ROAD TOWN, British Virgin Islands, Oct. 09, 2020 (GLOBE NEWSWIRE) -- Aura Minerals Inc. (TSX: ORA) (B3: AURA32) (the “Company” or “Aura”), further to the press release dated August 26, 2020, today announces that Arias Resource Capital Fund L.P., Arias Resource Capital Fund II (Mexico) L.P. and Arias Resource Capital Fund II L.P. (jointly, “ARC Fund”) and LF Ruffer Investment Funds – LF Ruffer Gold Fund (“Ruffer”), as selling shareholders and offerors (jointly, the “Selling Shareholders”) have released the notice to the market (aviso ao mercado) in connection with the secondary public offering of Brazilian depositary receipts (certificados de depsito de aes, or “BDRs”), issued by Ita Unibanco S.A., as depositary, each BDR representing one share in the capital of the Company (each share of the Company, a “Share”), pursuant to Brazilian Law No. 6,385, dated December 7, 1976, as amended, Brazilian Securities Commission (Comisso de ValoresMobilirios, or the “CVM”) Instruction No. 332, dated April 4, 2000, as amended, CVM Instruction No. 400, dated December 29, 2003, as amended, the ANBIMA Code of Regulation and Best Practices for Structuring, Coordination and Distribution of Public Offers for Securities and Public Offers for the Acquisition of Securities (Cdigo ANBIMA de Regulao e MelhoresPrticas para Estruturao, Coordenao e Distribuio de OfertasPblicas de ValoresMobilirios e OfertasPblicas de Aquisio de ValoresMobilirios) and other applicable legal and regulatory provisions (the “Secondary Offering”), with XP Investimentos Corretora de Cmbio, Titulos e Valores Mobilirios S.A. as underwriter (the “Underwriter”).
The Secondary Offering will consist of, initially, 3,500,000 Shares (corresponding to approximately 4.9% of the total outstanding Shares on the date hereof) owned by the Selling Shareholders, in Brazil, exclusively in the form of BDRs, of which 2,100,000 BDRs will be offered by ARC Fund and 1,400,000 BDRs will be offered by Ruffer.
Pursuant to article 14, paragraph 2, of CVM Instruction 400, until the date of the announcement of the commencement of the Secondary Offering, the number of BDRs may, at the discretion of the Selling Shareholders, in common agreement with the Offering Coordinator, be increased by up to 20%, or up to 700,000 BDRs, representing 700,000 Shares, to be allocated by the Selling Shareholders in the same proportion as the BDRs to be initially offered by each Selling Shareholder.
In the context of the Secondary Offering, the Shares owned by the Selling Shareholders will be simultaneously offered in the secondary market in Canada, to be intermediated by a registered dealer in Canada (the “International Underwriter”), pursuant to an agreement to be entered into between the International Underwriter and the Underwriter (the “International Offering”). Within the scope of the International Offering, Shares may be offered as freely tradeable shares in the secondary market by the Selling Shareholders.
The Company will not receive any funds from the Secondary Offering.
The completion of the Secondary Offering and the conversion of the current sponsored level II BDR program to sponsored level III BDR program are respectively subject to the registration with or approval bythe CVM. The BDRs are currently traded on the traditional securities trading segment of B3 S.A. – Brasil, Bolsa, Balco (the “B3”) under the code “AURA32”, only among qualified investors (as defined in article 9-B of CVM Instruction No. 539, dated November 13, 2013, as amended). Upon the registration of the Secondary Offering by the CVM and the approval of the conversion of the current level II sponsored BDR program to the level III sponsored BDR program by the CVM, as of the business day following the release of the announcement of commencement (anncio de incio) of the Secondary Offering, the BDRs (including the BDRs of the Secondary Offering) will be traded in the traditional securities trading segment of B3 under the code “AURA33”, among all types of investors.