First Majestic Announces Shareholder Approval in Connection with Gatos Silver Acquisition
Rhea-AI Summary
First Majestic Silver (NYSE: AG) has received shareholder approval for its acquisition of Gatos Silver (NYSE: GATO). The transaction was approved by approximately 98.44% of First Majestic shareholders, who voted in favor of issuing up to 190,000,000 First Majestic common shares. Additionally, about 71.3% of Gatos Silver stockholders approved the merger agreement.
Under the terms of the transaction, Gatos Silver stockholders will receive 2.55 First Majestic shares for each Gatos Silver share held, with fractional shares to be paid in cash. The transaction is expected to close before market open on January 16, 2025, subject to remaining customary closing conditions.
Positive
- 98.44% shareholder approval rate indicates strong support for the acquisition
- Strategic expansion through acquisition of Gatos Silver's assets
Negative
- Significant share dilution with issuance of up to 190 million new shares
- Cash requirement for fractional share payments
Insights
This merger approval marks a pivotal expansion for First Majestic, significantly strengthening its silver mining portfolio. The 2.55:1 share exchange ratio and overwhelming shareholder approval (98.44% First Majestic, 71.3% Gatos Silver) indicate strong confidence in the deal's strategic value. The transaction structure, involving up to 190 million new First Majestic shares, represents a substantial dilution but is strategically justified by the acquisition's potential synergies.
Upon completion, this merger will create a more robust silver mining entity, combining First Majestic's operational expertise with Gatos Silver's Mexican assets, particularly the Cerro Los Gatos mine. The strong approval margins suggest shareholders recognize the potential for operational synergies and enhanced market presence. The cash settlement for fractional shares demonstrates thoughtful consideration for retail investors.
The acquisition strategically positions First Majestic to expand its Mexican silver operations, where it already has significant expertise. Gatos Silver's flagship Cerro Los Gatos mine in Chihuahua, Mexico, is a high-grade silver-zinc-lead deposit that will immediately enhance First Majestic's production profile. The consolidation strengthens First Majestic's position as a premier silver producer, potentially allowing for operational optimizations and cost reductions through shared infrastructure and expertise.
The timing of this acquisition is particularly strategic given the current silver market dynamics and the potential for precious metals appreciation in the current economic climate. The transaction's structure through share exchange rather than cash preserves capital for operational improvements and expansion initiatives.
Vancouver, British Columbia--(Newsfile Corp. - January 14, 2025) - First Majestic Silver Corp. (NYSE: AG) (TSX: AG) (FSE: FMV) (the "Company" or "First Majestic") is pleased to announce that, in connection with the Company's acquisition of Gatos Silver, Inc. (NYSE: GATO) (TSX: GATO) ("Gatos Silver"), the Company's shareholders have approved the issuance of up to 190,000,000 First Majestic common shares ("First Majestic Shares") to holders of shares of common stock of Gatos Silver ("Gatos Silver Shares") in exchange for the acquisition by the Company of all of the outstanding shares of Gatos Silver (the "Transaction"). Approximately
In addition, Gatos Silver's stockholders approved the merger agreement between First Majestic and Gatos Silver (the "Merger Resolution") at a special meeting of Gatos Silver stockholders that was held earlier today, with approximately
Closing of the Transaction is expected to occur prior to market open on January 16, 2025, subject to the satisfaction or waiver of the remaining customary closing conditions.
ABOUT FIRST MAJESTIC
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, and the La Encantada 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 own and operate its own minting facility, First Mint, LLC, and 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.
On September 5, 2024, First Majestic and Gatos Silver announced that they had entered into a definitive merger agreement pursuant to which First Majestic will acquire all of the issued and outstanding shares of Gatos Silver common stock. More information relating to the Transaction can be found on the Company's website, www.firstmajestic.com.
Cautionary Note Regarding Forward-Looking Statements
This news release contains "forward‐looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbor created by such sections and other applicable laws and "forward-looking information" under applicable Canadian securities laws (collectively, "forward‐looking statements"). These statements relate to future events or the future performance, business prospects or opportunities of First Majestic that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management of First Majestic made in good faith 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 closing of the Transaction and timing related thereto. 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.
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 satisfaction or waiver of all remaining applicable closing conditions for the Transaction on a timely basis or at all including, without limitation, the lack of material changes with respect to First Majestic and Gatos Silver and their respective businesses, as well as additional factors discussed in the section entitled "Description of the Business ‐ Risk Factors" in First Majestic's most recently filed Annual Information Form, available under its profile on SEDAR+ at www.sedarplus.ca, and as an exhibit to its most recently filed Form 40‐F available on EDGAR at www.sec.gov/edgar or on First Majestic's website. 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.
First Majestic 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. First Majestic does not intend, and does not assume any obligation, to update these forward-looking statements or forward-looking information, except as required by applicable laws.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/237184
FAQ
What is the exchange ratio for First Majestic's acquisition of Gatos Silver?
When is the First Majestic (AG) and Gatos Silver merger expected to close?
How many First Majestic shares will be issued for the Gatos Silver acquisition?
What percentage of First Majestic shareholders approved the Gatos Silver acquisition?
What percentage of Gatos Silver stockholders approved the merger with First Majestic (AG)?
