Brazil Resources to Acquire Brazilian Gold Corporation

Brazil Resources Inc. ("Brazil Resources") (TSX VENTURE:BRI)(OTCQX:BRIZF) and
Brazilian Gold Corporation ("BGC") (TSX VENTURE: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 Para 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, Para 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 66 2/3% 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 Aureos and Trinta Gold Projects located in
the Gurupi Gold Belt in the state of Maranhao, 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 Tapajos and adjacent Alta Floresta gold provinces. The land package contains
green fields to more advance stage projects including BGC's flagship Sao 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.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Brazilian Gold Corporation
Ian (John) Stalker
Chief Executive Officer
[phone]


Brazilian Gold Corporation
Joanne Yan
President
[phone]


Brazil Resources Inc.
Stephen Swatton
Chief Executive Officer
[phone]


Brazil Resources Inc.
Patrick Obara
Chief Financial Officer
[phone]