International Tower Hill Mines Announces Pricing and Upsize of US$65 Million Public Offering of Common Shares and US$40 Million Concurrent Private Placement

Executive Summary

• International Tower Hill Mines Ltd. announced the pricing and upsizing of its public offering of common shares and a concurrent private placement, raising approximately US$105 million in gross proceeds.
• The offering consists of 29,280,000 common shares priced at US$2.22 per share, with Paulson & Co. Inc. purchasing US$40 million in shares via a concurrent private placement at the same price.
• Net proceeds will be used to fund exploration and development of the Livengood Gold Project, including drilling, feasibility studies, permitting, and general corporate purposes.

Key Details

• Public Offering Structure: 29,280,000 common shares, no par value.
• Offering Price: US$2.22 per common share.
• Concurrent Private Placement: Paulson & Co. Inc. agreed to purchase US$40 million of common shares at the public offering price of US$2.22.
• Total Gross Proceeds: Approximately US$105 million (before deducting commissions and expenses).
• Underwriters: BMO Capital Markets (lead book-running manager); National Bank of Canada Capital Markets, RBC Capital Markets, Cantor, and Scotiabank (book-running managers).
• Over-Allotment Option: The Company granted the Underwriters an option to purchase up to an additional 4,392,000 common shares (15% of the offering). If exercised, total gross proceeds would increase to approximately US$115 million.
• Option Exercise Period: 30 days from the date of the underwriting agreement.
• Use of Proceeds: Funding exploration and development of the Livengood Gold Project, specifically:
  • Drilling
  • Metallurgical studies
  • Feasibility studies
  • Technical studies
  • Baseline environmental studies
  • Detailed engineering for permitting
  • Permitting and legal support
  • Community engagement
  • Mineral lease and land payments
  • Acquisitions
  • General corporate purposes
• Closing Date: Expected on or about January 27, 2026.
• Regulatory Basis: Offering made pursuant to an effective shelf registration statement on Form S-3 filed with the SEC. The Company intends to rely on the exemption in section 602.1 of the TSX Company Manual.