First Majestic Completes Acquisition of Gatos Silver
First Majestic Completes Acquisition of Gatos
Silver
Vancouver, British Columbia--(Newsfile Corp. - January 16, 2025) - First Majestic Silver Corp. (NYSE:
AG) (TSX: AG) (FSE: FMV) (the "Company" or "First Majestic") and Gatos Silver, Inc. (NYSE: GATO)
(TSX: GATO) ("Gatos Silver") are pleased to announce the completion of the acquisition of Gatos Silver
by First Majestic (the "Transaction") pursuant to the agreement and plan of merger (the "Merger
Agreement") previously announced in the joint news release of First Majestic and Gatos Silver dated
September 5, 2024
.
On Tuesday, January 14, 2025, both First Majestic and Gatos Silver announced that they received all
necessary shareholder approvals at the respective special meetings of each company's shareholders.
Approximately 98.44% of the votes cast at the special meeting of First Majestic's shareholders were
voted in favour and approximately 99.23% of the votes cast at the special meeting of Gatos Silver's
stockholders were voted in favour.
Under the terms of the Merger Agreement, First Majestic has acquired all of the issued and outstanding
shares of common stock of Gatos Silver ("Gatos Silver Shares") and Gatos Silver is now a wholly-owned
subsidiary of First Majestic. Stockholders of Gatos Silver will receive 2.55 First Majestic common shares
("First Majestic Shares") for each Gatos Silver Share held, and cash in lieu of fractional First Majestic
Shares (collectively, the "Merger Consideration").
"
With the closing of this transaction, First Majestic is integrating a high-quality, long-life and positive
free cash flow operation into our portfolio of producing mines in Mexico. Cerro Los Gatos is truly a
world-class district with robust production and cost profile combined with meaningful exploration
potential,"
said Keith Neumeyer, President & CEO. "
Over the coming quarters, we will continue to
communicate our plans for Cerro Los Gatos, which will include ways to realize synergies and
integration throughout the business. I would like to take this opportunity to personally welcome Gatos
Silver stockholders into First Majestic as we create the industry's leading intermediate primary silver
producer. Finally, I would like to welcome our joint venture partner Dowa Metals and Mining, whom we
look forward to working with closely at Cerro Los Gatos as a supportive and trusted partner."
With the Transaction now complete, the Gatos Silver Shares will cease trading and will be delisted from
the New York Stock Exchange and the Toronto Stock Exchange.
Gatos Silver stockholders who hold their Gatos Silver Shares beneficially (for example, in a brokerage
account or self-directed trading account), will not be required to take any specific actions to exchange
their Gatos Silver Shares for the Merger Consideration. Their Gatos Silver Shares will automatically be
exchanged for the Merger Consideration, and such stockholders will receive the Merger Consideration
to which they are entitled directly in their account(s) in the coming days.
Record holders of Gatos Silver Shares will be sent by mail a letter of transmittal and instructions for use
in effecting the surrender of the Gatos Silver Shares that they hold through one or more share certificates
or in book-entry form evidenced through a Direct Registration Account Statement in exchange for the
Merger Consideration.
On the surrender of such share certificates (or effective affidavits of loss in lieu of
a share certificate) or book-entry shares to the exchange agent, together with a duly completed and
validly executed letter of transmittal, or, in the case of book-entry shares, receipt of an "agent's
message" by the exchange agent, and such other documents as may customarily be required by the
exchange agent, the holder of such share certificates (or effective affidavits of loss in lieu of a share
certificate) or book-entry shares will be entitled to receive, in exchange, the Merger Consideration in
respect of their Gatos Silver Shares. A generic form of letter of transmittal has been filed under the
Company's profile on SEDAR+ and is available at
www.sedarplus.ca
.
2025 PRODUCTION AND COST GUIDANCE
The Company is planning to release its 2024 audited financial results, 2025 production and cost
guidance and host a conference call with management on February 20, 2025.
ABOUT THE COMPANY
First Majestic is a publicly traded mining company focused on silver and gold production in Mexico and
the United States. The Company presently owns and operates the San Dimas Silver/Gold Mine, the
Santa Elena Silver/Gold Mine, the La Encantada Silver Mine, and a 70% joint venture interest in the
Cerro Los Gatos Silver Mine as well as a portfolio of development and exploration assets, including the
Jerritt Canyon Gold project located in northeastern Nevada, U.S.A.
