Torex Gold Resources Inc. (TSX: TXG | OTCQX: TORXF) has entered a definitive all-share agreement to acquire Prime Mining Corp. (TSX: PRYM | OTCQX: PRMNF), gaining full ownership of Prime’s Los Reyes gold–silver project in Sinaloa, Mexico.
Under the terms, Prime Mining shareholders will receive 0.060 Torex common shares for each Prime share held, equivalent to approximately 10.5M shares and representing a 32.4% premium to Prime’s 30-day VWAP and an 18.5% premium to its closing price on July 25, 2025. Upon closing, Prime shareholders will own about 10.7% of Torex. The deal values Prime at approximately US$327M.
Los Reyes hosts approximately 1.5Moz of gold and 54Moz of silver in Indicated resources, plus 538,000oz of gold and 21.6Moz of silver in the Inferred category. The acquisition increases Torex’s measured and indicated gold resources by 32% to around 6.2Moz and boosts its inferred gold resources by 44% to about 1.8Moz, while significantly expanding silver exposure.
Torex CEO Jody Kuzenko described Los Reyes as a high-margin, long-life asset that aligns with Torex’s strategic focus in Mexico, where it has operated since 2010. The company intends to leverage its operational expertise and cash flow from the newly commissioned Media Luna mine to advance development with minimal dilution or financing risk.
Prime CEO Scott Hicks noted the transaction enables Prime shareholders to benefit from Torex’s established platform and growth outlook, while contributing a high-quality asset to a larger and more diversified gold producer.
The acquisition follows Torex’s recent transaction with Reyna Silver and reflects its strategy to build a broader Americas-focused precious metals portfolio. Los Reyes features multiple high-grade zones that remain open along strike and at depth, offering significant exploration upside.
The transaction is subject to Prime shareholder approval, expected in September, as well as court and regulatory approvals. Closing is anticipated in the second half of 2025, after which Prime shares will be delisted from the TSX.
To find out more, please visit www.primeminingcorp.ca
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