Americas Gold and Silver Announces Transformational US$100 Million Debt Financing and Secures Multi-Metal Offtake Agreement for Galena Concentrates
TORONTO, ONTARIO – June 3, 2025 – Americas Gold and Silver Corpora�on (TSX: USA) (NYSE American: USAS) (“Americas” or the “Company”), a growing North American precious metals producer, is pleased to announce that it has arranged a US$100 million of senior secured debt facility ("Term Loan Facility”) to be provided by a third party to be used primarily to fund growth and development capital spending at the Galena Complex. The US$100 million Term Loan Facility consists of three tranches: a term loan with proceeds of US$50 million that will be advanced at closing, and two addi�onal tranches of US$25 million.
Americas is also pleased to announce it has entered into an o�ake agreement (the “O�ake Agreement”) with Ocean Partners USA Inc. (“Ocean Partners”) for treatment of up to 100% of the concentrates from the Company’s Galena Complex at Teck Resources Limited’s (“Teck”) Trail Opera�ons in Trail Bri�sh Columbia, one of the world’s largest fully-integrated zinc, lead and cri�cal metals complexes. As a condi�on to closing the Term Loan Facility and in conjunc�on with the O�ake Agreement, Ocean Partners will subscribe for 16.8 million common shares in the Company at C$0.95 per common share, represen�ng a premium of approximately 14% to the USA 20-day VWAP for gross proceeds of US$11.5 million (the “Private Placement”).
Paul Andre Huet, Chairman and CEO, commented: “Today’s announcement represents a major milestone for Americas Gold and Silver shareholders. The culmina�on of months of work, the $100 million in nondilu�ve debt financing will allow us to both aggressively pursue our capital development spending at the Galena Complex and further strengthen our balance sheet. The debt financing is cri�cal to our major growth plans at Galena which include the reintroduc�on of Long Hole Stoping and associated underground development, con�nued major equipment purchases and upgrades to the No. 3 sha�. The projects to be executed are driven by the results of our materials handling trade off studies completed over the course of the year to date, all focused on boos�ng produc�vity underground and efficiency in our hois�ng schedules. Alongside our lender, we carefully structured the Term Loan Facility into three tranches to match the pace of our capital plans over the growth period.
Regarding our future o�ake strategy, I am very pleased to have closed a strong agreement at very compe��ve terms with Ocean Partners for treatment of up to 100% the precious and base metals concentrate produced from our Galena Complex at Teck’s Trail Opera�ons. The Agreement reinforces a robust strategic rela�onship to recover a wide variety of metals from the polymetallic concentrates produced at our opera�ons at a world class facility in close geographic proximity to our opera�ons. Guaranteeing processing capacity at a nearby smelter is cri�cal as the Company executes its plans to significantly increase silver and by-product metal produc�on over the next several years.
We are also very encouraged that as part of the Agreement, Ocean Partners have elected to sa�sfy the Term Loan Facility pre-financing condi�on via an US$11.5 million equity investment into Americas at a significant 14% premium to our share price. This investment by Ocean Partners is a testament to their confidence in our growth ini�a�ves and further aligns us in our overarching corporate objec�ve of building shareholder value. The proceeds of the equity investment will be used immediately to con�nue the strong momentum of our impac�ul work underway at Galena.
Overall, our growth strategy is firmly on track with a robust balance sheet and available cash to underpin the capital investment required to unlock the full poten�al of the Galena Complex. Our first 150 days at the helm of Americas has iden�fied some quick wins and is delivering several outstanding produc�vity improvements already - we look forward to con�nuing this momentum with the investment made by Ocean Partners and the Term Loan provided by the third party.”
Brent Omland, CEO of Ocean Partners commented: “We are very pleased to con�nue our strong partnership with Americas and Teck’s Trail Opera�ons and to facilitate the delivery of Galena Complex concentrates to what we view as the op�mal receiver. We are extremely impressed by the focus and diligence of Paul and his Americas team and we are very excited to par�cipate in the value crea�on from the expansion and op�miza�on of opera�ons at the Galena Complex over the coming months and years.”
Ian Anderson, Chief Commercial Officer of Teck commented: “This arrangement will help strengthen North America’s cri�cal minerals supply chain by securing high-quality ore concentrate feed for Teck’s Trail Opera�ons from Idaho’s Silver Valley”.
Term Loan Facility
The Term Loan Facility consists of:
- A term loan with proceeds of US$50 million to be advanced at closing. The loan will be subject to an interest rate of SOFR (4% floor) plus 6% and will mature 60 months following the closing date. Principal will amor�ze over the term of the loan, with principal repayments commencing one year a�er the closing date and payable quarterly therea�er.
- Two addi�onal US$25 million tranches that will be available to AGS upon the achievement of certain condi�ons precedent. The first such tranche will be subject to an interest rate of SOFR (4% floor) plus 6% a�er funding. The second tranche will be subject to an interest rate of SOFR (4% floor) plus 4% a�er funding. Principal will amor�ze over the term of the loan with principal repayments commencing one year a�er the closing date and payable quarterly therea�er.
