Mr. Rodrigo Barbosa reports
AURA MINERALS AGREES TO ACQUIRE THE MINERAÇÃO SERRA GRANDE GOLD MINE IN GOIÁS, BRAZIL
Aura Minerals Inc., AngloGold Ashanti PLC and a wholly owned subsidiary of Aura have entered into a share purchase agreement (the SPA) pursuant to which Aura's wholly owned subsidiary will acquire from AngloGold all of the issued and outstanding securities of Mineracao Serra Grande S.A. (MSG), owner of the Mineracao Serra Grande gold mine located in Crixas, in the state of Goias, Brazil.
Transaction highlights:
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In consideration for the acquisition of MSG, Aura will pay to AngloGold: (i) an upfront cash consideration of $76-million (U.S.) on closing subject to certain working capital adjustments as at the closing date; plus (ii) deferred consideration payments equivalent to a 3-per-cent net smelter returns participation over the currently identified mineral resource of MSG (inclusive of the mineral reserve) payable quarterly.
- The transaction excludes certain current subsidiaries of MSG, which hold assets that do not form part of MSG's mining operations or mineral resources and mineral reserves. These subsidiaries will be spun off from MSG prior to closing of the transaction (MSG subsidiaries transfer).
- The transaction is subject to the fulfilment of certain conditions precedent, including:
- Anti-trust approval from the Brazilian authorities (CADE);
- The completion by AngloGold of an ongoing decommissioning of a legacy tailings dam storage facility;
- The completion of the MSG subsidiaries transfer;
- No material adverse event occurring prior to closing.
The closing of the transaction is expected to happen by Q3 2025, and no later than Q4 2025.
Rodrigo Barbosa, president and chief executive officer of Aura, stated: "AngloGold has built a strong reputation for developing and operating world-class mines. Serra Grande, located in one of Brazil's most prominent greenstone belts, has, according to AngloGold, produced over three million oz since 1998 with a peak production of 193,000 oz in 2006, underscoring its significant potential. As a nimble company with a proven turnaround track record ([for example], Apoena and Aranzazu) and a team with significant previous knowledge of Serra Grande, Aura is well positioned to unlock the mine's potential. Through our disciplined capital allocation, Aura 360 culture, and a targeted exploration program, we believe we can significantly enhance performance, boost production, reduce costs and extend the life of mine at Serra Grande, which could result in Serra Grande becoming a cornerstone of our portfolio."
About MSG
MSG is located in the northwest of the state of Goias, central Brazil about five kilometres from the city of Crixas. The MSG operation comprises three mechanized underground mines and an open pit, with one dedicated metallurgical plant with an annual capacity of 1.5 Mt (million tonnes).
AngloGold's existing mineral resource and mineral reserve report dated as of Dec. 31, 2024, filed on AngloGold's website, disclosed total measured and indicated resource of 10.75 Mt gold, at an average grade of 3.14 grams per tonne gold for 1.08 Moz of gold, along with inferred mineral resource of 12.95 Mt gold at an average grade of 3.39 g/t for 1.4 Moz of gold. Aura considers the reported mineral resources as "historical estimates" and does not treat such mineral resources as current. A qualified person has not done sufficient work to classify the historical estimates as current mineral resources under National Instrument 43-101 -- Standard of Disclosure for Mineral Projects (NI 43-101) or comment on the reliability of the historic resources or what work needs to be done to upgrade or verify the historical estimates as current. In addition, Aura cannot confirm if such classifications are compatible with, or directly comparable to, the requirements of NI 43-101.
According to AngloGold, in 2024, MSG produced 80,000 ounces of gold (2023: 86,000 oz).
Advisers and counsel
BofA Securities is acting as exclusive financial adviser to Aura, and Demarest Advogados is acting as Brazilian law adviser and Gowling WLG (U.K.) LLP is acting as English law adviser to Aura.
Qualified person
The scientific and technical information contained within this news release has been reviewed and approved by Farshid Ghazanfari, PGeo, a qualified person as defined in NI 43-101.
About Aura Minerals Inc.
Aura is focused on mining in complete terms -- thinking holistically about how its business impacts and benefits every one of its stakeholders: its company, its shareholders, its employees, and the countries and communities it serves. The company calls this 360-degree mining.
Aura is a company focused on the development and operation of gold and base metal projects in the Americas. The company's five operating assets include the Minosa gold mine in Honduras; the Almas, Apoena and Borborema gold mines in Brazil; and the Aranzazu copper, gold and silver mine in Mexico. Additionally, the company owns Era Dorada, a gold project in Guatemala; Tolda Fria, a gold project in Colombia; and three projects in Brazil: Matupa, which is under development; Sao Francisco, which is in care and maintenance; and the Carajas copper project in the Carajas region, in the exploration phase.
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