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Golden Minerals (AUMN) sells Minera William and plans US$856,463 private placement

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Golden Minerals Company entered a Subscription Agreement with Streamline Metals Capital to sell 3,740,000 common shares at US$0.2290 per share in a private placement for aggregate gross proceeds of approximately US$856,463, subject to Toronto Stock Exchange approval. The company also sold all shares of Minera William, S.A. de C.V., owner of the El Par de Tres 2 property and a 2.0% net smelter returns royalty on the San Diego property, to purchasers including Streamline and Horizon Silver Resources for US$1,200,000 in cash.

For the quarter ended March 31, 2026, Golden Minerals reported a net loss of US$0.6 million, or US$0.04 per share, with cash and cash equivalents of US$0.9 million and no debt. Management states that, even after the Minera William sale and expected private placement proceeds, existing cash resources are only expected to fund operations into early 2027, and the company is evaluating further asset sales, a potential sale of the company, partnerships, or additional equity or external financing.

Positive

  • None.

Negative

  • Limited funding horizon and dependence on new financing: The company states that even after the US$1.2 million Minera William sale and approximately US$856,463 private placement, cash resources are expected to cover needs only into early 2027, leaving operations dependent on further asset sales, equity or other external financing.

Insights

Golden Minerals secures near-term cash but still faces going-concern pressure.

Golden Minerals is raising liquidity through a US$1.2 million sale of its Mexican subsidiary Minera William and a concurrent private placement of 3,740,000 shares at US$0.2290 for roughly US$856,463, both tied to investor Streamline Metals Capital.

These transactions follow a Q1 2026 net loss of US$0.6 million and cash of only US$0.9 million against current liabilities of US$0.9 million. Management explicitly states current resources, including these proceeds, are expected to fund requirements only into early 2027, underscoring limited financial runway.

The company has largely exited Mexico and is focusing on exploration-stage assets in Argentina and Nevada, with planned joint ventures contingent on documentation and funding. Future cash generation depends on additional asset monetizations, equity issuance, external financing, or a potential company sale, so subsequent filings will be important for updates on these strategic alternatives.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Private placement shares 3,740,000 shares Common stock to Streamline at US$0.2290 per share
Private placement price US$0.2290 per share Purchase price for common stock in private placement
Private placement proceeds approximately US$856,463 Aggregate gross proceeds from private placement
Minera William sale price US$1,200,000 Cash consideration for Minera William shares
Q1 2026 net loss US$0.6 million Net loss for quarter ended March 31, 2026
Q1 2026 loss per share US$0.04 per share Net loss per share for quarter ended March 31, 2026
Cash and cash equivalents US$0.9 million Cash balance as of March 31, 2026
Current liabilities US$0.9 million Current liabilities as of March 31, 2026
Private Placement financial
"providing for the issuance and sale by the Company in a private placement (the “Private Placement”)"
A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.
Subscription Agreement financial
"entered into a Subscription Agreement (the “Subscription Agreement”) with Streamline Metals Capital Ltd."
A subscription agreement is a legal contract in which an investor agrees to buy a specific number of a company’s shares or other securities under set terms, including price, payment method and conditions for closing the sale. It matters to investors because it legally locks in their purchase and the company’s obligations, determines ownership percentage and any investor rights, and can include conditions or promises that affect future control or returns—like signing a detailed purchase order for equity.
Share Purchase Agreement financial
"entered into a Share Purchase Agreement (the “Sale Agreement”) with Streamline and Horizon Silver Resources Ltd."
A share purchase agreement is a written contract that outlines the terms and conditions for buying and selling shares of a company. It specifies details like the price, number of shares, and any special conditions, ensuring both buyer and seller agree on the transaction. For investors, it provides clarity and legal protection, making sure the purchase is clear and enforceable.
net smelter returns royalty financial
"is entitled to receive a 2.0% net smelter returns royalty on all minerals produced"
A net smelter returns (NSR) royalty is a contractual right to receive a percentage of the revenue generated from mined minerals after the ore has been processed and sold, with common deductions for refining, smelting and transport costs. Think of it like a landlord taking a slice of a tenant’s monthly sales after the tenant pays basic operating bills. Investors care because an NSR affects the future cash flow and valuation of a mining project and shifts some upside and downside risk away from the operator to the royalty holder.
discontinued operations financial
"Income from discontinued operations, net of taxes, was $14,000"
Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.
going concern financial
"and the Company’s ability to continue as a going concern."
A going concern is a business that is expected to continue its operations and meet its obligations for the foreseeable future, rather than shutting down or selling off assets. This assumption matters to investors because it indicates stability and ongoing profitability, making the business a more reliable investment. Think of it as believing a restaurant will stay open and serve customers, rather than closing down suddenly.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

