Aurania Resources Ltd.’S Shareholders Approve Ecuasolidus S.a. Acquisition
AURANIA RESOURCES LTD.’S SHAREHOLDERS APPROVE ECUASOLIDUS S.A.
ACQUISITION
Toronto, Ontario (May 29, 2017) – Aurania Resources Ltd. (TSXV: ARU) (“Aurania” or the
“Corporation”) is pleased to announce that its shareholde rs have approved the previously announced
acquisition of EcuaSolidus S.A. (“ ESA”), a company incorporated under the laws of the Republic of
Ecuador, from Dr. Keith Barron, the President and CEO of Aurania (the “Transaction”) at the annual and
special meeting of shareholders of the Corporation held on May 26, 2017 (the “ Meeting”). ESA is the
holder of the Lost Cities – Cutucu Project comp rising 42 mineral exploration licences covering 207,764
hectares (approx. 2,080 square kilometres) over the core of the Cordillera de Cutucu, a mountain range in
the foothills of the Andes, in Ecuador.
The Transaction was approved by 100% of votes cast in person and in proxy, at the Meeting.
Dr. Barron, Chairman and CEO, commented: "This acquisition provides Aurania with a very exciting
exploration asset that I have been researching and deve loping over several years. Some of the fascinating
historical context of this property in Ecuador is highli ghted in a video that is available on our website that
I would encourage you to watch ( http://www.aurania.com/episode-1-lost-cities-cutucu-project/). It
includes information on some of the background knowle dge that I've assembled on the Lost Cities in this
eastern part of Ecuador, that has seen little to no mode rn mineral exploration." Dr. Barron continued, "It
has been 11 years since the discovery of the Frut a del Norte gold deposit and we're itching to start
exploration along trend in the new project area. To that end, I want to welcome Dr. Richard Spencer to the
position of President. His hands-on experience in Ecuador will serve our shareholders well in spearheading
our exploration program".
As previously announced, on April 20, 2017, the Cor poration announced the completion of a $6.4 million
oversubscribed brokered and non-brokered o ffering of Subscription Receipts (the “ Offering”). The
brokered offering was co-led by Maison Placements Canada Inc. together with Red Cloud Klondike Strike
Inc.
The proceeds from the Offering will be used to fund the Transaction and for property exploration, loan
repayments and working capital. The gross proceeds of the Offering less offering costs have been released
as the escrow release conditions have been met.
Each Subscription Receipt has been exchanged for one unit of the Corporation (a “Unit”). Each Unit of the
Corporation consists of one common share of the Corporation (a “ Share”) and one-half of one common
share purchase warrant (a “Warrant”). Each whole Warrant entitles the holder thereof to acquire one Share
at a price of C$3.00 until October 19, 2018. If the volume weighted average trading price of the Shares on
the Corporation’s principal stock exchange exceeds C$3.00 for a period of 20 consecutive trading days, the
Corporation may accelerate the expiry date to the da te which is 30 days follo wing the date upon which
notice of the accelerated expiry date of the Warrants is provided by the Corporati on to the holders of the
Warrants.
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Debt Settlement
At the Meeting, Shareholders approved settling th e outstanding debt owed by the Corporation to
Bambazonke Holdings Ltd., a company owne d and controlled by Dr. Barron (the “ Creditor”) by issuing
375,000 common shares of the Company to the Credito r at a price of $2.00 per common share in an
aggregate amount of $750,000. The indebtedness settled relates to cash advances and service cost
agreement monthly payments. The securities issued are subject to a hold period of four months and one
day.
Additional Business of Meeting
At the Meeting, shareholders also approved the appointment of auditors, election of directors, confirmation
of the Corporation’s stock option plan, and adoption of a restricted share unit plan (the “ RSU Plan ”).
Details of these matters are disclosed in the information circular for th e Meeting which is dated April 25,
2017 and posted under the Corporation’s profile on www.sedar.com (the “Circular”).
As a result of all of these transactions, the Corporation currently has 27,335,625 common shares issued and
outstanding and 1,600,445 common shares subject to issuance.
About Aurania
Aurania Resources Ltd. (TSXV: ARU) is a junior exploration mining company engaged in the
identification, evaluation, acquisition and exploration of mineral property interests, with a focus on precious
metals.
For further information, please contact:
Dr. Richard Spencer
President
Aurania Resources Ltd.
(416) 367-3200
Donna McLean
Chief Financial Officer
Aurania Resources Ltd.
(416) 417-8349
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV)
accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
This news release contains forward-looking information that involves substantial known and unknown risks
and uncertainties, most of which are beyond the contro l of Aurania. Forward-looking statements include
estimates and statements that describe Aurania’s future plans, objectives or goals, including words to the
effect that Aurania or its management expects a stated condition or result to occur. Forward-looking
statements may be identified by such terms as “be lieves”, “anticipates”, “expects”, “estimates”, “may”,
“could”, “would”, “will”, or “plan”. Since forward- looking statements are based on assumptions and
address future events and conditions, by their very na ture they involve inherent risks and uncertainties.
Although these statements are based on information cu rrently available to Aura nia, Aurania provides no
assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors
involved with forward-looking information could cau se actual events, results, performance, prospects and
opportunities to differ materially from those expressed or implied by such forward-looking information.
Forward looking information in this news release includes, but is not limited to, Aurania’s company’s
objectives, goals or future plans, statements, exploration results, potential mineralization, the corporation’s
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portfolio, treasury, management team and enhanced capital markets profile, the estimation of mineral
resources, exploration and mine development plan s, timing of the commencement of operations and
estimates of market conditions. Factors that could cau se actual results to differ materially from such
forward-looking information include, but are not limited to, failure to identify mineral resources, failure to
convert estimated mineral resources to reserves, the inability to complete a feasibility study which
recommends a production decision, the preliminary nature of metallurgical test results, delays in obtaining
or failures to obtain required governmental, regulatory, environmental or other project approvals, political
risks, inability to fulfill the duty to accommodate First Nations and other indigenous peoples, uncertainties
relating to the availability and costs of financing needed in the future, changes in equity markets, inflation,
changes in exchange rates, fluctuations in commodity prices, delays in the development of projects, capital
and operating costs varying significantly from estimat es and the other risks involved in the mineral
exploration and development industry, and those risk s set out in Aurania’s public documents filed on
SEDAR. Although Aurania believes that the assumptions and factors used in preparing the forward-looking
information in this news release ar e reasonable, undue reliance should not be placed on such information,
which only applies as of the date of this news releas e, and no assurance can be given that such events will
occur in the disclosed time frames or at all. Aurania disclaims any intention or obligation to update or revise
any forward-looking information, whether as a result of new information, future events or otherwise, other
than as required by law.