Coeur announces acquisition of New Gold to create a new, all North American senior precious metals producer

Coeur Mining, Inc. announced that is has signed a deal to buy New Gold Inc. and its two gold mines in Canada in an all-stock deal valued at about US$7 billion.

New Gold shareholders will receive 0.4959 shares of Coeur common stock for each New Gold common share. The Exchange Ratio implies consideration of $8.51 per New Gold common share, based on the closing price of Coeur shares of common stock on the New York Stock Exchange. This represents a 16 percent premium to the Oct. 31, 2025 closing price of New Gold on the NYSE American. In the aggregate, this implies a total equity value of approximately $7 billion based on New Gold’s common shares outstanding and a pro forma combined equity market capitalization of approximately $20 billion.

The agreement will create a leading all North American based precious metals producer with an approximately $20 billion market capitalization. It brings together seven high-quality operations producing approximately 1.25 million gold equivalent ounces in 2026, including 20 million ounces of silver and 900,000 ounces of gold. More than 80 percent of its revenue will be generated from the U.S. and Canada, and sector-leading free cash flow.

The combined company is expected to generate approximately $3 billion of EBITDA and approximately $2 billion of free cash flow in 2026 at significantly lower overall costs and higher margins, representing a material increase to Coeur’s expected 2025 full-year EBITDA and free cash flow of approximately $1 billion and $550 million, respectively.

This strong free cash flow profile is expected to lead to a net cash position at closing and a rapidly growing cash balance, creating a clear path to a potential investment-grade credit rating and to higher levels of stockholder returns.

This strong financial position is expected to accelerate investment in multiple high-return organic growth opportunities including New Afton’s K-Zone, brownfield exploration at Rainy River and across all of Coeur’s portfolio in the U.S., Mexico, and Canada.

The transaction is accretive on all of Coeur’s key per share metrics, including net asset value, operating cash flow, and free cash flow, positioning the combined company for a potential share price re-rating.

The combined company will be among the top 10 largest precious metals companies and top five largest silver producers globally, with silver representing 30 percent of total metals reserves. This enhanced scale is expected to provide investors with significantly enhanced daily trading liquidity of over $380 million with the potential for inclusion in key major U.S. indexes.

Upon closing, several members of the New Gold management team are expected to join Coeur to create a stronger and more resilient organization. Additionally, current New Gold President, Chief Executive Officer and Director, Patrick Godin, and one other current New Gold Director will join Coeur’s board of directors upon closing of the Transaction.

“This transaction provides clear and compelling benefits for New Gold and Coeur shareholders by bringing together two companies with similar cultures to create a stronger, more resilient, and larger scale precious metals mining company,” said Mitchell J. Krebs, Coeur’s Chairman, President and Chief Executive Officer. “Both companies are in the early stages of generating significant cash flow after several years of heavy investment. We believe this is an extraordinary opportunity to create an unrivaled North American-only, mining powerhouse at just the right time.

“With the addition of New Gold’s two Canadian operations to our five current operating mines we expect to generate approximately $3 billion of EBITDA and approximately $2 billion of free cash flow in 2026 at significantly lower overall costs and higher margins. Just two years ago, Coeur’s full-year EBITDA totaled $142 million and its free cash flow was ($297) million. Even comparing to our expected approximate $1 billion of EBITDA and $550 million of free cash flow in 2025 highlights the extent to which this transaction helps accelerate Coeur’s ongoing repositioning as a larger, more resilient, lower cost, and lower risk company.

“We also look forward to creating a deep and talented combined team that can deliver the benefits of this combination to our stockholders with the addition of several members of the New Gold management team and by having Pat join our Board of Directors along with one other existing New Gold director.”

Patrick Godin, President, Chief Executive Officer and Director of New Gold said, “Today is a monumental day for New Gold and the culmination of diligent focus by the team on operational and development work that has transformed New Gold into the financially strong and significant free cash flow generating company it is today. A combination with Coeur unlocks the next level of potential for our shareholders, uniting with a company of similar financial strength and cash flow generation while also gaining exposure to a larger scale, diversified portfolio with new long-life assets and immense exploration potential. Together, we will be a cash flow powerhouse, leaping above larger peers, with significant exploration upside and the potential to significantly extend mine life and grow net asset value per share.

“The combination will provide New Gold shareholders with value from combined operational synergies including rapidly unlocking the potential of K-Zone at New Afton and the exploration potential of Rainy River while also diversifying our asset base by adding five high quality precious metals operations with significant upside. I strongly believe in the potential of the pro forma company, which is why I am keen to join the Board, as we embark on the next stage in the evolution of both companies as a new, all North American senior precious metals company, one that is unique in our industry.”