Bluestone Resources Set for Acquisition by Aura Minerals Following Court Approval

VANCOUVER, BC, Jan. 6, 2025 /CNW/ – Bluestone Resources Inc. (the “Company” or “Bluestone“) BSR BBSRF announced today that it has received a final order from the Supreme Court of British Columbia, approving its acquisition by Aura Minerals Inc. (“Aura“) ORA | (B3: AURA33) | ORAAF through a plan of arrangement (the “Transaction“).

Shareholder Options and Financial Details

As part of the Transaction, Bluestone shareholders could choose, before 4:30 p.m. (Toronto time) on December 16, 2024 (the “Election Deadline“), to receive either (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, subject to proration, or a combination of both (the “Initial Consideration“). The maximum number of Aura Shares to be issued is 1,393,736, representing 50% of the upfront consideration. Additionally, shareholders will receive contingent consideration via rights that may yield up to C$0.2120 for each Bluestone Share, paid in three equal annual installments, dependent on the Cerro Blanco Project achieving commercial production (the “Contingent Consideration“, along with the Initial Consideration referred to as the “Consideration“).

Next Steps and Expected Timeline

The Transaction is still subject to typical closing conditions and is anticipated to close around January 13, 2025. After the Transaction is finalized, Bluestone shares will be delisted from the TSX Venture Exchange and the OTCQB. The Company will also seek to cease being a reporting issuer in the applicable regions after closing.

Details on Share Exchange Process

Further information on how shareholders can exchange their shares for the Consideration is contained in the Company’s management information circular dated November 12, 2024, linked to the Meeting (the “Circular“). Both the Circular and a letter of transmittal are available on the Company’s profile at www.sedarplus.com and on its website at www.bluestoneresources.ca/investors/special-meeting.

About Bluestone

Bluestone Resources is a Canadian precious metals exploration and development company concentrating on opportunities in Guatemala. Its flagship asset is the Cerro Blanco gold project, located near the surface in Southern Guatemala, specifically in the department of Jutiapa. The Company trades on the TSX Venture Exchange under the symbol “BSR” and on the OTCQB as “BBSRF.”

Website: www.bluestoneresources.ca

Caution on Forward-Looking Statements

This news release includes certain “forward-looking information” and “forward-looking statements,” defined under applicable securities laws (collectively, “forward-looking statements“). These statements often contain terms like “plans,” “expects,” “estimates,” “forecasts,” or indicate that certain actions “may” or “will” occur. Such forward-looking statements may include expectations regarding the benefits of the Arrangement and the Transaction’s timing and completion. However, these statements rely on current expectations and are subject to various risks and uncertainties that could cause actual results to differ significantly from those anticipated. Readers should refer to Bluestone’s latest Annual Information Form for a discussion of the risks facing the company, including fluctuations in metal prices, changes in market conditions, and regulatory criteria.

The Company is not obligated to update forward-looking statements unless required by law. If updates occur, it should not be assumed that further updates will follow.

SOURCE Bluestone Resources Inc.

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