Americas Gold to buy Crescent mine, raise $65M (U.S.)

Executive Summary

• Americas Gold and Silver Corp. has entered into a binding agreement to acquire 100% of Crescent Silver LLC (owner of the Crescent mine in Idaho) for approximately $65 million (U.S.), consisting of $20 million in cash and ~11.1 million common shares valued at $45 million.
• Concurrently, the company is raising $65 million (U.S.) via a bought deal private placement at $4.00 per share, with an option for an additional $9.75 million, to fund the cash portion of the acquisition and Crescent’s development.
• The acquisition provides immediate synergies, leveraging existing spare milling capacity at the nearby Galena and Coeur complexes, and adds high-grade silver and antimony production potential, with operations expected to commence in mid-2026.

Key Details

• Transaction Structure:
  • Total consideration: ~$65 million (U.S.).
  • Cash component: $20 million (U.S.).
  • Equity component: ~11.1 million common shares of Americas Gold and Silver, valued at $45 million (U.S.) based on a deemed price of $4.00 per share.
  • Seller: Hale Capital Partners LP.
  • Expected Closing: On or about December 3, 2025, subject to regulatory approvals (TSX and NYSE American).
• Concurrent Financing:
  • Type: Bought deal private placement.
  • Underwriters: Canaccord Genuity Corp. and BMO Capital Markets.
  • Base Offering: 16.25 million common shares at $4.00 (U.S.) per share for gross proceeds of $65 million (U.S.).
  • Over-Allotment Option: Option to purchase up to 2,437,500 additional shares for up to $9.75 million (U.S.) in gross proceeds.
  • Total Potential Gross Proceeds: $75 million (U.S.) if the option is exercised in full.
  • Use of Proceeds: To finance the cash portion of the acquisition, capital expenditures, and working capital for Crescent, plus general corporate purposes.
  • Hold Period: Statutory hold of four months and one day from closing.
• Asset Details (Crescent Mine):
  • Location: Idaho Silver Valley, ~9 miles from Americas' Galena complex.
  • Status: Past-producing underground mine (produced >25 million oz Ag between 1917-1981); fully permitted; 100% privately owned land.
  • Infrastructure: Includes New Jersey mill (440 tons/day capacity), corporate offices, shops, warehouses, access road, core shed, and permanent power.
  • Historical Resource (2015 Tetra Tech PEA):
    • Measured & Indicated: 3.8 million ounces (201,000 tons at 19.1 oz/t or 655 g/t).
    • Inferred: 19.1 million ounces (985,000 tons at 19.4 oz/t or 665 g/t).
  • Production Potential: Potential to add 1.4 to 1.6 million ounces of silver annually.
  • Metallurgy: Contains tetrahedrite ore (silver-copper-antimony), identical to material processed at Galena.
• Strategic Synergies & Operations:
  • Milling: Utilization of spare capacity at existing Galena and Coeur mills.
  • Mining Method: Combination of cut and fill and long-hole stoping.
  • Exploration: Aggressive five-year drill program ($3.5 million budget) planned to commence in 2026 to test untested veins (e.g., Alhambra, Grey Copper, Jackson) and faults (Cate and Sullivan).
  • Antimony Strategy: Adds domestic U.S. antimony supply to meet growing demand.
• Key Participants:
  • Eric Sprott (largest shareholder, ~20%) has committed to participate in the concurrent financing.
  • Financial Adviser: Cormark Securities Inc.
  • Legal Counsel: Bennett Jones LLP.

Notable Quotes

• Paul Andre Huet, Chairman and CEO: "The addition of the high-grade silver Crescent mine to Americas portfolio... is a very compelling and synergistic acquisition opportunity that immediately capitalizes on the spare milling capacity at our Galena and Coeur mills... The company believes that the acquisition provides a pathway to rapidly supplement the grade and volume of our feed to the Galena mill as early as mid-2026, which is expected to generate additional substantial near-term cash flow for our stakeholders..."
• Eric Sprott: "The addition of the Crescent mine... provides additional synergies only available through rational consolidation and is a transaction that leverages the strength of Paul's strong operating team in the Silver Valley. I look forward to continued growth as Americas Gold and Silver unlocks the significant value at both of these impressive neighboring mines."