The lender will hold senior security over all the Company’s assets and undertakings other than those rela�ng to Americas Cosalá Opera�ons located in Sinaloa, Mexico and its Relief Canyon Project located in Nevada USA, which are secured in priority to the lender by Trafigura and Sandstorm, respec�vely for the dura�on of those agreements. The Term Loan Facility is subject to an agreed OID and other fees that are customary for a facility of this nature.
Closing of the transac�on is subject to customary condi�ons precedent, with funding of the US$50 million of term loan proceeds expected to occur during the month of June.
Private Placement
As part of the Agreement, Ocean Partners has agreed to acquire 16.8 million common shares of Americas at a price of C$0.95 per share on a non-brokered private placement (the “Private Placement”) basis for a total considera�on of US$11.5 million (C$15.8 million). The Private Placement is expected to close on or about June 4, 2025 and is subject to applicable regulatory approvals, including approvals from the Toronto Stock Exchange and NYSE American Exchange.
About Americas Gold and Silver Corpora�on
Americas Gold and Silver is a growing precious metals mining company with mul�ple assets in North America. The Company owns and operates the Cosalá Opera�ons in Sinaloa, Mexico. In December 2024, the Company acquired 100% ownership in the Galena Complex (located in Idaho, USA) in a transac�on with Spro� and a Paul Huet-led management team, further strengthening its posi�on as a leading silver producer. Spro� is now the largest shareholder in the company, holding a ~20% interest. With these strategically posi�oned assets, Americas Gold and Silver is focused on becoming one of the top North American silver-focused producers with an objec�ve of over 80% of its revenue generated from silver by the end of 2025.
For further informa�on, please contact:
Maxim Kouxenko - Manager, Investor Rela�ons
M: 647-888-6458 E: [email protected] W: americas-gold.com
Cau�onary Statement on Forward-Looking Informa�on:
This news release contains “forward-looking informa�on” within the meaning of applicable securi�es laws. Forward-looking informa�on includes, but is not limited to, Americas’ expecta�ons, inten�ons, plans, assump�ons, and beliefs with respect to, among other things, the poten�al to complete any or all of the applicable financings referenced in this release in the manner described including the Term Loan Facility on its terms, and are subject to the risks and uncertain�es outlined below. O�en, but not always, forwardlooking informa�on can be iden�fied by forward-looking words such as “an�cipate,” “believe,” “expect,” “goal,” “plan,” “intend,” “poten�al,” “es�mate,” “may,” “assume,” and “will” or similar words sugges�ng future outcomes, or other expecta�ons, beliefs, plans, objec�ves, assump�ons, inten�ons, or statements about future events or performance. Forward-looking informa�on is based on the opinions and es�mates of Americas as of the date such informa�on is provided and is subject to known and unknown risks, uncertain�es, and other factors that may cause the actual results, level of ac�vity, performance, or achievements of Americas to be materially different from those expressed or implied by such forwardlooking informa�on. These risks and uncertain�es include, but are not limited to: interpreta�ons or reinterpreta�ons of geologic informa�on; unfavorable explora�on results; inability to obtain permits required for future explora�on, development, or produc�on; general economic condi�ons and condi�ons affec�ng the mining industry; the uncertainty of regulatory requirements and approvals; poten�al li�ga�on; fluctua�ng mineral and commodity prices; the ability to obtain necessary future financing on acceptable terms or at all; risks associated with the mining industry generally, such as economic factors (including future commodity prices, currency fluctua�ons, and energy prices), ground condi�ons, failure of plant, equipment, processes, and transporta�on services to operate as an�cipated, environmental risks, government regula�on, actual results of current explora�on and produc�on ac�vi�es, possible varia�ons in grade or recovery rates, permi�ng �melines, capital expenditures, reclama�on ac�vi�es, labor rela�ons; and risks related to changing global economic condi�ons and market vola�lity. Although the Company has a�empted to iden�fy important factors that could cause actual results to differ materially from those contained in forward-looking informa�on, there may be other factors that cause results not to be as an�cipated, es�mated, or intended. Readers are cau�oned not to place undue reliance on such informa�on. Addi�onal informa�on regarding the factors that may cause actual results to differ materially from this forward-looking informa�on is available in Americas’ filings with the Canadian Securi�es Administrators on SEDAR+ and with the SEC. Americas does not undertake any obliga�on to update publicly or otherwise revise any forward-looking informa�on whether as a result of new informa�on, future events, or other such factors which affect this informa�on, except as required by law. Americas does not give any assurance (1) that Americas will achieve its expecta�ons, or (2) concerning the result or �ming thereof. All subsequent wri�en and oral forward-looking informa�on concerning Americas are expressly qualified in their en�rety by the cau�onary statements above.