Brazil Gold Corporation (OTCBB:BRZG) announced that it has entered into an equity purchase agreement with Southridge LLC for gross proceeds of $10,000,000 on July 7, 2011. The company will issue common stock to new investor, Southridge Partners II, LP, a fund managed by Southridge LLC, pursuant to Regulation D. The agreement will terminate on the earlier of, 24 months from the effective date of a registration statement to be filed in connection therewith or the date on which the investor has purchased shares pursuant to the agreement for an aggregate maximum purchase price. The shares will be issued at 92% of the price on the date the purchase price is calculated under the agreement. On the same day, the company issued 450,000 shares of its restricted common stock to the investor as a condition for the execution of the Equity Purchase Agreement.

The transaction was cancelled as of July 6, 2013.