Aura Minerals Inc. (
TSX:ORA, B3:AURA33)
(“
Aura” or the “
Company”) is
pleased to announce that the Supreme Court of Western Australia
(“
Court”) announced today its decision approving
the proposed scheme of arrangement (“
Scheme”),
pursuant to which Borborema LLC, an indirect wholly-owned
subsidiary of Aura (“
BidCo”) will acquire all the
shares of Big River Gold Limited (“
Big River”).
Holders of Big River shares (“
Big River
Shareholders”) other than Dundee Resources Limited
(“
Dundee Resources”), will receive A$0.36 in cash
(“
Cash Consideration”) for each
Big River share held. Aura will hold its interest in BidCo through
an intermediate holding company (“
JVCo”) and
Dundee Resources has agreed, subject to certain limited conditions,
to receive shares in JVCo (“
Share Consideration”),
in lieu of the Cash Consideration in order to indirectly maintain
an equity interest in Big River (“
Transaction”).
Highlights
- The final regulatory step for the
approval of the acquisition by Aura of Big River, owner of
Borborema Gold Project (“Borborema” or
“the Project”), is concluded and the
transaction was approved by the Court
- Implementation of
the transaction, which includes the disbursement of cash
consideration and the acquisition of Big River shares by JVCo is
expected to occur on September 20, 2022
- As previously announced on April
19, 2022 (Aura to Acquire Big River Gold via an Australian Scheme
of Arrangement), Aura will acquire Big River and
will form an 80%/20% joint venture with Dundee
Resources
- Borborema will add 8.2 Mt at a
grade of 1.22 g/t Au (320K oz.) to Measured Mineral Resources, 42.8
Mt at a grade of 1.12 g/t Au (1.55 million oz.) to Indicated
Mineral Resources and 17.6 Mt at grade of 1.00 g/t Au (0.57 million
oz.) to Inferred Mineral Resource to Aura’s portfolio, representing
a 40% increase to Measured & Indicated Mineral
Resources and 33% increase to Inferred Mineral
Resources1 to Aura’s
portfolio.
- Project construction is
fully licensed
- Possibility of increasing
the throughput of plant
- Logistical facilities and cities
with good infrastructure nearby
- Aura expects to review the Project
and complete a Feasibility Study
(“Borborema FS”) in compliance with National
Instrument 43-101 – Standards of Disclosure for Mineral Projects
("NI 43-101”) on the Borborema Project by
the end of 2022/early 2023
- On a preliminary
basis and subject to completion of and confirmation in the
Borborema FS, Aura expects to be able to start construction
of the Borborema Project by 2023 and start production by
2025
- Metallurgical process proposed is
conventional carbon-in-pulp (CIP) gold extraction,
with well tested technology.
Rodrigo Barbosa, Aura’s President & Chief
Executive Officer, commented: “I am proud to see the transaction
fully approved and to now work towards implementation and
partnering in the development of Borborema with Dundee Resources, a
reputable investor in North America. We have completed a
significant amount of due diligence on Borborema, it has advanced
geology which will increase our current Measured & Indicated
Mineral Resources by 40% through an easy to build and operate
project (open pit). During the coming months, we will advance our
studies and look for opportunities to optimize the project and
initial studies performed by Big River2. We look forward to
progressing yet another project in our portfolio toward
construction and will inform the market about our plans, targeting
to start construction in 2023.”
Borborema Gold Project
Borborema is a greenfield open pit Gold Project,
located in the municipality of Currais Novos, Rio Grande do Norte
state, in the northeast of Brazil, with over 1.87 million ounces of
gold of JORC-Compliant Measured and Indicated Mineral Resource and
additional 0.57 million ounces of gold of Inferred Mineral
Resource.
About Aura 360° Mining
Aura is focused on mining in complete terms –
thinking holistically about how its business impacts and benefits
every one of our stakeholders: our company, our shareholders, our
employees, and the countries and communities we serve. We call this
360° Mining.
Aura is a mid-tier gold and copper production
company focused on the development and operation of gold and base
metal projects in the Americas. The Company’s producing assets
include the San Andres gold mine in Honduras, the Ernesto/Pau-a
-Pique gold mine in Brazil and the Aranzazu copper-gold-silver mine
in Mexico. In addition, the Company has two additional gold
projects in Brazil, Almas and Matupá, and one gold project in
Colombia, Tolda Fria.
For further information, please visit Aura’s website at
www.auraminerals.com or contact:
Rodrigo Barbosa
President
&
CEO 305-239-9332
Advisers and Counsel
Canaccord Genuity Corp. is acting as exclusive
financial adviser, Gowling WLG (Canada) LLP is acting as Canadian
legal adviser, and King & Wood Mallesons is acting as
Australian legal adviser, to Aura.
Cassels Brock & Blackwell LLP is acting as
Canadian legal adviser, and Blackwall Legal LLP is acting as
Australian legal adviser, to Dundee Resources.
