TORONTO, ON--(Marketwired - August 24, 2016) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Aura Minerals Inc. (the "Company") (TSX: ORA) announces that it will be offering rights to holders of its common shares at the close of business on August 31, 2016 (the "Record Date"), on the basis of one right for each common share held. Each eight (8) rights will entitle the holder to subscribe for one common share of the Company upon payment of the subscription price of CAD$0.15 per common share (for a total of up to 36,346,284 common shares being approximately 13% of the current issued and outstanding common shares). The rights offering will be conducted in Canada only and those jurisdictions where the Company may lawfully offer the rights. No fractional common shares will be issued.
The rights offering is being undertaken for the development and capital requirements of the accelerated restart of the Ernesto / Pau-a-Pique Project (the "EPP Project"). The Company believes that the anticipated cash flows from the Ernesto phase of the EPP Project would accrue to the Company on an accelerated basis based on this spending and therefore enable a faster scheduling of the repayment of project debt.
The rights will trade on the Toronto Stock Exchange under the symbol ORA.RT from market opening (EDT) on August 29, 2016 and until noon on September 30, 2016. The rights will expire at 4:00 p.m. (EDT) on September 30, 2016 (the "Expiry Time"), after which time unexercised rights will be void and of no value. Shareholders who fully exercise their rights will be entitled to subscribe for additional common shares, if available, as a result of unexercised rights prior to the Expiry Time, subject to certain limitations set out in the Company's rights offering circular.
Details of the rights offering will be set out in the rights offering notice and rights offering circular which will be available under the Company's profile at www.sedar.com. The rights offering notice and accompanying rights certificate will be mailed to each eligible shareholder of the Company as at the Record Date. Registered shareholders who wish to exercise their rights must forward the completed rights certificate, together with the applicable funds, to the rights agent, Equity Financial Trust Company, on or before the Expiry Time. Shareholders who own their common shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.
The rights and the common shares issuable upon exercise of the rights have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release does not constitute an offer of any of the securities described herein in any jurisdiction.
The Company has entered into a backstop agreement (the "Backstop Agreement") with Northwestern Enterprises Ltd. (the "Backstop Purchaser") pursuant to which the Backstop Purchaser has agreed to purchase from the Company such number of common shares that are available to be purchased, but not otherwise subscribed for, up to a maximum number of 17,170,113. The Backstop Purchaser is owned and controlled by Paulo Carlos de Brito, the Company's Chairman of the Board.
There are no fees payable to the Backstop Purchaser.
The Backstop Agreement contains representations, warranties, covenants and other provisions typical of a transaction of this nature, including the right not to purchase the common shares set forth in the Backstop Agreement if there is a breach by the Company of its representations or if there is a material adverse change in the business of the Company.
This news release contains certain "forward-looking information" and "forward-looking statements", as defined in applicable securities laws (collectively, "forward-looking statements"), including statements regarding the terms, timing, potential completion and use of proceeds of the rights offering. All statements other than statements of historical fact are forward-looking statements. Forward-looking statements relate to future events or future performance and reflect the Company's current estimates, predictions, expectations or beliefs regarding future events and include, without limitation, statements with respect to the rights offering and the EPP Project.
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. Known and unknown risks, uncertainties and other factors, many of which are beyond the Company's ability to predict or control could cause actual results to differ materially from those contained in the forward-looking statements. 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, 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, general economic conditions and other risks involved in the mineral exploration and development industry. Readers are cautioned that the foregoing list of factors is not exhaustive of the factors that may affect the forward-looking statements.
All forward-looking statements herein are qualified by this cautionary statement. Accordingly, readers should not place undue reliance on forward-looking statements. The Company 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 the Company 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.