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Americas Gold and Silver Announces Agreement with Affiliate of Royal Gold to Settle Fixed Gold Delivery Obligation

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Americas Gold and Silver (NYSE American: USAS) agreed with International Royalty Corporation, an affiliate of Royal Gold, to settle its remaining obligation to deliver 8,861 oz of gold due from June 2026 to December 2027.

The obligation will be settled through immediate delivery of 5,000 oz of gold plus 2,652,532 common shares at a deemed price of US$5.86 per share. According to the company, unwinding gold price protection instruments provided about US$7 million, helping fund the gold delivery. The transaction removes over US$40 million of variable, gold price linked future debt under the Precious Metals Delivery Agreement; combined with a separate silver delivery termination, more than US$85 million in variable future obligations have been eliminated.

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Positive

  • Eliminates over US$40 million in variable gold price linked future debt
  • Removes more than US$85 million in total variable future delivery obligations including prior silver deal
  • Settles 8,861 oz obligation with 5,000 oz cash delivery plus shares, reducing commodity exposure
  • Gold price protection unwind generates approximately US$7 million to help fund settlement

Negative

  • Issuance of 2,652,532 new common shares creates equity dilution for existing shareholders
  • Company must fund immediate delivery of 5,000 oz of gold using hedge proceeds and cash on hand
  • Share issuance remains subject to TSX approval and a four-month hold period

News Market Reaction – USAS

+1.03%
1 alert
+1.03% Session close to close
$1.90B Market Cap
10.68K Volume

In the May 26 session, USAS gained 1.03%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement further simplifies the company’s capital structure by settling its remaining fixed...
Analysis

This announcement further simplifies the company’s capital structure by settling its remaining fixed gold delivery obligation with IRC via 5,000 ounces of gold and 2,652,532 shares. Management states that, together with the recent silver stream termination, it has removed over US$85 million in variable future debt obligations. Investors may monitor future disclosures for impacts on cash flow, leverage to metal prices, and any additional legacy contract clean-up.

Key Figures

Remaining gold obligation: 8,861 ounces Gold delivered in settlement: 5,000 ounces Shares issued to IRC: 2,652,532 shares +5 more
8 metrics
Remaining gold obligation 8,861 ounces Gold to be delivered to IRC between June 2026 and December 2027 under prior agreement
Gold delivered in settlement 5,000 ounces Immediate delivery to settle remaining fixed gold delivery obligation
Shares issued to IRC 2,652,532 shares Common shares issued at a deemed price of US$5.86 per share, subject to TSX approval
Deemed share price US$5.86 per share Pricing for 2,652,532 common shares issued to IRC
Gold hedge-related liability US$7 million Liability associated with in-the-money gold price protection instruments
Gold-linked debt removed over $40 million Variable future debt obligations tied to gold price under Precious Metals Delivery Agreement
Total variable debt eliminated over US$85 million Combined removal of gold and previously announced silver delivery obligations
Current share price $5.80 Pre-news price compared to deemed issue price of US$5.86 per share

Historical Context

5 past events · Latest: May 22 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
May 22 Silver stream termination Positive +1.6% Equity-for-stream swap removing over US$45M in variable silver-linked obligations.
May 14 Q1 2026 results Positive -12.6% Record silver output, revenue of $67.8M, and swing to net income and EBITDA.
May 01 Earnings call notice Neutral +2.6% Scheduling of May 15 conference call to discuss Q1 2026 financial results.
Apr 30 High-grade discovery Positive +4.0% Fourth major Galena discovery with multiple high-grade silver-copper-antimony veins.
Apr 27 Capital projects update Positive +1.0% Update on major growth and optimization projects at the Galena Complex for 2026.

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

Pattern Detected

Recent news has been mostly operationally positive, but the stock showed a notable divergence on strong Q1 results, selling off despite record production and earnings.

Recent Company History

Over the last two months, Americas Gold and Silver reported record Q1 2026 production and revenue, a sharp earnings turnaround, and multiple growth projects at the Galena Complex. It also announced a fourth major discovery and a separate deal to terminate a significant silver delivery obligation, removing over US$45 million in variable future debt. Today’s gold-delivery settlement continues this balance sheet simplification trend by addressing remaining metal-linked obligations under legacy agreements.