Big River has appointed NextLevelCorporate as
its financial advisor and MinterEllison as its legal advisor.
The technical information in this press release
was reviewed by Mr. Farshid Ghazanfari, a Qualified Person
(“QP”) who is a Registered Member of the
‘Professional Geoscientists Ontario’, a ‘Recognized Professional
Organization’. Mr. Ghazanfari is Director of Mineral Resources and
Geology and a Qualified Person to Aura. Mr. Ghazanfari has
sufficient experience that is relevant to the style of
mineralization and type of deposit under consideration to qualify
as a QP for the purpose of National Instrument 43-101 in
Canada.
Disclaimer
In this press release, the Company has disclosed
resource estimates in respect of Borborema that are not based on
Canadian Institute of Mining, Metallurgy and Petroleum
("CIM") definitions, but instead have been
prepared in reliance upon the Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves
("JORC Code"). Estimates based on the JORC
Code are recognized under NI 43-101 in certain circumstances. The
Company’s QP confirmed that while the CIM definitions are not
identical to those of the JORC Code, the resource and reserve
definitions and categories are substantively the same as the CIM
definitions mandated in NI 43-101 and will typically result in
reporting of substantially similar reserve and resource
estimates.
Forward-Looking Statements in Respect of
Aura
This press release contains “forward-looking
information” within the meaning of applicable securities laws.
Forward-looking information includes statements that use
forward-looking terminology such as “may”, “could”, “would”,
“will”, “should”, “intend”, “target”, “plan”, “expect”, “budget”,
“estimate”, “forecast”, “schedule”, “anticipate”, “believe”,
“continue”, “potential”, “view” or the negative or grammatical
variation thereof or other variations thereof or comparable
terminology. Such forward-looking information includes, without
limitation, statements with respect to closing of the Transaction;
Aura’s plans and expectations with respect to timing of completion
of the Borborema FS, exploration plans at Borborema, timing and
completion of development at Borborema and the timing and level of
production at Borborena; mine life at Borborema and other
expectations regarding costs, budgets, increases and decreases in
capital spending, production growth, mining processing and rates,
and mined and processed gold grades and weights, as well as any
other statements related to potential production forecasts and
plans for Borborema, including, expected AISC; timing, maintenance
of necessary approvals, licenses and permits from applicable
governments, regulators or third parties; results of mineral
resource estimates and mining studies; estimates of future capital
and operating costs; future financial or operating performance and
condition of Aura and its business, operations and properties; and
any other statement that may predict, forecast, indicate or imply
future plans, intentions, levels of activity, results, performance
or achievements.
Forward-looking statements are necessarily based
upon a number of estimates and assumptions that, while considered
reasonable by the Company, are inherently subject to significant
business, economic and competitive uncertainties and contingencies.
Specific reference is made to the most recent Annual Information
Form on file with certain Canadian provincial securities regulatory
authorities for a discussion of some of the factors underlying
forward-looking statements, which include, without limitation the
ability of the Company to achieve its longer-term outlook and the
anticipated timing and results thereof, the ability to lower costs
and increase production, the ability of the Company to successfully
achieve business objectives, copper and gold or certain other
commodity price volatility, changes in debt and equity markets, the
uncertainties involved in interpreting geological data, increases
in costs, environmental compliance and changes in environmental
legislation and regulation, interest rate and exchange rate
fluctuations, the accuracy of any mineral reserve and mineral
resource estimates, general economic conditions and other risks
involved in the mineral exploration and development industry. If
any of these risks or uncertainties materialize, or if the
opinions, estimates or assumptions underlying forward-looking
information prove incorrect, actual results or future events might
vary materially from those anticipated in forward-looking
information. Although the Company has attempted to identify
important risk factors that could cause actual results to differ
materially from those contained in forward-looking information,
there may be other risk factors not presently known to the Company
or that the Company presently believes is not material that could
also cause actual results or future events to differ materially
from those expressed in such forward-looking information. There can
be no assurance that such information will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such information. Accordingly, readers should not
place undue reliance on forward-looking information, which speaks
only as of the date made. Forward-looking information contained in
this press release represents the Company's expectations as of the
date of this press release (or as of the date they are otherwise
stated to be made) and are subject to change after such date. The
Company disclaims any intention or obligation or undertaking to
update or revise any forward-looking information whether as a
result of new information, future events or otherwise, except as
required under applicable securities laws.
1 Based on Gold equivalent ounces, or GEO, calculated by
converting the production of silver and copper into gold using a
ratio of the prices of these metals to that of gold. The prices
used to determine the gold equivalent ounces are: Gold = US$
1,850/oz; Silver = US$ 26.38/oz; Copper = US$ 4.44/lb.2 For further
details, see Press Release issued on March 31, 2022 and filed with
the Australian Securities Exchange Ltd, the Borborema
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