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Advisors and Counsel

Cerro's Canadian financial advisor in relation to the Canadian aspects of the transaction is National Bank Financial Inc. Its Canadian legal advisor is Wildeboer Dellelce LLP and its Australian legal advisor is GRT Lawyers.

Primero's financial advisors in relation to the transaction are TD Securities Inc. Its Canadian legal advisor is Stikeman Elliot LLP and its Australian legal advisor is ClarkeKann Lawyers LLP.

(1) Cerro del Gallo is owned 69% by Cerro and 31% by Goldcorp Inc.

(2) The gold equivalent ounces reflected herein were calculated using gold, silver and copper prices of US$1,341/oz, US$25.58/oz and US$7,582/t (or $3.44/lb).

Competent Person/Qualified Person

Information from July 2012 NI43-101 Technical Report Feasibility Study (FS) on Heap Leach of the Cerro del Gallo Gold/Silver Project was prepared by Peter Hayward, Dip. of Metallurgy, Fellow AusIMM; Timothy Carew, B.Sc (Hons) Geology, M.Sc. Mineral Production Management, P.Geo; and Thomas Dyer, B.Sc Mine Engineering, P.E., independent consultants to Cerro and John Skeet, BAppSc, Fellow AusIMM, the Company's Chief Operating Officer. The report is available on SEDAR & Company's website.

About Cerro Resources

Cerro Resources is a precious and base metals exploration and development company. The Company is currently focused on Mexico where it is advancing the Cerro del Gallo gold/silver project in the central state of Guanajuato, Mexico, actively exploring the Namiquipa silver project in northern Mexico, and commencing exploration on the Espiritu Santo gold/silver project in Jalisco. It also maintains an active working focus on the Mt Isa, Queensland, region where it is exploring the Mt Philp haematite project and it holds an interest in the Kalman molybdenum, rhenium, and copper project.

Additional information about the Company and its projects is available on the Company's website at www.cerroresources.com and on SEDAR.

About Primero

Primero Mining Corp. is a Canadian-based precious metals producer that owns 100% of the San Dimas gold-silver mine in Mexico. Primero is focused on delivering superior, sustainable value for all stakeholders with low-risk exposure to precious metals. The Company has intentions to become an intermediate producer by building a portfolio of high quality, low cost precious metals assets in the Americas.

Additional information about Primero and its projects is available on the Company's website at www.primeromining.com and on SEDAR.

Completion of the transaction is subject to a number of conditions, including TSX Venture Exchange acceptance and disinterested Shareholder approval. The transaction cannot close until the required shareholder and Court approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed by the Company, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Cerro Resources should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.



Neither 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 release.



Contacts:
Cerro Resources NL
Tony McDonald
Managing Director & CEO
+61 7 3221 7501
admin@cerroresources.com

Cerro Resources NL
Greg Germon
General Manager Investor Relations - Australia
+61 2 9300 3341
greg@cerroresources.com

Cerro Resources NL
Ms. Gerri Paxton
Manager Investor Relations - North America
+1-514-544-2696
gpaxton@cerroresources.com
www.cerroresources.com