Key Terms

precious metals delivery and purchase agreement, gold price protection instruments, variable future debt obligations
3 terms
precious metals delivery and purchase agreement financial
"under the existing Precious Metals Delivery and Purchase Agreement dated April 3, 2019"
A precious metals delivery and purchase agreement is a contract that spells out how physical gold, silver, platinum or similar metals will be bought, paid for, and moved from seller to buyer, including quantity, quality, price terms, delivery timing, payment method, and who bears risk during transit. Investors care because this document determines when ownership and price risk transfer, affects liquidity and storage costs, and creates counterparty obligations—like arranging to buy a car and agreeing who pays, when, and where it will be handed over.
gold price protection instruments financial
"unwinding of the in-the-money gold price protection instruments put in place by the Company"
Gold price protection instruments are financial contracts that let an investor or company lock in, cap, or insure against changes in the market price of gold, so the value received or paid does not swing wildly with daily moves. They matter to investors because they reduce the risk that sudden gold-price drops will wipe out expected returns (and can also limit gains), much like buying insurance or fixing the price of a commodity to stabilize future cash flow and valuation.
variable future debt obligations financial
"removes over $40 million in variable future debt obligations which fluctuate with the price of gold"
Debts whose future payments are not fixed but change based on specified conditions—such as interest rates, a company’s sales, or other formula-driven triggers—so the exact amount owed and timing are uncertain. For investors this matters because variable obligations make a company’s future cash needs and credit risk harder to predict, similar to a utility bill that rises or falls with usage, which affects valuation and liquidity planning.

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

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Toronto, Ontario--(Newsfile Corp. - May 26, 2026) - Americas Gold and Silver Corporation (TSX: USA) (NYSE American: USAS) ("Americas" or the "Company"), a growing North American precious metals and antimony producer is pleased to announce that it has reached an agreement ("the Agreement") with International Royalty Corporation ("IRC"), an affiliate of Royal Gold, Inc. to settle its remaining obligation to deliver a total of 8,861 ounces of gold to IRC over the period between June 2026 and December 2027 under the existing Precious Metals Delivery and Purchase Agreement dated April 3, 2019, as amended ("Precious Metals Delivery Agreement"). The Precious Metals Delivery Agreement was originally entered into with Sandstorm Gold Ltd. as part of the Relief Canyon Transaction in 2019 (See Americas news release dated April 3, 2019), prior to Sandstorm Gold Ltd.'s acquisition by IRC in October 2025.

Under the terms of this transaction, the Company's obligation to deliver 8,861 ounces of gold will be settled in exchange for immediate delivery by the Company of 5,000 ounces of gold and 2,652,532 common shares of the Company issued at a deemed price of US$5.86 per share. The purchase and delivery of the 5,000 ounces of gold is being funded with the proceeds of the unwinding of the in-the-money gold price protection instruments put in place by the Company in relation to this liability (of approximately US$7 million) and cash on hand. The share issuance to IRC is subject to TSX approval and will be subject to a four-month hold period under applicable securities laws.

Paul Andre Huet, Chairman and CEO, commented: "Following on Americas announcement of the termination of the silver delivery obligation to Sprott Inc. (see Americas news release dated May 22, 2026), today's announcement marks yet another significant step in further strengthening our balance sheet and overall business.

The settlement of the fixed gold delivery obligation under the Precious Metals Delivery Agreement with IRC removes over $40 million in variable future debt obligations which fluctuate with the price of gold. We are also pleased that our proactive gold price protection instruments entered in mid-2025 have yielded an approximate US$7 million return for shareholders, positively offsetting our cash outlay.

By removing this gold price linked obligation, as well as the previously announced agreement to terminate the Sprott Silver Deliver Agreement, we have now eliminated over US$85 million in variable future debt obligations at a very compelling equity valuation. We expect the removal of these legacy liabilities to have a significantly positive impact by further increasing silver price leverage for our shareholders and simplifying the silver price relationship to our bottom line. At current spot prices, this also represents another significant reduction of future cash debt service costs, allowing us to reinvest in operations for the benefit of our shareholders."

About Americas Gold and Silver Corporation

Americas Gold and Silver is a rapidly growing North American mining company producing silver, copper, lead, and antimony from high-grade operations in the U.S. and Mexico. In December 2024, Americas acquired 100% ownership of the Galena Complex (Idaho) in a transaction with Eric Sprott, former 40% Galena owner, becoming Americas' largest shareholder. This transaction consolidated Galena as a cornerstone U.S. silver asset and the nation's largest antimony mine. In December 2025, Americas acquired the fully permitted, past-producing Crescent Silver Mine (9 miles from Galena) with the world's 3rd highest-grade silver resource, creating significant potential future synergies through shared infrastructure and processing. In February 2026, Americas formed a 51/49 joint venture with US Antimony to build a new antimony processing hub at Galena, creating a U.S. "mine-to-finished product" antimony solution. Americas also owns and operates the Cosalá Operations in Sinaloa, Mexico. Americas is fully funded to aggressively grow production at the Galena Complex, Crescent and in Mexico with an aim to be a leading North American silver producer and a key source of U.S.-produced antimony.

