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Brazil Resources Completes Second Tranche of Private Placement for Total Proceeds to Date of $10.75 Million

/THIS PRESS RELEASE IS NOT TO BE DISTRIBUTED TO U.S. NEWSWIRE SERVICES OR TO BE DISSEMINATED IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS./

VANCOUVER, Nov. 14, 2016 /CNW/ - Brazil Resources Inc. (the "Company" or "Brazil Resources") (TSX-V: BRI; OTCQX: BRIZF) is pleased to announce that, further to its press releases dated November 8, 2016, it has completed the second tranche (the "Second Tranche") of its previously announced private placement (the "Private Placement") for additional gross proceeds of $4,304,690 at a price of $2.50 per unit (the "Units").

The gross proceeds received by the Company under the Private Placement to date amount to $10,756,520 which brings the Company's cash on hand to approximately $20.0 million as of the date hereof. The Company intends to use proceeds from the Private Placement to bolster its ongoing acquisition strategy and for general working capital needs.

Pursuant to the Second Tranche, the Company issued 1,721,876 Units, with each unit consisting of one common share of the Company and one half of a common share purchase warrant, with each full warrant entitling the holder thereof to acquire one common share of the Company at an exercise price of $3.50 up to three years after the issuance thereof.

In connection with the Second Tranche, the Company has agreed to pay a finder's fee of $39,555, being equal to 6% of the gross proceeds in connection with 263,700 Units issued under the Second Tranche, to an arm's length party in accordance with the policies, and subject to approval, of the TSX Venture Exchange (the "TSXV").

The Company expects to complete a third and final tranche of the Private Placement of up to 200,000 Units for additional gross proceeds of up to $500,000. Together with the completed tranches of the Private Placement this represents an increase of the Private Placement from $9.0 million, as announced on November 8, 2016, to $11,250,000.

Closing of the balance of the Private Placement is subject to receipt of all necessary approvals, including approval of the TSXV and receipt of definitive subscriptions. The securities issued under the Private Placement will be subject to a four month hold period from the date of issuance, in the case of the Second Tranche, expiring March 15, 2017, in addition to any other restrictions under applicable law.

The Units, common shares and warrants, including common shares issuable upon valid exercise of the warrants, have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. state securities laws and may not be offered or sold in the United States, absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws.

THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE UNITS, COMMON SHARES OR WARRANTS, IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL.

About Brazil Resources Inc.

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