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LARGO PROVIDES UPDATE ON BNDES DEBT FINANCING FACILITY

SymbolLGO (TSX.V)

     BNDES to provide US$ 180 million facility
     Bank Itau and Bank Votorantin to provide $30 million Bridge Loan
     Company to raise additional $14 million in Equity
     Engages Runge Mining Ltd. to complete updated 43-101 technical report to detail economics of the project

Largo Resources Ltd. ("Largo" or the "Company") is pleased to announce that the previously disclosed commitment for a debt financing facility with the Business Development Bank of Brazil ("BNDES") for its Maracas Project in Bahia, Brazil remains firmly in place and is targeted for completion by the end of the First Quarter 2012 (see press release dated October 31, 2011). The BNDES and a consortium of commercial banks, led by Banco Itau BBA S.A., acting as guarantors, are currently finalizing terms and requirements of the agreement.

In order to further development Largo's Vanadium project located in Maracas, Brazil (the "Maracas Project") in the interim, Largo has negotiated a short term secured bridge loan facility (the "Bridge Loan") from Banco Itau BBA S.A. and Banco Votorantim S.A. (collectively, the "Banks"), for a principal amount of USD$30 million (see details of the Bridge Loan below). In order to complete the BNDES financing and the Bridge Loan, and as a consequence of projected cost increases due mainly to inflation,  the strength of the Brazilian currency and the requirement for additional contingency funds, the Company additionally announces that it will raise supplementary equity funding through a proposed non-brokered private placement offering (the "Offering") of up to 63,636,363 units (each a "Unit") of the Company at a price of Cdn$0.22 per Unit for aggregate gross proceeds to the Company of up toCdn$13,999,999.86 (see below for full details of the Offering).

Mark Brennan, President and Chief Executive Officer stated: "At each stage of the engineering and financing process, we are becoming increasingly more confident that we will bring the Maracas Project to fruition. We are confident that the BNDES debt facility will conclude shortly and believe that the Bridge Loan serves to indicate both Bank Itau and Bank Votorantim's commitment to its closure and the development of the Maracas Project. "

Mr. Brennan continued, "As we proceed through the engineering process leading to construction, some capital expenditures have increased as a result of general cost inflation and the strength of the Brazilian currency. That said, the merits and profitability of this project remain very strong. With Maracas in production Largo will be positioned to be a leader in the vanadium market and in turn, provide significant returns to our shareholders."

Additionally, Largo announces that it has engaged Runge Mining Ltd. to complete an updated NI 43-101 compliant Technical Report to outline the revised economics of the project. The findings of this report will be announced in a press release before the end of April 2012 with the corresponding Technical Report to be filed on SEDAR within 45 days of the release.

Bridge Loan

The Company has negotiated the Bridge Loan with the Banks for a principal amount of USD$30 million. The principal under the Bridge Loan shall incur interest at a rate of CDI+4.65% per year1 and shall mature on June 30, 2012. The principal amount shall be drawn down by the Company in two tranches, the first tranche in the amount of US$12 million and the second tranche in the amount of US$18 million. It is anticipated that the first draw down will occur on or about March 9, 2012 and that the second draw down will occur no later than March 31, 2012. Pursuant to the terms of the Bridge Loan, Largo's subsidiaries, Companhia de Maracás ("CDM")  and Vanadio de Maracas S.A., the holder and operator of the Maracas Project, as the case may be, shall grant the Banks (a) a security interest over the  outstanding common shares of Vanadio de Maracas S.A. upon draw-down of the first tranche of the Bridge Loan, and (b) a first priority mortgage over the Maracas Project, a security interest over the mineral rights in the Maracas Project and certain other security upon draw-down of the second tranche of the Bridge Loan.

Conditions precedent for the closing of the Bridge Loan include receipt by the Company of a minimum additional equity investment of not less than US$11 Million (discussed below) and extension of the Expiry Date of the Subscription Receipts (each as defined below) of the Company to December 31, 2012.

Equity Financing

In order to facilitate the BNDES financing and the Bridge Loan, the Company also announces the Offering which is expected to close on or about March 12, 2012. Each Unit under the Offering will be comprised of one common share in the capital of the Company (each a "Common Share") and one Common Share purchase warrant (each, a "Warrant") where each Warrant will entitle the holder to acquire one further Common Share at a price ofCdn$0.30, exercisable up until that date which is 48 months from the date of issue.

