Aura Minerals Inc. (TSX: ORA) (B3: AURA33) (OTCQX:
ORAAF) (“
Aura” or the
“
Company”), informs its shareholders and the
market in general that its Subsidiary, Aura Almas Mineração S.A.
(“Almas”), within the scope of the public offering of 1,000,000
(one million) simple debentures, not convertible into shares, in a
single series, of the secured type, with additional personal
guarantee, with a unit face value of R$1,000.00 (one thousand
reais) on the Issue Date, that is, October 2, 2024, totaling
R$1,000,000,000.00 (one billion reais) on the Issue Date
("Debentures"), concludes on this date the “Bookbuilding
Procedure”.
On the Unit Face Value or balance of the Unit
Face Value of the Debentures, as the case may be, interest will be
charged corresponding to the accumulated variation of 100% (one
hundred percent) of the average daily rates of the DI – Interbank
Deposit of one day, "over extra-group", expressed as a percentage
per year, based on 252 (two hundred and fifty-two) Business Days,
plus a spread (surcharge) of 1.60% (one point sixty percent) per
year, based on 252 (two hundred and fifty-two) Business Days, in
accordance with Annex I.
ANNEX I
THE RESULTS OF THE
BOOKBUILDING PROCEDURE OF THE PUBLIC
OFFERING OF DISTRIBUTION, UNDER THE RITE OF AUTOMATIC REGISTRATION,
OF SIMPLE DEBENTURES, NOT CONVERTIBLE INTO SHARES,
OF THE SECURED TYPE, WITH ADDITIONAL PERSONAL
GUARANTEE, IN A SINGLE SERIES, OF
THE 2ND (SECOND) ISSUE OF THE
AURA ALMAS MINERAÇÃO
S.A.Publicly-held corporation, category "B"CNPJ
No. 08.213.823/0001-07Fazenda Mateus Lopes, S/N, Zona Rural, CEP
77310-000 City of Almas, State of Tocantins
in the total amount ofR$
1,000,000,000.00 (one billion reais)
ISIN CODE: BRAALMDBS017
1. SECURITIES AND ISSUER
Pursuant to the provisions of article 61,
paragraph 4, of the Resolution of the Brazilian Securities and
Exchange Commission ("CVM") No. 160, of July 13, 2022, as in force
("CVM Resolution 160"), and CVM Resolution No. 44, of August 23,
2021, as in force, AURA ALMAS MINERAÇÃO S.A., a
publicly-held corporation, category "B", before the Brazilian
Securities and Exchange Commission ("CVM"), in the operational
phase, headquartered in Cidade de Almas, State of Tocantins, at
Fazenda Mateus Lopes, S/N, Zona Rural, CEP 77310-000, registered in
the National Registry of Legal Entities of the Ministry of Finance
("CNPJ")") under No. 08.213.823/0001-07, with its articles of
incorporation registered with the Board of Trade of the State of
Tocantins ("JUCETINS") under NIRE 17.300.009.423 ("Issuer"),
together with ITAÚ BBA ASSESSORIA FINANCEIRA S.A.,
an institution that is part of the securities distribution system,
headquartered in the City of São Paulo, State of São Paulo, at
Avenida Brigadeiro Faria Lima, No. 3,500, 1st, 2nd, 3rd (part), 4th
and 5th floors, registered with the CNPJ under No.
04,845,753/0001-59 ("Lead Coordinator"), within the scope of the
public offering of 1,000,000 (one million) simple debentures, not
convertible into shares, in a single series, of the secured type,
with additional personal guarantee, with a unit face value of
R$1,000.00 (one thousand reais) on the Issue Date, that is, October
2, 2024 ("Issue Date"), totaling R$1,000,000,000.00 (one billion
reais) on the Issue Date ("Debentures"), to be carried out pursuant
to CVM Resolution No. 160, of July 13, 2022, as in force ("CVM
Resolution 160"), intended exclusively for professional investors,
as defined pursuant to articles 11 and 13 of CVM Resolution No. 30,
of May 11, 2021, as in force ("Offering"), hereby make public, by
means of this notice to the market ("Notice to the Market") INFORM
that on October 15, 2024, the conclusion of the “Bookbuilding
Procedure”, as defined in the "Private Deed of the 2nd (Second)
Issue of Simple Debentures, Non-Convertible into Shares, of the
Secured Type, with Additional Personal Guarantee, in a Single
Series, for Public Distribution, Registered under the Automatic
Rite, of Aura Alma Mineração S.A.", entered into on September 08,
2024, between the Issuer, OLIVEIRA TRUST
DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS S.A.,
registered with the CNPJ/MF under No. 36.113.876/0004-34, as the
fiduciary agent and AURA MATUPÁ MINERAÇÃO LTDA.,
registered with the CNPJ/MF under No. 17.708.824/0001-13, as
guarantor, as amended ("Indenture").
The terms beginning in capital letters and used
in this Notice to the Market that are not defined herein, will have
the meaning attributed to them in the Indenture.
For more information on the Bookbuilding Procedure, see
the Indenture.
