Mr. Luis da Silva reports

GB MINERALS LTD. ANNOUNCES CLOSING OF PRIVATE PLACEMENT

GB Minerals Ltd. has closed a non-brokered private placement of new 136,367,945 common shares of the company at a price of 7.5 cents per placement share and raised aggregate gross proceeds of approximately $10.2-million. The placement shares, which are subject to a four-month hold period from the date of issuance until Dec. 30, 2014, were purchased by existing shareholders of the company, including Aterra Investments Ltd., which upon completion of the placement now owns an aggregate of 56.72 per cent of the issued and outstanding common shares of the company and Alpha Infrastructure LLC, which upon completion of the placement, now owns an aggregate of 22.54 per cent of the issued and outstanding common shares of the company.

It is expected the net proceeds of the placement will be for expenses and development of the company's Farim phosphate mineral property, to meet the company's financial obligations and operational commitments, financing litigation as against GBM Minerals Engineering Consultants Ltd., and for additional working capital.

Alpha and Aterra are each related parties to the company under Multilateral Instrument 61-101 protection of minority security holders in special transactions by virtue of their respective shareholdings being in excess of 10 per cent of the issued and outstanding common shares. Accordingly, the placement is a related-party transaction under MI 61-101 as it relates to Alpha and Aterra.

The placement is a transaction that is exempt from: the formal valuation requirements under Section 5.4 of MI 61-101 pursuant to Subsection 5.5(g) of MI 61-101; from the minority approval requirements under Section 5.6 of MI 61-101 pursuant to Subsection 5.7(1)(e) of MI 61-101 because the board of directors of the company, acting in good faith, has determined, and at least two-thirds of the company's independent directors, acting in good faith, have determined, that the company is in serious financial difficulty, that the placement is designed to improve the company's financial position and that the terms of the placement are reasonable in the company's circumstances.

We seek Safe Harbor.