Current Report

 

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 14, 2026

 

GOLDEN MINERALS COMPANY

(Exact name of registrant as specified in its charter)

 

delaware 1-13627 26-4413382

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

 

1312 17th Street, Unit 2136

Golden, Colorado 80202

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (303) 839-5060

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

 

 

 

 

 

Item 1.01Entry into a Material Definitive Agreement.

 

On May 14, 2026, Golden Minerals Company (the “Company”), entered into a Subscription Agreement (the “Subscription Agreement”) with Streamline Metals Capital Ltd., a private mining investment company (“Streamline”), providing for the issuance and sale by the Company in a private placement (the “Private Placement”) an aggregate of 3,740,000 shares of the Company’s common stock, $0.01 par value per share, at a purchase price of US$0.2290 per share (the “Private Placement Shares”), for aggregate gross proceeds of approximately US$856,463.

 

The Private Placement Shares will be offered and sold in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D or Regulation S promulgated thereunder, and will not be registered under the Securities Act or applicable state securities laws.

 

The Private Placement is expected to close on or around May 20, 2026, subject to the Company receiving all required regulatory approvals, including from the Toronto Stock Exchange.

 

The foregoing description of the Subscription Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Subscription Agreement, a copy of which is filed as Exhibit 10.1 to this report and is incorporated by reference herein.

 

Item 3.02Unregistered Sales of Equity Securities.

 

The information included in Item 1.01 above is incorporated by reference into this Item 3.02.

 

Item 7.01Regulation FD.

 

On May 15, 2026, the Company issued a press release regarding the Private Placement and the Sale Transaction (as defined below). A copy of the Company’s press release is attached as Exhibit 99.1 hereto.

 

The information contained in Item 7.01 of this Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing by the company under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 8.01Other Events.

 

On May 14, 2026, the Company, ECU Silver Mining Inc., a corporation incorporated under the laws of the Province of Quebec and wholly owned subsidiary of the Company (“ESM”), and Golden Minerals Services Corp., a corporation incorporated under the laws of the State of Delaware, and wholly owned subsidiary of the Company (“GMSC,” and together with ESM, the “Vendors”), entered into a Share Purchase Agreement (the “Sale Agreement”) with Streamline and Horizon Silver Resources Ltd. (together with Streamline, the “Purchasers”), pursuant to which the Vendors agreed to sell and transfer all of the issued and outstanding shares (the “Minera William Shares”) of Minera William, S.A. de C.V., a Mexican corporation (“Minera William”), to the Purchasers (the “Sale Transaction”).

 

Minera William is the sole owner of the El Par de Tres 2 property in Mexico and is entitled to receive a 2.0% net smelter returns royalty on all minerals produced, recovered, and sold from the San Diego property in Mexico. The aggregate purchase price for the Minera William Shares is US$1,200,000, payable in cash. The closing of the Sale Transaction occurred on May 14, 2026.

 

The Company guaranteed the performance of the covenants, agreements, and other obligations of the Vendors contained in the Sale Agreement.

 

The Company intends to use the proceeds from the Private Placement and the Sale Transaction (i) for working capital purposes; (ii) to advance joint venture processes in relation to the Company’s Sand Canyon project in Nevada and Sarita Desierto project in Salta, Argentina; (iii) to evaluate new project opportunities, including opportunities in Bolivia; and (iv) for other general working capital and corporate purposes.