2. RESULT OF THE
BOOKBUILDING PROCEDURE
After the conclusion of the Bookbuilding Procedure, the
following was defined:
Interest of the Debentures |
On the Unit Face Value or balance of the Unit Face Value of the
Debentures, as the case may be, interest will be charged
corresponding to the accumulated variation of 100% (one hundred
percent) of the average daily rates of the DI – Interbank Deposit
of one day, "over extra-group", expressed as a percentage per year,
based on 252 (two hundred and fifty-two) Business Days, calculated
and disclosed daily by B3, in the daily newsletter available on its
website (http://www.b3.com.br) ("DI Rate"), plus a spread
(surcharge) of 1.60% (one point sixty percent) per year, based on
252 (two hundred and fifty-two) Business Days ("Interest")The
Interest will be calculated exponentially and cumulatively pro rata
temporis by elapsed Business Days, incident on the Unit Face Value
of the Debentures or on the balance of the Unit Face Value of the
Debentures, as the case may be, since the Profitability Start Date,
or the Interest Payment Date (as defined below) immediately
preceding (inclusive), as applicable, until the Interest Payment
Date in question, the date of payment as a result of the early
maturity of the obligations arising from the Debentures, pursuant
to the Indenture, the date of payment of the redemption of all the
Debentures resulting from the Early Redemption Offer, the Optional
Early Redemption and the Optional Acquisition, with total
cancellation of the Debentures, whichever comes first. The Interest
will be calculated according to the formula provided for in the
Indenture. |
3. ADDITIONAL
INFORMATIONThis Notice to the Market, any rectification
announcements and any and all other notices or notices related to
the Offering have been or will be, as the case may be, made
available, until the closing of the Offering, pursuant to Article
13 of CVM Resolution 160, on the pages of the Issuer, the Lead
Coordinator and/or with the CVM.
THIS NOTICE TO THE MARKET IS FOR INFORMATION PURPOSES
ONLY, AND IS NOT AN OFFER TO SELL SECURITIES.
THE DISCLOSURE OF THE PROSPECTUS AND
SHEET FOR THE REALIZATION OF THIS OFFERING WAS WAIVED, CONSIDERING
THAT THE TARGET AUDIENCE OF THE OFFERING IS COMPOSED EXCLUSIVELY OF
PROFESSIONAL INVESTORS, AS PROVIDED FOR IN ITEM I OF ARTICLE 9 AND
PARAGRAPH 1 OF ARTICLE 23, BOTH OF CVM RESOLUTION 160.
CONSIDERING THAT THE OFFERING IS
INTENDED EXCLUSIVELY FOR PROFESSIONAL INVESTORS, PURSUANT TO
ARTICLE 26, ITEM V, PARAGRAPH (A), OF CVM RESOLUTION 160, AND IS,
THEREFORE, SUBJECT TO THE RITE OF AUTOMATIC REGISTRATION OF
DISTRIBUTION, THE REGISTRATION OF THE OFFERING DOES NOT REQUIRE
PRIOR ANALYSIS BY THE CVM. IN THIS SENSE, THE DOCUMENTS RELATED TO
THE DEBENTURES AND THE OFFERING HAVE NOT BEEN AND WILL NOT BE
SUBJECT TO REVIEW BY THE CVM.
THE REGISTRATION OF THIS OFFERING DOES
NOT IMPLY, ON THE PART OF THE CVM, A GUARANTEE OF THE VERACITY OF
THE INFORMATION PROVIDED OR A JUDGMENT ON THE QUALITY OF THE
ISSUER, AS WELL AS ON THE DEBENTURES TO BE
DISTRIBUTED.
CONSIDERING THAT THE OFFERING IS INTENDED EXCLUSIVELY
FOR PROFESSIONAL INVESTORS, PURSUANT TO ARTICLE 26, ITEM V,
PARAGRAPH A, OF CVM RESOLUTION 160, AND IS, THEREFORE, SUBJECT TO
THE AUTOMATIC REGISTRATION OF DISTRIBUTION RITE PROVIDED FOR IN CVM
RESOLUTION 160, THE DEBENTURES WILL BE SUBJECT TO RESTRICTIONS ON
RESALE, AS INDICATED IN ARTICLE 86, ITEM II, OF CVM RESOLUTION
160.
THE OFFERING IS IRREVOCABLE, BUT MAY BE SUBJECT TO
PREVIOUSLY INDICATED CONDITIONS THAT CORRESPOND TO A LEGITIMATE
INTEREST OF THE COMPANY AND WHOSE IMPLEMENTATION DOES NOT DEPEND ON
THE DIRECT OR INDIRECT ACTION OF THE COMPANY OR PERSONS RELATED TO
IT, PURSUANT TO ARTICLE 58 OF CVM RESOLUTION 160.
CAREFULLY READ THE TERMS AND CONDITIONS
OF THE INDENTURE AND THE SUMMARY OF DEBENTURES BEFORE MAKING YOUR
INVESTMENT DECISION, ESPECIALLY THE "RISK FACTORS"
SECTION.
MORE INFORMATION ABOUT THE DISTRIBUTION CAN BE OBTAINED
FROM THE LEAD COORDINATOR OR CVM.
São Paulo, October 15, 2024.
For more information, please contact:
Investor Relations
ri@auraminerals.com
www.auraminerals.com
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