Aura Minerals to Acquire Bluestone Resources

Core Viewpoint - Aura Minerals Inc. is acquiring Bluestone Resources Inc. through a definitive arrangement agreement, which includes a premium for Bluestone shareholders and aims to enhance Aura's growth pipeline and asset portfolio [1][2][4]. Transaction Highlights - Aura will acquire a 100% interest in Bluestone's Cerro Blanco gold project and the Mita Geothermal project [2]. - Bluestone is valued at approximately C$0.50 per share, representing a 51% premium to the current market price and a 40% premium to the 25-day volume weighted average price [2]. - Shareholders of Bluestone can choose between a cash payment of C$0.287, 0.0179 of an Aura common share, or a combination of both [2][6]. - A contingent value right (CVR) will provide potential cash payments of up to C$0.2120 per share, payable in three annual installments upon commercial production at Cerro Blanco [2][6]. Project Details - Cerro Blanco is a high-grade gold deposit located in Jutiapa, Guatemala, with a technical report filed in April 2022 [3]. - The Mita Geothermal project is licensed to produce up to 50 megawatts of power [3]. - Aura plans to evaluate future development options for Cerro Blanco after the transaction closes [3]. Benefits to Bluestone Shareholders - The transaction offers a total consideration premium of 40% based on the 25-day VWAP of Bluestone shares [5]. - Shareholders can maintain exposure to Cerro Blanco through Aura, a proven developer with a strong balance sheet [6]. Benefits to Aura Shareholders - The acquisition reinforces Aura's growth pipeline, aiming to exceed 450,000 gold equivalent ounces in production [7]. - Potential synergies exist due to the proximity of Cerro Blanco to Aura's existing operations in Honduras [7]. Transaction Approval Process - The transaction requires approval from at least 66-⅔% of Bluestone shareholders and is subject to regulatory and court approvals [8][12]. - The Board of Directors of both companies have unanimously approved the transaction [12]. Advisory and Legal Counsel - GenCap Mining Advisory Ltd. provided a fairness opinion to Bluestone's Board of Directors [13]. - Various legal advisors are engaged for both companies to facilitate the transaction [14]. Closing Timeline - The transaction is expected to close in January 2025, pending the satisfaction of all conditions [11].