i-80 Gold Closes Upsized US$287.5 Million Offering of Convertible Senior Notes

i-80 Gold (NYSE American: IAUX) closed an upsized offering of 3.75% convertible senior notes due 2031 for an aggregate principal amount of US$287.5 million, including the full exercise of a US$37.5 million option.

Rhea-AI Impact

(High)

Rhea-AI Sentiment

(Neutral)

Rhea-AI Summary

i-80 Gold (NYSE American: IAUX) closed an upsized offering of 3.75% convertible senior notes due 2031 for an aggregate principal amount of US$287.5 million, including the full exercise of a US$37.5 million option.

The initial conversion rate is 519.4805 shares per US$1,000 (≈US$1.93 per share). Proceeds are intended to fund development across five gold projects, refurbish the Lone Tree processing plant, support resource expansion and infill drilling, and provide general corporate and working capital. The Notes and underlying shares are unregistered in the U.S. and Canada and were offered to qualified institutional buyers under Rule 144A.

Positive

Capital raised of US$287.5 million to fund project development
Dedicated uses: Lone Tree refurbishment and resource drilling funding
Upsize exercised fully, indicating strong institutional demand

Negative

Potential dilution of approximately 149.35 million shares if Notes fully converted
Unsecured Notes add senior unsecured debt maturing in 2031
Notes and shares unregistered in U.S. and Canada, limiting resale liquidity

Argus Mar 23 session

+3.15% close to close Open Argus

Details

News Market Reaction – IAUX

In the Mar 23 session, IAUX gained 3.15%, reflecting a moderate positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement finalizes a major financing step, closing US$287.5M of 3.75% unsecured convertible...

Analysis

This announcement finalizes a major financing step, closing US$287.5M of 3.75% unsecured convertible senior notes due 2031 with an initial conversion price of US$1.93 per share. Proceeds are earmarked for five gold projects, Lone Tree plant refurbishment, and drilling, consistent with the broader recapitalization and growth plan. Historically, similar offerings have averaged -6.02% one-day moves, so investors may watch how this additional convertible layer interacts with existing financings and future capital needs.

Key Figures

Convertible notes size: US$287.5M Base offering: US$250M Overallotment option: US$37.5M +4 more

Convertible notes size: US$287.5M; Aggregate principal amount of 3.75% unsecured convertible senior notes due 2031
Base offering: US$250M; Upsized base portion of the convertible notes Offering
Overallotment option: US$37.5M; Initial purchasers’ option exercised in full
Coupon rate: 3.75%; Cash interest on unsecured convertible senior notes
Maturity year: 2031; Due date of the convertible senior notes
Conversion rate: 519.4805 shares per US$1,000; Initial conversion rate for the notes into common shares
Conversion price: US$1.93 per share; Initial conversion price implied by the conversion rate

Previous Offering Reports

5 past events · Latest: Mar 19

Same Type 5 events

Mar 19
Convertible notes pricing

24h Move

-5.7%

Priced upsized US$250M 3.75% convertible senior notes due 2031.
May 16
Equity offering close

24h Move

+0.2%

Closed US$172.88M bought deal plus planned US$11.12M private placement.
May 09
Equity upsizing

24h Move

-10.2%

Upsized bought deal to 320M units at US$0.50 for US$160M proceeds.
May 09
Bought deal announced

24h Move

-10.2%

Announced US$135M bought deal with 15% over-allotment option.
Jan 27
Prospectus supplement

24h Move

-4.2%

Filed prospectus supplement for upsized US$20M common share offering.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

convertible senior notes, unsecured, qualified institutional buyers, Rule 144A, +1 more

5 terms

convertible senior notes financial

"offering of 3.75% unsecured convertible senior notes due 2031 (the "Notes")"

Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.

unsecured financial

"offering of 3.75% unsecured convertible senior notes due 2031"

Unsecured describes a loan, bond, or claim that is not backed by specific assets or collateral; if the borrower fails to pay, creditors must rely on the borrower’s general promise rather than seizing a pledged asset. For investors this usually means higher risk and potentially higher yield, because unsecured holders stand behind secured creditors in repayment priority—think of lending money to someone without a pledged item to repossess if they don’t pay.

qualified institutional buyers regulatory

"The Notes were offered only to "qualified institutional buyers" (as defined in Rule 144A"

Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.

Rule 144A regulatory

"qualified institutional buyers" (as defined in Rule 144A under the Securities Act)"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

prospectus regulatory

"or qualified by a prospectus in Canada. The Notes and the Shares may not be offered"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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03/23/2026 - 11:40 AM

TORONTO, March 23, 2026 /PRNewswire/ - i-80 GOLD CORP. (TSX: IAU) (NYSE American: IAUX) ("i-80 Gold" or the "Company") is pleased to announce the closing of its previously announced offering (the "Offering") of 3.75% unsecured convertible senior notes due 2031 (the "Notes") for an aggregate principal amount of US$287.5 million, which includes the upsized Offering of US$250 million and the exercise in full of the US$37.5 million option granted to the initial purchasers of the Notes. The initial conversion rate for the Notes is 519.4805 common shares of the Company (the "Shares") per US$1,000 principal amount of Notes, equivalent to an initial conversion price of approximately US$1.93 per Share.

i-80 Gold intends to use the net proceeds from this Offering to advance the Company's five gold projects through various stages of development, refurbish the Lone Tree processing plant, and fund resource expansion and infill drilling, as well as for general corporate and working capital purposes.

