Almas’ 2nd Issuance of Simple Debentures
ROAD TOWN, Sept. 25, 2024 - Aura Minerals Inc. (TSX: ORA) (B3: AURA33) (OTCQX: ORAAF) ("Company" or "Aura") hereby informs its shareholders and the market in general that its subsidiary, Aura Almas Mineração S.A. ("Almas"), approved at the Extraordinary General Meeting of Almas, held on this date, the rectification of certain terms and conditions of the 2nd (second) issue of simple debentures, not convertible into shares, of the type with real guarantee, with additional fiduciary guarantee, in a single series, for public distribution under the automatic registration rite, of Almas, which had been approved at the Extraordinary General Meeting of Almas held on September 8, 2024 ("Debentures" and "Issue", respectively), in a total amount equivalent to 1,000,000 (one million) debentures, totaling BRL 1,000,000,000.00 (one billion reais).
Pursuant to the new terms and conditions of the Issue approved in the present date by the Almas' Extraordinary General Meeting, among other changes (i) the total amount of the Issue increased from BRL five hundred million reais (BRL 500,000,000.00) to R$ 1,000,000. 000.00 (one billion reais); (ii) with a nominal unit value or the balance of the nominal unit value of the Debentures, as the case may be, remunerative interest shall accrue to be defined in the Bookbuilding Procedure and, in any event, limited to the accumulated variation of 100% (one hundred percent) of the average daily rates of the one-day Interbank Deposit (DI), "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 information available on its website (http: //www. b3.com.br) ("DI Rate"), plus a spread to be defined in accordance with the Bookbuilding Procedure and, in any case, of at least 1.60% (one whole and sixty hundredths percent) and at most 1.75% (one whole and seventy-five hundredths percent) per year, based on 252 (two hundred and fifty-two) Business Days ("Interest Rate"); and (iii) The net funds raised by the Company through the Issue will be used for (a) cash reinforcement and ordinary management of the Company's business; (b) early redemption of all debentures issued by the Company within the scope of the of the 1st (first) issue of simple debentures, not convertible into shares of the type with real guarantee, with additional personal guarantee, under the terms set forth in the "Instrumento Particular de Escritura de Emissão Pública de Debêntures Simples, Não Conversíveis em Ações, da Espécie com Garantia Real, com Garantia Fidejussória Adicional, em Série Única, da 1ª (Primeira) Emissão da Aura Almas Mineração S.A", within thirty (30) days of the date of the financial settlement of the Debentures; and (c) payment and full settlement of other debts of the Company.
The other terms and conditions of the Issue have not been altered, so that the Debentures will continue to mature in six (6) years, counting from the effective date of issue.
The Debentures, with the rectified terms and conditions described above, will be the object of a public distribution offering, to be registered by the CVM under the automatic rite and destined exclusively at professional investors, pursuant to CVM Resolution No. 160, of July 13, 2022, as amended ("Offering").
Details of the conditions and terms of the Issue are disclosed in the minutes of the Company's Extraordinary Shareholders' General Meeting, which are available at the Company's head office and on the CVM's (www.cvm.gov.br) and the Company's (https://www.auraminerals.com/investidores/) websites.
This material fact does not constitute an offer, invitation or request for an offer to acquire the Debentures.
São Paulo, September 25th, 2024.
Natasha Utescher
Investor Relations Officer