Minera Alamos Completes Acquisition of Pan Gold Mining Complex

Executive Summary

• Minera Alamos completed the acquisition of Equinox Gold’s Nevada assets (Pan Gold Mine, Gold Rock and Illipah projects) for $88.37 M cash plus 96.8 M common shares, giving Equinox a 9.15% equity stake.
• The cash portion was funded by a previously announced private placement of subscription receipts that raised approximately C$135 M; the receipts have now been exchanged for common shares and warrants.
• A US$25 M gold pre‑payment loan agreement with Auramet was executed, providing additional financing secured by the Nevada assets and issuing 10 M share purchase warrants.

Key Details

• Consideration Paid: $88,372,424 cash (subject to working‑capital adjustment) + 96,802,816 common shares; Equinox Gold now holds ~9.15% of Minera Alamos’ outstanding common shares.
• Subscription Receipts Offering: 380,282,535 receipts at C$0.355 each → gross proceeds ≈ C$135,000,300; lead underwriter Stifel Canada, syndicate includes BMO Capital Markets, Desjardins Capital Markets, National Bank Financial.
• Exchange of Receipts: Automatic conversion to 380,282,535 common shares and 380,282,535 warrants (exercise price C$0.705 per share, exercisable until 17 Sep 2028).
• Underwriter Compensation: $7,695,018 cash (6% of gross proceeds; reduced 3% commission for certain “president’s list” sales).
• Regulatory Hold: Shares and warrants subject to hold expiring 18 Jan 2026; post‑closing share count 1,057,891,330.
• Gold Prepayment Agreement (Auramet): US$25 M loan, 24‑month term, 6‑month grace period, then 18 monthly installments totaling 7,830 oz gold. Fee of US$250,000 plus issuance of 10 M share purchase warrants (exercise price C$0.44, 24‑month term; acceleration rights if TSX‑V price ≥ $0.66 for five consecutive days).
• Use of Proceeds: Gold loan to fund cash reclamation bonding for Nevada assets, repay prior Auramet facility, and general working capital. Completion pending TSX Venture Exchange approval.
• Board Changes: Appointment of Jason Kosec as Chairman; resignation of director Kevin Small (remains EVP Mining Operations).

Notable Quotes

“We are excited to close this transformational acquisition for Minera Alamos… provides immediate production and cash flow while significantly expanding our late‑stage project development pipeline.” – Darren Koningen, CEO