Nexgold enters Goldboro royalty deal with Appian

Executive Summary

• Nexgold Mining Corp. entered a binding royalty agreement with an affiliate of Appian Capital Advisory Ltd., receiving US $24 million for a 2.9% net smelter return (NSR) royalty on the Goldboro gold project up to 1.25 M oz AuEq, thereafter only on gold.
• The company also signed a non‑binding letter of intent (LOI) with Appian for a senior secured credit facility of up to US $175 million to fund development and construction of Goldboro.
• The royalty includes optional buy‑back provisions that could reduce the NSR to 1.0% and grants Appian participation rights in future project financing or additional streams/royalties.

Key Details

• Royalty Sale: US $24 million cash consideration for a 2.9% NSR royalty on all minerals produced until 1.25 M oz AuEq, then only on gold for the life of the project.
• Buy‑back Right: Nexgold may repurchase part of the royalty at its discretion, potentially lowering the royalty to 1.0% NSR, subject to timing and payment thresholds.
• Minimum Payments: Minimum payments apply only if construction of the Goliath gold complex in Ontario commences before Goldboro reaches commercial production; no minimum payments if Goliath is not started.
• Participation Rights (3‑year term): Appian may negotiate up to 50% participation in any project financing for Goldboro construction and has first right of refusal on any additional stream or royalty interest Nexgold may wish to sell.
• LOI for Credit Facility: Up to US $175 million senior secured credit facility, non‑binding, intended for Goldboro development and construction; definitive terms pending board approvals and execution of final documents.
• Closing Conditions: Both transactions subject to customary closing conditions, including TSX Venture Exchange approval; royalty expected to close late September 2025.
• Security: Appian receives security over all present and after‑acquired property of Goldboro Gold Mines Inc. (GGM) and related shares; security releases upon royalty buy‑back.
• Advisers: National Bank Financial (royalty sale), Auramet International (project financing), Cassels Brock & Blackwell LLP (company legal counsel), McCarthy Tetrault LLP (Appian legal counsel). No finder fees for the royalty.

Notable Quotes

“We are excited to announce this strategic partnership with Appian… this royalty financing provides Nexgold with important non‑dilutive capital to help advance Goldboro towards construction, as well as deleveraging the balance sheet.” – Kevin Bullock, President & CEO, Nexgold Mining Corp.