Aura completes acquisition of Bluestone
MWN-AI** Summary
Aura Minerals Inc. has officially completed its acquisition of Bluestone Resources Inc., a strategic transaction executed via a plan of arrangement under British Columbia's Business Corporations Act. Announced on January 13, 2025, the deal opens a new chapter for both companies, notably aligning Aura’s resources with Bluestone's promising assets, particularly the Cerro Blanco gold project in Guatemala.
Under the terms of this arrangement, Bluestone shareholders had the option to receive C$0.287 in cash for each share held or a combination of cash and Aura common shares, within an overall limit of 1,393,736 shares. Additionally, shareholders will also benefit from contingent value rights (CVRs), potentially yielding further cash payments contingent on the Cerro Blanco project achieving commercial production. The total consideration from Aura for this acquisition amounted to approximately C$26.26 million in cash, 1,007,186 Aura shares, and 146,519,452 CVRs.
The completion of this transaction comes with regulatory implications. Bluestone shares are to be delisted from the TSX Venture Exchange by January 14, 2025, as Aura will apply for the company to cease being a reporting issuer under Canadian securities laws. This acquisition not only strengthens Aura's portfolio in precious metals but also enhances its strategic position in Guatemala's mining sector.
Investors are encouraged to review Bluestone's management information circular for detailed procedures regarding share exchanges and benefits. As Aura consolidates Bluestone's assets, market observers will be keenly watching how this transaction impacts future operational strategies and production goals, especially concerning the Cerro Blanco project.
MWN-AI** Analysis
The completion of Aura Minerals Inc.'s acquisition of Bluestone Resources marks a significant development in the North American precious metals landscape. This acquisition, valued at approximately C$26.26 million in cash with added considerations including Aura shares and contingent value rights, strengthens Aura's asset base, particularly with Bluestone's flagship Cerro Blanco gold project, which holds potential for future production growth.
From a market perspective, this acquisition could lead to increased investor confidence in Aura's ability to expand its operational footprint in Central America. The strategic synergy between the two companies could result in cost efficiencies, enhanced project management, and improved production capabilities at Cerro Blanco. Investors should keep an eye on Aura's execution of its integration strategy, which will be key in realizing the projected synergies from this acquisition.
However, while immediate cash benefits are compelling, potential fluctuations in gold prices and operational risks in Guatemala could impact long-term performance. The contingent value rights add an interesting layer, offering additional value contingent upon the successful transition of Cerro Blanco to commercial production. Investors should assess their risk appetite in light of these uncertainties.
Bluestone's delisting from the TSX Venture Exchange post-acquisition represents a shift in trading dynamics for former shareholders. Current and prospective investors may wish to evaluate Aura's stock performance, especially in the context of its recent share issuance, and consider how the integration of Bluestone's assets could influence future earnings.
In summary, Aura's acquisition of Bluestone could signal a transformative period for the company, presenting both risks and rewards. Investors are encouraged to monitor the implementation of Aura's strategic plans, the performance of gold prices, and regulatory developments affecting operations in Guatemala to inform their investment decisions moving forward.
**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.
Canada NewsWire
VANCOUVER, BC , Jan. 13, 2025 /CNW/ - Bluestone Resources Inc. (" Bluestone ") (TSXV: BSR) (OTCQB: BBSRF) announced today that Aura Minerals Inc. (" Aura ") (TSX: ORA) (B3: AURA33) (OTCQX: ORAAF) has completed the previously announced acquisition of Bluestone by way of a plan of arrangement under Division 5 of Part 9 the Business Corporations Act ( British Columbia ) (the " Arrangement " or the " Transaction ").
Under the terms of the Transaction, Bluestone shareholders were able to elect, prior to 4:30 p.m. ( Toronto time) on December 16, 2024 , to receive (i) C$0.287 in cash for each common share of Bluestone (each, a " Bluestone Share ") held, or (ii) 0.0183 common shares of Aura (" Aura Shares ") for each Bluestone Share held, subject to proration, or a combination of both (the " Initial Consideration "). The Initial Consideration was subject to maximum aggregate Aura Shares issuable of 1,393,736 (representing 50% of the upfront consideration). Bluestone shareholders also received contingent consideration in the form of contingent value rights (" CVRs ") providing the holder thereof with the potential to receive a cash payment of up to an aggregate amount of C$0.2120 for each Bluestone Share held, payable in three equal annual instalments, contingent upon the Cerro Blanco gold project achieving commercial production (the " Contingent Consideration ", and together with the Initial Consideration, the " Consideration ").
In aggregate, Aura paid approximately C$26,255,313 in cash and issued 1,007,186 Aura Shares and 146,519,452 CVRs to Bluestone shareholders under the Arrangement. The listing of the issued Aura Shares remains subject to the final approval of the Toronto Stock Exchange.
