure continue to provide underlying support to Brazilian
Gold’s activities in northern Brazil.

Forward Looking Statements

This document contains certain forward-looking statements that reflect
the current views and/or expectations of Brazil Resources and/or BGC
(the “Companies”) with respect to their respective business and future
events, including statements regarding the Companies’ beliefs and
expectations regarding the completion and/or timing of the transactions
contemplated under the Arrangement Agreement. Forward-looking
statements are based on the then-current expectations, beliefs,
assumptions, estimates and forecasts about the business and the markets
in which the Companies operate, including that: the Companies will be
able to obtain all necessary consents and approvals, including any
necessary court, shareholder, third-party consents and/or regulatory
approval; and other conditions under the Arrangement Agreement will be
fulfilled or waived by the parties. Investors are cautioned that all
forward-looking statements involve risks and uncertainties, including
that the Companies may not be able to satisfy and/or obtain a waiver of
their respective conditions to the transaction thereunder. These risks,
as well as others, including those set forth in the Companies’
respective filings with Canadian securities regulators, could cause
actual results and events to vary significantly. Accordingly, readers
should not place undue reliance on forward-looking statements and
information. 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. Neither
Company undertakes any obligations to release publicly any revisions
for updating any voluntary forward-looking statements, except as
required by applicable securities 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 news
release.

Brazil Resources Inc.
Stephen Swatton, Chief Executive Officer
Patrick Obara, Chief Financial Officer
Telephone: (855) 630-1001

Brazilian Gold Corporation
Ian (John) Stalker, Chief Executive Officer
Joanne Yan, President
Telephone: (604) 602-8188

SOURCE Brazil Resources Inc.