For more information:

Miranda Powell
Manager, Communications
M: +1-775-771-8832
E: ir@americas-gold.com
W: americas-gold.com

Cautionary Statement on Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable securities laws. Forward-looking information includes, but is not limited to, Americas' expectations, intentions, plans, assumptions, and beliefs with respect to anticipated results of the transactions contemplated herein. Often, but not always, forward-looking information can be identified by forward-looking words such as "anticipate," "believe," "expect," "goal," "plan," "intend," "potential," "estimate," "may," "assume," and "will" or similar words suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions, or statements about future events or performance. Forward-looking information is based on the opinions and estimates of Americas as of the date such information is provided and is subject to known and unknown risks, uncertainties, and other factors that may cause the actual results, level of activity, performance, or achievements of Americas to be materially different from those expressed or implied by such forward-looking information. These risks and uncertainties include, but are not limited to the risk factors relating to the Company found under the heading "Risk Factors" in the Company's most recent Annual Information or the Company's MD&A; interpretations or reinterpretations of geologic information; unfavorable exploration results; inability to obtain permits required for future exploration, development, or production; general economic conditions and conditions affecting the mining industry; the uncertainty of regulatory requirements and approvals; potential litigation; fluctuating 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 fluctuations, and energy prices), ground conditions, failure of plant, equipment, processes, and transportation services to operate as anticipated, environmental risks, government regulation, actual results of current exploration and production activities, possible variations in grade or recovery rates, permitting timelines, capital expenditures, reclamation activities, labor relations; and risks related to changing global economic conditions and market volatility. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, or intended. Readers are cautioned not to place undue reliance on such information. Additional information regarding the factors that may cause actual results to differ materially from this forward-looking information is available in Americas' filings with the Canadian Securities Administrators on SEDAR+ and with the SEC. Americas does not undertake any obligation to update publicly or otherwise revise any forward-looking information whether as a result of new information, future events, or other such factors which affect this information, except as required by law. Americas does not give any assurance (1) that Americas will achieve its expectations, or (2) concerning the result or timing thereof. All subsequent written and oral forward-looking information concerning Americas are expressly qualified in their entirety by the cautionary statements above.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/298825

FAQ

What did Americas Gold and Silver (USAS) announce on May 26, 2026 about its gold delivery obligation?

Americas Gold and Silver announced an agreement to settle its remaining obligation to deliver 8,861 ounces of gold to International Royalty Corporation. According to the company, this covers deliveries originally scheduled between June 2026 and December 2027 under a Precious Metals Delivery Agreement.

How is Americas Gold and Silver (USAS) settling the 8,861 ounce gold obligation with International Royalty Corporation?

The company will settle the 8,861 ounce obligation by immediately delivering 5,000 ounces of gold and issuing 2,652,532 common shares at a deemed price of US$5.86. According to Americas Gold and Silver, this combination replaces the scheduled future gold deliveries.

How much debt does the Americas Gold and Silver (USAS) gold settlement remove?

The settlement removes over US$40 million of variable, gold price linked future debt related to the Precious Metals Delivery Agreement. According to the company, together with a separate silver delivery termination, more than US$85 million of variable future obligations have now been eliminated.

How is Americas Gold and Silver (USAS) funding the 5,000 ounce gold delivery to IRC?

Americas Gold and Silver is funding the 5,000 ounce gold delivery using proceeds from unwinding in-the-money gold price protection instruments and cash on hand. According to the company, the hedge unwind generated approximately US$7 million tied to this liability.

What are the share issuance details to International Royalty Corporation in the Americas Gold and Silver (USAS) deal?

The company will issue 2,652,532 common shares to International Royalty Corporation at a deemed price of US$5.86 per share. According to Americas Gold and Silver, the issuance is subject to TSX approval and carries a four-month hold period under applicable securities laws.

What is the strategic impact of eliminating variable delivery obligations for Americas Gold and Silver (USAS) shareholders?

Eliminating the gold and silver delivery obligations reduces over US$85 million in variable, price linked future debt. According to the company, this is expected to increase leverage to silver prices and lower future cash debt service, supporting reinvestment in operations.