The Bluestone Shares are expected to be delisted from the TSX Venture Exchange (the " TSXV ") as of the close of trading on or around January 14, 2025 . Aura will now apply for Bluestone to cease to be a reporting issuer under applicable Canadian securities laws.
Information regarding the procedure for exchange of Bluestone Shares for Consideration is provided in Bluestone's management information circular dated November 12, 2024 , related to the Bluestone special meeting (the " Circular "). The Circular and accompanying letter of transmittal are available under Bluestone's profile at www.sedarplus.ca and on Bluestone's website at www.bluestoneresources.ca/investors/special-meeting .
About Bluestone
Bluestone Resources is a precious metals exploration and development company focused on opportunities in Guatemala . Bluestone's ?agship asset is the Cerro Blanco gold project, a near surface mine development project located in Southern Guatemala in the department of Jutiapa.
Investor Contact
Investor Relations
[email protected]
www.auraminerals.com
Cautionary note regarding forward-looking statements
This news release contains certain "forward-looking information" and "forward-looking statements", as such terms are de?ned under applicable securities laws (collectively, " forward-looking statements "). Forward-looking statements can be identi?ed by the use of words and phrases such as "plans", "expects", "is expected", "budget", "scheduled," "estimates", "forecasts", "intends", "anticipates" or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements herein include, but are not limited to, the payment of the Contingent Consideration; the delisting of the Bluestone Shares from the TSXV; and the application for Bluestone to cease to be a reporting issuer in relevant jurisdictions.
Forward-looking statements are subject to a number of risks and uncertainties that may cause the actual results of Bluestone to differ materially from those discussed in the forward-looking statements and, even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, Bluestone. Factors that could cause actual results or events to differ materially from current expectations include, among other things: potential changes to the mining method and the current development strategy; risks and uncertainties related to expected production rates; timing and amount of production and total costs of production; risks and uncertainties related to the ability to obtain, amend, or maintain necessary licenses, permits, permit amendments, or surface rights; environmental license or permit revocation; compliance with government regulations; risks associated with technical difficulties in connection with mining development activities; risks and uncertainties related to the accuracy of mineral resource estimates and estimates of future production, future cash flow, total costs of production, and diminishing quantities or grades of mineral resources; title matters; risks associated with geopolitical uncertainty and political and economic instability in Guatemala ; risks related to global epidemics or pandemics and other health crises; risks and uncertainties related to interruptions in production; risks related to Cerro Blanco gold project working conditions, accidents or labour disputes; the possibility that future exploration, development, or mining results will not be consistent with Bluestone's expectations; uncertain political and economic environments and relationships with local communities and governmental authorities; risks relating to variations in the mineral content and grade within the mineral identified as mineral resources from that predicted; variations in rates of recovery and extraction; developments in world metals markets; risks related to fluctuations in commodity prices and currency exchange rates; environmental hazards and infrastructure; compliance with government laws and regulations, including anti-corruption laws, and associated costs of compliance; tax risks; reliance on third parties and risks associated with having foreign subsidiaries; risks associated with having a limited operational history; risks related to substantial capital requirements; acquisition risk; future sales or issuances of common shares; risks related to competition and dependence on key personnel; risks related to conflicts of interest; uninsurable risks; risks related to changes in climate conditions; risks related to control persons; information technology security risks; litigation risk; geopolitical risks and conflict; risks related to customary restrictive covenants on the Company's outstanding loan; and inflation. For a further discussion of risks relevant to Bluestone, see "Risk Factors" in the Company's annual management's discussion and analysis for the year ended December 31, 2023 , available on the Company's SEDAR+ profile at www.sedarplus.ca .
All forward-looking statements herein are quali?ed by this cautionary statement. Accordingly, readers should not place undue reliance on forward-looking statements. Bluestone undertakes no obligation to update publicly or otherwise revise any forward-looking statements whether as a result of new information or future events or otherwise, except as may be required by law. If Bluestone does update one or more forward–looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward–looking statements.
SOURCE Bluestone Resources Inc.
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FAQ**
How does the acquisition of Bluestone by Aura Minerals Inc. (ORAAF) enhance the overall portfolio and strategic positioning of Aura in the mining sector?
What are the anticipated financial implications for Aura Minerals Inc. (ORAAF) following the completion of this acquisition, especially concerning cash flow and resource valuation?
Given the contingent consideration tied to the Cerro Blanco gold project, how will Aura Minerals Inc. (ORAAF) manage the associated risks related to achieving commercial production?
What specific synergies does Aura Minerals Inc. (ORAAF) expect to realize from integrating Bluestone Resources and how will these impact future operational efficiencies?
**MWN-AI FAQ is based on asking OpenAI questions about Bluestone Resources (OTC: BBSRF).
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