Dundee Corp. signs deal in partnership with Aura Minerals... Dundee Corporation Signs Deal in Partnership With Aura Minerals to Develop and Participate in Future Cash Flows From the Borborema Mine
TORONTO, April 19, 2022 (GLOBE NEWSWIRE) -- Dundee Corporation (TSX: DC.A) (the “Corporation” or “Dundee”) today announces its wholly-owned subsidiary, Dundee Resources Limited (“Dundee Resources”), has entered into a binding Cooperation and Commitment Deed with Aura Minerals Inc. (TSX: ORA) (“Aura”) that will see Dundee Resources, a 19.3 percent shareholder in Big River Gold Limited (ASX: BRV) (“Big River”), retain a 20.0 percent interest in Big River through a joint venture arrangement with Aura, subject to certain conditions. In conjunction with this announcement, Aura unveils plans to acquire 100 percent of Big River.
Transaction Highlights
- Aura to acquire 100 percent of Big River and form an 80/20 percent joint venture with Dundee Resources.
- Big River shareholders (other than Dundee Resources) to receive A$0.36 in cash consideration for each Big River share held, which values Big River at a purchase price of approximately A$91.7 million (on a fully diluted, equity basis).
- Dundee Resources, a 19.3 percent Big River shareholder, has executed a binding Cooperation and Commitment Deed with Aura pursuant to which Dundee Resources will (subject to certain conditions) ultimately retain a 20.0 percent indirect interest in Big River and the Borborema Gold Project.
- Proposed Aura transaction is unanimously supported by the Big River Independent Board Committee, in the absence of a superior proposal and subject to an independent expert concluding that the transaction is in the best interests of Big River shareholders.
Upon completion of the acquisition of Big River by Aura, Aura’s and Dundee Resources’ joint venture interest in Big River will be held through an intermediate holding company (“Aura JVCo”). Dundee Resources has agreed to receive shares in Aura JVCo (the “Transaction”), subject to certain conditions, in lieu of cash consideration, in exchange for its holdings of Big River shares. Following closing of the Transaction, it is expected that Dundee Resources will ultimately hold an indirect 20.0 percent equity interest in Big River. Dundee Resources may elect to receive the cash consideration in lieu of share consideration in limited situations, allowing Aura to acquire 100 percent control of Big River.
Jonathan Goodman, President and Chief Executive Officer of Dundee Corporation, commented:
“I am pleased to announce this deal for the company and its shareholders to participate directly in the future cash flows of a high-quality, development stage mining project in Brazil. We look forward to working closely with Aura Minerals, an exceptional and responsible operator with a great deal of experience and success working in Brazil, to develop the fully-permitted Borborema Gold Project.”
Mr. Goodman continued, “This transaction represents a significant milestone as it is the next phase for Dundee in affecting our strategy as a trusted capital provider and partner in the mining industry. We can unlock value for our shareholders in projects that we believe are mispriced in the public market by more direct participation in the operation. We are looking forward to leveraging the collective depth and breadth of experience of our team of technical and financial experts as we embark on this next chapter for Dundee Corporation. It is our belief that our direct 20 percent investment in the operation will deliver long-term value to our shareholders.”