The Notes and the Shares issuable upon the conversion thereof have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), registered under any state securities laws, or qualified by a prospectus in Canada. The Notes and the Shares may not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from registration under the Securities Act. The Notes were offered only to "qualified institutional buyers" (as defined in Rule 144A under the Securities Act). The Notes may not be offered or sold in Canada except pursuant to exemptions from the prospectus requirements of applicable Canadian provincial and territorial securities laws.

This news release is neither an offer to sell nor the solicitation of an offer to buy the Notes or the Shares issuable upon the conversion thereof, and shall not constitute an offer to sell or solicitation of an offer to buy, or a sale of, the Notes or the Shares issuable upon the conversion thereof in any jurisdiction in which such offer, solicitation or sale is unlawful.

About i-80 Gold Corp.

i-80 Gold Corp. is a Nevada-focused mining company committed to building a mid-tier gold producer through a new development plan to advance its high-quality asset portfolio. The Company is the fifth largest gold mineral resource holder in the state with a pipeline of high-grade multi-stage projects strategically located in Nevada's most prolific gold-producing trends. Leveraging its central processing facility following an anticipated refurbishment, i-80 Gold is executing a hub-and-spoke regional mining and processing strategy to maximize efficiency and growth. i-80 Gold's shares are listed on the Toronto Stock Exchange (TSX: IAU) and the NYSE American (NYSE: IAUX).

Cautionary Statement Regarding Forward-Looking Information

Certain information set forth in this press release, including but not limited to statements regarding the proposed use of proceeds of the Offering, constitutes forward looking statements or forward-looking information within the meaning of applicable securities laws.

All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "continues", "forecasts", "projects", "predicts", "intends", "anticipates" or "believes", or variations of, or the negatives of, such words and phrases, or state that certain actions, events or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved. Readers are cautioned that the assumptions used in the preparation of information, although considered reasonable at the time of preparation, may prove to be inaccurate and, as such, reliance should not be placed on forward looking statements.

The Company's actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits, if any, that the Company will derive therefrom. By their nature, forward looking statements are subject to numerous risks and uncertainties, some of which are beyond the Company's control, including general economic and industry conditions, risks associated with the refurbishment of the Lone Tree Plant and advancement of the Company's projects, as well as those factors discussed under the heading "Risks Factors" in the Form 10-K for the fiscal year ended December 31, 2025, which is available on EDGAR at www.sec.gov/edgar and SEDAR+ at www.sedarplus.ca. Readers are encouraged to carefully review these risk factors as well as the Company's other filings with the U.S. Securities and Exchange Commission and the Canadian Securities Administrators. All forward-looking statements contained in this press release speak only as of the date of this press release or as of the dates specified in such statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise except as required by applicable law.

Additional information relating to i-80 Gold can be found on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov/edgar.

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SOURCE i-80 Gold Corp

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did i-80 Gold (IAUX) announce on March 23, 2026 about convertible notes?

i-80 Gold announced closing an upsized offering of US$287.5 million in 3.75% convertible senior notes due 2031. According to the company, the offering includes a full US$37.5 million option exercise and targets development and capital needs for five projects.

What is the conversion price and rate for IAUX's March 2026 convertible notes?

The initial conversion rate is 519.4805 shares per US$1,000, roughly US$1.93 per share. According to the company, that is the conversion basis for shares issuable on conversion of the Notes.

How does the US$287.5 million IAUX offering affect funding for Lone Tree and projects?

The proceeds are intended to advance five gold projects and refurbish the Lone Tree plant. According to the company, funds will also support resource expansion, infill drilling, and general corporate working capital needs.

What is the maturity and interest rate of IAUX's new convertible notes dated March 23, 2026?

The Notes carry a 3.75% coupon and mature in 2031. According to the company, the securities are unsecured convertible senior notes with a five-year maturity horizon to 2031.

What is the resale status of the IAUX Notes and underlying shares in the U.S. and Canada?

The Notes and underlying shares are not registered in the U.S. or Canada and may not be freely resold. According to the company, sales are limited to qualified institutional buyers under Rule 144A and applicable exemptions.

How much dilution could IAUX shareholders face if all Notes convert after the March 2026 offering?

If fully converted, the Notes could issue roughly 149.35 million shares based on the stated conversion rate. According to the company, that figure derives from the US$287.5 million principal and the initial conversion rate.

i-80 Gold Closes Upsized US$287.5 Million Offering of Convertible Senior Notes