VANCOUVER, BC, Jan. 6, 2025
/CNW/ - Bluestone Resources Inc. (the "Company" or
"Bluestone") (TSXV: BSR) (OTCQB: BBSRF) announced today
that the Company has obtained a final order from the Supreme Court
of British Columbia approving the
previously announced acquisition of Bluestone by Aura Minerals Inc.
("Aura") (TSX: ORA) | (B3: AURA33) | (OTCQX: ORAAF) by way
of a plan of arrangement (the "Transaction").
Under the terms of the Transaction, Bluestone shareholders were
able to elect, prior to 4:30 p.m.
(Toronto time) on December 16, 2024 (the "Election
Deadline"), to receive (i) C$0.287 in cash for each Bluestone Share held, or
(ii) 0.0183 common shares of Aura ("Aura Shares") for each
Bluestone Share held, subject to proration, or a combination of
both (the "Initial Consideration"). The Initial
Consideration was subject to maximum aggregate Aura Shares issuable
of 1,393,736 (representing 50% of the upfront consideration).
Bluestone Shareholders will also receive contingent consideration
in the form of contingent value rights providing the holder thereof
with the potential to receive a cash payment of up to an aggregate
amount of C$0.2120 for each Bluestone
Share, payable in three equal annual instalments, contingent upon
the Cerro Blanco Project achieving commercial production (the
"Contingent Consideration", and together with the Initial
Consideration, the "Consideration").
The Transaction remains subject to the satisfaction of customary
closing conditions and is expected to close on or about
January 13, 2025. Following
completion of the Transaction, the Bluestone shares are expected to
be delisted from the TSX Venture Exchange and the OTCQB. An
application is also expected to be made for the Company to cease to
be a reporting issuer in the applicable jurisdictions upon closing
of the Transaction.
Information regarding the procedure for exchange of shares for
Consideration is provided in the Company's management information
circular dated November 12, 2024,
related to the Meeting (the "Circular"). The Circular and
accompanying letter of transmittal are available under the
Company's profile at www.sedarplus.com and on the Company's website
at www.bluestoneresources.ca/investors/special-meeting.
About Bluestone
Bluestone Resources is a Canadian-based precious metals
exploration and development company focused on opportunities in
Guatemala. The Company's flagship
asset is the Cerro Blanco gold project, a near surface mine
development project located in Southern
Guatemala in the department of Jutiapa. The Company trades
under the symbol "BSR" on the TSX Venture Exchange and "BBSRF" on
the OTCQB.
Website: www.bluestoneresources.ca
Cautionary note regarding forward-looking statements
This news release contains certain "forward-looking information"
and "forward-looking statements", as such terms are defined under
applicable securities laws (collectively, "forward-looking
statements"). Forward-looking statements can be identified by
the use of words and phrases such as "plans", "expects", "is
expected", "budget", "scheduled," "estimates", "forecasts",
"intends", "anticipates" or "believes" or variations (including
negative variations) of such words and phrases, or state that
certain actions, events or results "may", "could", "would", "might"
or "will" be taken, occur or be achieved. Forward-looking
statements herein include, but are not limited to, the expected
benefits of the Arrangement, statements with respect to the
consummation and timing of the Transaction; the satisfaction of the
conditions precedent of the
Transaction and the strengths, characteristics and potential of
the Transaction. These forward-looking statements are based on
current expectations and are subject to known and unknown risks,
uncertainties and other factors, many of which are beyond
Bluestone's ability to predict or control and could cause actual
results to differ materially from those contained in the
forward-looking statements. Specific reference is made to
Bluestone's most recent Annual Information Form on file with certain
Canadian provincial securities regulatory authorities for a
discussion of some of the factors underlying forward-looking
statements, which include, without limitation, volatility in the
prices of gold, copper and certain other commodities, changes in
debt and equity markets, the uncertainties involved in interpreting
geological data, increases in costs, environmental compliance and
changes in environmental legislation and regulation, interest rate
and exchange rate fluctuations, general economic conditions and
other risks involved in the mineral exploration and development
industry. Readers are cautioned that the foregoing list of
exhaustive of the factors that may affect the 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. The Company undertakes no
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
the Company does update one or more forward–looking statements, no
inference should be drawn that it will make additional updates with
respect to those or other forward–looking statements.
SOURCE Bluestone Resources Inc.
