ROAD TOWN, British Virgin Islands and VANCOUVER, British Columbia, March 9, 2020 — Aura Minerals Inc. (TSX: ORA) (“Aura”) and Para Resources Inc. (TSXV: PBR) (WKN: A14YF1) (OTC: PRSRF) (“Para”) announce that they have entered into a definitive share purchase agreement (the “Share Purchase Agreement”) pursuant to which Aura will purchase from Para all of the issued and outstanding shares of its wholly-owned subsidiary Z79 Resources, Inc. (“Z79”), which transaction was previously contemplated by a term sheet announced by Aura and Para on February 10, 2020 (the “Share Purchase”).
Z79 owns a 94% interest in Gold Road Mining Corp. (“GRMC”), which in turn owns the Gold Road Mine located in Arizona (the “Gold Road Project”) and various options to acquire parcels of land adjacent to the Gold Road Project, among other things.
Aura will purchase Z79 for nominal cash consideration of US$1 and the assumption of liabilities owing from Para to PPG Arizona Holdings LP (“PPG”), an affiliate of Pandion Mine Finance, LP, under an amended and restated pre-paid forward gold purchase (the “A&R PPF”) which has also been executed by each of Para, PPG, Z79 and GRMC. Pursuant to the terms of the A&R PPF, Z79 and GRMC shall pay to PPG approximately US$35 million in cash pursuant to scheduled payments, subject to the option of Z79 and GRMC to satisfy in full all obligations owing under the A&R PPF for US$24 million payable on or prior to the end of 12 months from closing of the Share Purchase.
Aura has also entered into a subscription agreement with Z79 (the “Subscription Agreement”, and together with the Share Purchase Agreement and the A&R PPF, the “Transaction Documents”) pursuant to which Aura will advance US$8 million in two equal tranches, with the first advance occurring on closing of the Share Purchase and second one month after closing, and such amounts will be used for the development and restart of the Gold Road Project.
The closing of the Share Purchase is expected to occur on or about March 20, 2020. Completion of the Share Purchase is subject to, among other things, Para receiving any required shareholder approval and approval of the TSX Venture Exchange.
Shareholders of Para holding over 50% of all of Para’s issued and outstanding shares have agreed to vote in favour of the Share Purchase pursuant to any shareholder approval requirements triggered under applicable law, as previously announced by Aura and Para.
Copies of the Transaction Documents will be filed on the SEDAR profiles of each of Aura and Para at www.sedar.com
Para CEO, Javier Cordova, states, “The closing of this transaction allows Para to focus on our Colombian strategy and to move forward with the acquisition of the shares Operadora, transitioning into a producing and profitable mining and exploration company”
This press release contains “forward-looking information” and “forward-looking statements”, as defined in applicable securities laws (collectively, “forward-looking statements”) which include, but are not limited to, statements with respect to the closing of the Share Purchase and the activities, events or developments that Aura and Para expect or anticipate will or may occur in the future.
Known and unknown risks, uncertainties and other factors, many of which are beyond the ability of Aura and Para to predict or control, could cause actual results to differ materially from those contained in the forward-looking statements. Specific reference is made to Aura’s most recent Annual Information Form on file with certain Canadian provincial securities regulatory authorities and Para’s most recent Management’s Discussion and Analysis on file with certain Canadian provincial securities regulatory authorities for a discussion of some of the factors underlying 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. Neither Aura nor Para undertake any 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 either Aura or Para does update one or more forward-looking statements, no inference should be drawn that either will make additional updates with respect to those or other forward-looking statements.
About Aura 360° Mining
Aura is focused on mining in complete terms – thinking holistically about how its business impacts and benefits every one of its stakeholders: Aura’s company, Aura’s shareholders, Aura’s employees, and the countries and communities Aura serves. Aura calls 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. Aura’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, Aura has two additional gold projects in Brazil, Almas and Matupá, and one gold project in Colombia, Tolda Fria.
About Para Resources
Para is a junior gold mining and exploration company. Para owns projects that include existing or near-term mining and milling operations as well as highly prospective exploration targets. Para has acquired fully permitted mines and facilities with adjacent properties that have either been past producers or where there are an abundance of small artisanal miners, dramatically reducing the exploration risk.
Para is unique in that the Insiders have invested more than US $30 million of their own capital and own approximately 70% of the Para’s equity.
For further information, please contact:
Rodrigo Barbosa Javier Cordova
President & CEO President & CEO
No securities regulatory authority has either approved or disapproved of the contents of this news release. This press release is for information purposes only.
Neither the 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.