Arizona Gold & Silver Announces $12 million CAD Strategic Investment by Evolution Mining

Arizona Gold & Silver Inc. announced on August 4, 2026, a C$12 million non-brokered private placement with Evolution Mining Gold Operations Ltd., a wholly owned subsidiary of Evolution Mining Limited (ASX: EVN), one of Australia’s largest gold producers. The placement consists of 15,056,004 units priced at C$0.80 per unit. Each unit comprises one common share and one-half of one common share purchase warrant. Each whole warrant is exercisable at C$1.00 for three years.

Following the transaction, Evolution will hold approximately 9.9% of the company on a non-diluted basis. The agreement includes an Investor Rights Agreement granting Evolution a board nomination right (or observer), a technical committee advisory role, and participation rights to maintain its pro rata interest, including top-up rights in dilutive events. Additionally, Evolution holds a first right of refusal over any sale of a 10% or greater interest in the Philadelphia Project.

At least 90% of the proceeds, totaling C$10.8 million, are earmarked to accelerate exploration at the Philadelphia Gold-Silver Project. This funding will specifically target the high-grade Perry Zone, the Arabian Fault corridor, the Red Hills area, and hyperspectral anomalies. No finder’s fees were paid in connection with the transaction. The deal is subject to TSX Venture Exchange approval and a customary four-month hold.

Evolution Mining, a multi-billion-dollar gold producer with deep operational and technical expertise, has taken a near-10% strategic stake in Arizona Gold & Silver Inc. (AZS). The investment was made at a price representing a ~70% premium to the last closing price of C$0.47, providing third-party validation of the Philadelphia Project’s district-scale potential.

The board nomination and first right of refusal over a 10%+ project sale suggest Evolution views Philadelphia as a potential future acquisition target or a cornerstone asset. This arrangement creates a takeover backstop and limits the company’s ability to sell a controlling interest to another party without Evolution’s consent. Unlike the Sorbie structure, which involved a sharing agreement and trust mechanism, Evolution’s investment is a straightforward strategic placement with no complex settlement features, signaling a long-term industrial commitment.

The investment follows the C$18M Sorbie placement, which closed in June 2026 at the same C$0.80 unit price. Combined, the company has raised C$30M in a matter of months, ensuring it is fully funded for multiple years of aggressive drilling. The repeated C$0.80 floor price sets a new valuation anchor well above recent depressed trading levels.

Arizona Gold & Silver Inc. (AZS) is a junior exploration company listed on the TSX Venture Exchange and the OTCQB market under the ticker AZASF. Its primary asset is the 100%-owned Philadelphia Gold-Silver Project, located in the historic Oatman Mining District in Arizona. This epithermal vein and bulk-tonnage system has historically produced approximately 2.5 million ounces of gold. The company also holds the Silverton gold-antimony project in Nevada, which features high-grade antimony veins and a deeper Carlin-type target, as well as the early-stage Sycamore Canyon property in Arizona.

The Philadelphia Project contains the Perry Zone, a high-grade, vertically continuous hydrothermal system that is open in all directions. Recent drilling has intersected significant widths and grades, including 60.37m @ 4.36 g/t Au and 20.43m @ 9.04 g/t Au. The company believes it is drilling near the top of the boiling zone, with potential for higher grades at depth and over a multi-kilometer strike length.