First Majestic is proud to offer a portion of its silver production for sale to the public. Bars, ingots, coins
and medallions are available for purchase online at
www.firstmint.com
, at some of the lowest premiums
available.
For further information, contact
, visit our website at
www.firstmajestic.com
or call
our toll free number 1.866.529.2807.
FIRST MAJESTIC SILVER CORP.
"signed"
Keith Neumeyer, President & CEO
Cautionary Note Regarding Forward Looking Statements
This news release contains "forward-looking information" and "forward-looking statements" under
applicable Canadian and U.S. securities laws (collectively, "forward-looking statements"). These
statements relate to future events or the Company's future performance, business prospects or
opportunities that are based on forecasts of future results, estimates of amounts not yet determinable
and assumptions of management made in light of management's experience and perception of historical
trends, current conditions and expected future developments. Forward-looking statements in this news
release include, but are not limited to, statements with respect to: receipt of the Merger Consideration by
Gatos Silver stockholders; delisting of the Gatos Silver Shares; the Company's plans for the Cerro Los
Gatos Silver Mine and communication thereof; and timing for the release of the Company's 2024 audited
financial results and production and cost guidance. Assumptions may prove to be incorrect and actual
results may differ materially from those anticipated. Consequently, guidance cannot be guaranteed. As
such, investors are cautioned not to place undue reliance upon guidance and forward-looking statements
as there can be no assurance that the plans, assumptions or expectations upon which they are placed
will occur. All statements other than statements of historical fact may be forward-looking statements.
Statements concerning proven and probable mineral reserves and mineral resource estimates may also
be deemed to constitute forward-looking statements to the extent that they involve estimates of the
mineralization that will be encountered as and if the property is developed, and in the case of measured
and indicated mineral resources or proven and probable mineral reserves, such statements reflect the
conclusion based on certain assumptions that the mineral deposit can be economically exploited. Any
statements that express or involve discussions with respect to predictions, expectations, beliefs, plans,
projections, objectives or future events or performance (often, but not always, using words or phrases
such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "predict",
"forecast", "potential", "target", "intend", "could", "might", "should", "believe" and similar expressions)
are not statements of historical fact and may be "forward-looking statements".
Actual results may vary from forward-looking statements. Forward-looking statements are subject to
known and unknown risks, uncertainties and other factors that may cause actual results to materially
differ from those expressed or implied by such forward-looking statements, including but not limited to:
the duration and effects of the coronavirus and COVID-19, and any other pandemics on our operations
and workforce, and the effects on global economies and society; general economic conditions including
inflation risks; actual results of exploration activities; conclusions of economic evaluations; changes in
project parameters as plans continue to be refined; commodity prices; variations in ore reserves, grade
or recovery rates; actual performance of plant, equipment or processes relative to specifications and
expectations; accidents; labour relations; relations with local communities; changes in national or local
governments; changes in applicable legislation or application thereof; delays in obtaining approvals or
financing or in the completion of development or construction activities; exchange rate fluctuations;
requirements for additional capital; government regulation; environmental risks; reclamation expenses;
outcomes of pending litigation; limitations on insurance coverage as well as those factors discussed in
the section entitled "Description of the Business - Risk Factors" in the Company's most recent Annual
Information Form for the year ended December 31, 2023 filed with the Canadian securities regulatory
authorities under the Company's SEDAR+ profile at
www.sedarplus.ca
, and in the Company's Annual
Report on Form 40-F for the year ended December 31, 2023 filed with the United States Securities and
Exchange Commission on EDGAR at
www.sec.gov/edgar
. Although First Majestic has attempted to
identify important factors that could cause actual results to differ materially from those contained in
forward-looking statements, there may be other factors that cause results not to be as anticipated,
estimated or intended.
The Company believes that the expectations reflected in these forward-looking statements are
reasonable, but no assurance can be given that these expectations will prove to be correct and such
forward-looking statements included herein should not be unduly relied upon. These statements speak
only as of the date hereof. The Company does not intend, and does not assume any obligation, to
update these forward-looking statements, except as required by applicable laws.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/237407