Largo is pleased to announce that each of Ashmore Cayman SPC No. 2 Limited on behalf of and for the account of Largo Resources Segregated Portfolio ("Ashmore"), Eton Park Capital Management, L.P. on behalf of one or more funds managed by it (the "Eton Park Funds"), Arias Resource Capital Management L.P. on behalf of one or more funds managed by it (the "ARC Funds") and Mackenzie Investments on behalf of one or more funds managed by it ("Mackenzie") (each of Ashmore, the Eton Park Funds, the ARC Funds and Mackenzie being a "Lead Investor", and collectively, the "Lead Investors") have agreed to take-up all Units issued in connection with the Offering.

The securities issued pursuant to the Offering will all be subject to a 4 month regulatory hold period commencing on the date of closing.  The Offering remains subject to TSX Venture Exchange acceptance of requisite regulatory filings.

Amendment of Existing Subscription Receipts

In addition to the Offering and as a condition precedent to the Bridge Loan, Largo has agreed with the overwhelming majority of holders (the "Amending Holders") of subscription receipts (each a "Subscription Receipt") of the Company, including the Lead Investors, to amend (the "Amendments") the terms of 210,524,901 Subscription Receipts (the "Amended Subscription Receipts") as further described below.

An aggregate of 242,718,844 Subscription Receipts and 85,714,286 units (the "April Offering Units") were issued and sold by Largo, for aggregate gross proceeds to the Company of Cdn$114,951,595.50 pursuant to the Company's non-brokered private placement (the "April Offering") previously announced by Largo on April 11, 2011. The Lead Investors participated as the lead orders in the April Offering and acquired a significant proportion of the April Offering Units and Subscription Receipts issued in the April Offering.  Each April Offering Unit and Subscription Receipt was originally offered at a price of Cdn$0.35 per April Offering Unit or Subscription Receipt. Each Subscription Receipt was convertible into one unit (each a "Subscription Receipt Unit") of the Company until April 8, 2012 (the "Expiry Date"), with each Subscription Receipt Unit comprised of one Common Share and one-third (1/3) of one common share purchase warrant (each a "Subscription Receipt Warrant"). Each Subscription Receipt Warrant entitled the holder to acquire one further Common Share at a price of Cdn$0.50 for a period of 48 months from the date of issuance.

An aggregate of Cdn$84,951,595.40 (the "Escrowed Funds"), being the gross proceeds from the issuance of the Subscription Receipts under the April Offering, was placed into escrow pending the conversion of the Subscription Receipts upon the satisfaction by the Company of certain escrow release conditions (the "Escrow Release Conditions").

As previously announced by Largo on December 9, 2011, certain holders of Subscription Receipts subsequently agreed with the Company to exercise an aggregate of 31,428,571 Subscription Receipts in advance of the satisfaction by the Company of the Escrow Release Conditions. This partial release resulted in the release from escrow of an aggregate of Cdn$10,999,999.85 (plus interest earned thereon). Accordingly, as of the date hereof an aggregate of 211,290,273 Subscription Receipts remain issued and outstanding, with Escrowed Funds remaining in the amount of Cdn$73,951,595.55.

Pursuant to the Amendments: (a) the Expiry Date will be extended to December 31, 2012; (b) certain Escrow Release Conditions will be revised to add certain additional terms (see Schedule "A" for complete revised Escrow Release Conditions) to provide further certainty in the Escrow Release Conditions and to remove certain rights previously provided to the Lead Investors; (c) effective on the date of the Amendments, the number of Subscription Receipts held by each Amending Holder shall increase by a factor of 7/6, or an aggregate of 35,087,483 Subscription Receipts, resulting in an aggregate of 246,377,756 Subscription Receipts being issued and outstanding upon completion of the Amendments and resulting in an effective price of Cdn$0.30 per Subscription Receipt Unit issuable upon conversion of the Amended Subscription Receipts; (d) also effective on the date of the Amendments, the exercise price of the Subscription Receipt Warrants shall be decreased from Cdn$0.50 to Cdn$0.40; (e) in the event the Escrow Release Conditions have not been met on or before April 8, 2012, the number of Subscription Receipt Units into which the Amended Subscription Receipts convert shall be increased by a factor of 1.2, resulting in an aggregate of 294,734,862 Subscription Receipt Units being issuable on conversion of the Amended Subscription Receipts on and after such date and resulting in an effective price ofCdn$0.25 per Subscription Receipt Unit; and (f) also in the event the Escrow Release Conditions have not been met on or before April 8, 2012, the exercise price of the Subscription Receipt Warrants shall be further decreased from Cdn$0.40 to Cdn$0.35.

