Coeur Mining to Acquire New Gold in $7B Deal, Creating Major North American Precious Metals Producer

Author: Benzinga Newsdesk | November 03, 2025 06:34am

Coeur Mining, Inc. ("Coeur") (NYSE:CDE) and New Gold Inc. ("New Gold") (TSX:NGD, NYSE:NGD) today announced that they have entered into a definitive agreement (the "Arrangement Agreement") whereby a wholly-owned subsidiary of Coeur will acquire all of the issued and outstanding shares of New Gold, pursuant to a court-approved plan of arrangement (the "Transaction").

Under the terms of the Arrangement Agreement, New Gold shareholders will receive 0.4959 shares of Coeur common stock for each New Gold common share (the "Exchange Ratio"). 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 ("NYSE") on October 31, 2025. This represents a 16% premium to the October 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. Upon completion of the Transaction, existing Coeur stockholders and New Gold shareholders will own approximately 62% and 38% of the outstanding common stock of the combined company, respectively.

Transaction Highlights and Strategic Rationale

• Creates a Leading, All North American-Based Precious Metals Producer – The combined company creates a new, 100% North American senior mining company with an approximately $20 billion market capitalization; 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; over 80% of its revenue generated from the U.S. and Canada, and sector-leading free cash flow.
• Significant and Immediate Addition to Coeur's EBITDA and Free Cash Flow – The combined company is expected to generate approximately $3.0 billion of EBITDA and approximately $2.0 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.
• Best in Class Financial Position – 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.
• Robust, Fully-Funded Growth Pipeline – 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.
• Highly Accretive Transaction – 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.
• Enhanced Sector and Capital Market Profile – The combined company will be among the top 10 largest precious metals companies and top 5 largest silver producers globally, with silver representing 30% 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.
• Bolstered Combined Management Team Along with Key Board Additions – 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.

Posted In: CDE NGD TSX:NGD