08:50 AM EDT, 03/11/2024 (MT Newswires) -- Aurion Resources Ltd. ( AIRRF ) announced Monday that it has received notice from B2Gold Corp. ( BTG ) , informing the company that B2Gold ( BTG ) has received an offer, from Rupert Resources Ltd. ( RUPRF ) to acquire B2Gold's ( BTG ) 70% interest in the joint venture between B2Gold ( BTG ) and Aurion, which owns properties located in the Central Lapland Greenstone Belt in northern Finland.
According to a statement, the Notice of Sale and Offer indicates that B2Gold ( BTG ) and Rupert have entered into a letter agreement in respect of the offer whereby, as consideration for the ownership interest, Rupert will issue to B2Gold ( BTG ) 28,644,111 common shares of Rupert, implying a total value of C$102.8 million (based upon the market price of such shares as of March 8, 2024), in exchange for B2Gold's ( BTG ) 70% interest in the JV company. It said the transaction is conditional upon execution of a definitive agreement and investor rights agreement, completion of mutual due diligence and applicable regulatory approvals.
Monday's statement said the Notice of Sale and Offer was provided to Aurion pursuant to the shareholders agreement dated August 14, 2019, among B2Gold ( BTG ), Aurion and the JV company. Pursuant to the agreement, Aurion holds a right of first refusal with respect to the proposed sale by B2Gold ( BTG ) of its interest in the JV company. The ROFR provides Aurion with the right to acquire B2Gold's ( BTG ) interest in the JV company upon terms no less favorable than those offered by Rupert. Aurion has until May 9, 2024 to decide whether it will exercise its ROFR.
Aurion added it is evaluating the Notice of Sale and Offer and will update the market in due course.