Following the completion of the Amendments, an aggregate of Cdn$73,951,595.55 shall continue to remain in escrow pursuant to and in accordance with the terms of (i) the Subscription Receipts, as amended, and (ii) the related escrow agreement between Equity Financial Trust Company and the Company, among others, which agreement shall be amended and restated concurrently in order to, among other things, implement the Amendments.  As a condition of the TSX Venture Exchange's approval of the Amendments, the Governance Agreement (previously announced and further described by Largo in its April 11, 2011 press release) will also be amended and restated to reduce certain voting requirements for any resolutions relating to the Escrow Release Conditions to regular board approval as opposed to the approval of six of Largo's seven directors as had been provided under the Governance Agreement.

The Amended Subscription Receipts and the Common Shares and Subscription Receipt Warrants underlying the Amended Subscription Receipts shall be subject to a 4 month regulatory hold period commencing from the date of the Amendments.  The Amendments remain subject to TSX Venture Exchange acceptance of requisite regulatory filings.

The Bridge Loan, the Offering and the Amendments were considered and approved by the board of directors of the Company. Dirk Donath, a director of Largo and Senior Managing Director and Partner at Eton Park Capital Management, L.P., the investment manager of the Eton Park Funds and J. Alberto Arias, a director of Largo and President of Arias Resource Capital Management L.P., the general partner of the ARC Funds, declared their respective conflicts and recused themselves from voting on the Offering and Amendments. There was no materially contrary view or abstention by any director approving the Bridge Loan, the Offering or the Amendments.

Upon closing of the Offering and the Amendments, the ARC Funds will own an aggregate of 85,725,393 Common Shares of Largo, representing approximately 16.23% of the issued and outstanding Common Shares of the Company. Upon closing of the Offering and the Amendments, the Eton Park Funds will own an aggregate of 47,289,744 Common Shares of Largo, representing approximately 8.95% of the issued and outstanding Common Shares of the Company. Upon closing of the Offering and the Amendments, Ashmore will own an aggregate of 47,289,744 Common Shares of Largo, representing approximately 8.95% of the issued and outstanding Common Shares of the Company.  Upon closing of the Offering and the Amendments, Mackenzie will own an aggregate of 76,272,267 Common Shares of Largo, representing approximately 14.44% of the issued and outstanding Common Shares of the Company.

The Company is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the Offering and the Amendments in reliance on sections 5.5(a) and 5.7(a), respectively, of Multilateral Instrument  61-101 ("MI 61-101"), as neither the fair market value of the securities received by the ARC Funds and Mackenzie nor the proceeds for such securities received by the Company exceeds 25% of the Company's market capitalization as calculated in accordance with MI 61-101. The material change report is being filed less than 21 days before the closing of the Offering and the Amendments as the Company requires the consideration it receives in connection with the Offering and the Amendments immediately to facilitate and secure the Bridge Loan for working capital purposes.  The Company had been considering various sources of funding.  Given time constraints, the Company elected to proceed with the Bridge Loan, the Offering and the Amendments upon agreement with the Amending Holders.

________________________________________
1 Where (i) the CDI percentage shall be computed based on the annual average rate (considering a year of 252 days) relating to transactions with Interbank Deposit Certificates ("CDI") with a term equal to one (1) business day (over), as determined and published by the Clearing House for the Custody and Financial Settlement of Securities (CETIP), with the daily factor rounded to the eighth decimal place; and (ii) the fixed rate, whenever a fixed rate is defined, shall also be computed on an accrual basis, but based on a year of three hundred and sixty (360) days. Whenever the CDI percentage is zero, the Interest shall be deemed fixed.

About Largo

Largo is a Canadian-based mineral resource exploration and development company focused on creating a world leading strategic metals company.  Largo currently holds a 90% interest in the Maracás Vanadium Project, a 100% interest in the Currais Novos Tungsten Tailing Project, a 100% interest in the Campo Alegre de Lourdes Iron-Vanadium Project, all in Brazil, and a 100% interest in the Northern Dancer Tungsten-Molybdenum property located in the Yukon Territory, Canada.  The immediate goal of the Company is to develop the Maracás Vanadium Project by Q2 2013 and produce WO3 concentrate from the reprocessing of tungsten tailings from Currais Novos.  Largo's skilled management team both in Canada and Brazil, are confident in their ability to advance these projects.

Largo is listed on the TSX Venture Exchange under the symbol "LGO".

For more information please refer to Largo's website: www.largoresources.com

 

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Largo Resources Ltd

EN DÉVELOPPEMENT
CODE : LGO.V
ISIN : CA5171031076
Suivi et investissement
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TSX-V (LGO.V)Other OTC (LGORF)
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