 

 

 

 

Item 9.01Financial Statements and Exhibits.

 

(d)           Exhibits.

 

Exhibit No. Description
10.1● Subscription Agreement between Golden Minerals Company and Streamline Metals Capital Ltd., dated as of May 14, 2026.
99.1 Press Release of Golden Minerals Company, dated May 15, 2026.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

Certain of the exhibits and schedules to this exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K. The Registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: May 20, 2026

 

  Golden Minerals Company
   
  By: /s/ Pablo Castanos
    Name: Pablo Castanos
    Title: President and Chief Executive Officer

 

3

 

 

Exhibit 99.1

 

 

Golden Minerals Reports First Quarter 2026 Financial Results

 

Denver, CO - / ACCESS NEWS WIRE/ - May 15, 2026 – Golden Minerals Company (“Golden Minerals”, “Golden” or the “Company”) (OTCQB: AUMN and TSX: AUMN) has reported financial results and a business summary for the quarter ended March 31, 2026. All figures are in approximate U.S. dollars.

 

Financial Summary for the Three Months Ended March 31, 2026

 

·Exploration expenses were $0.06 million for the three months ended March 31, 2026, compared to $0.07 million for the three months ended March 31, 2025.
·Administrative expenses were $0.5 million for the three months ended March 31, 2026, compared to $0.7 million for the three months ended March 31, 2025, reflecting the Company’s continued cost reduction efforts.
·Income from discontinued operations, net of taxes, was $14,000 for the three months ended March 31, 2026, compared to a loss from discontinued operations, net of taxes, of $0.4 million for the three months ended March 31, 2025.
·Net loss was $0.6 million, or $0.04 per share, for the three months ended March 31, 2026, compared to a net loss of $1.2 million, or $0.08 per share, for the three months ended March 31, 2025.
·Cash and cash equivalents was $0.9 million as of March 31, 2026, compared to cash and cash equivalents of $1.3 million and restricted cash of $0.5 million as of December 31, 2025.
·Current liabilities was $0.9 million as of March 31, 2026, compared to $1.4 million as of December 31, 2025.
·Debt was zero as of March 31, 2026, unchanged from December 31, 2025.

 

Q1 2026 Business Summary

 

During the first quarter of 2026, the Company continued to focus on preserving cash resources, maintaining a significantly reduced cost structure, managing its exploration portfolio and evaluating strategic alternatives.

 

Subsequent to quarter end, on May 14, 2026, the Company completed the sale of all of the issued and outstanding shares of Minera William, S.A. de C.V. (“Minera William”) to Streamline Metals Capital Ltd. for total consideration of $1.2 million. The assets of Minera William include net operating losses, a Capital Contribution Account (“CUCA”), the Par de Tres 2 mining concession and the San Diego royalty. With the completion of this transaction, the Company has substantially concluded its business in Mexico and is focused on its exploration properties in Argentina and Nevada.

 

In connection with the sale of Minera William, the Company entered into a private placement agreement with Streamline Metals Capital Ltd. pursuant to which the Company agreed to issue 3,740,000 shares of common stock at a purchase price of $0.2290 per share for aggregate gross proceeds of approximately $856,000. The private placement remains subject to approval of the Toronto Stock Exchange and is expected to close on or around May 20, 2026. The proceeds from the Minera William sale and the private placement are not reflected in the Company’s March 31, 2026 financial statements.

 

The Company controls 67% of the Desierto Project, located in the Puna geological region of Salta Province, Argentina. During the first quarter of 2026, the Company continued discussions with Cascadero Copper Corporation regarding joint venture arrangements. Following completion of the joint venture agreement, the Company anticipates initiating a Phase I drill program designed to test extensions of gold mineralization from the adjacent Sarita Este property. The timing of any drilling program remains subject to completion of joint venture documentation and the availability of sufficient funding.

 

Page 1 of 3

GOLDEN MINERALS COMPANY

350 Indiana Street – Suite 650 – Golden, Colorado 80401 – Telephone (303) 839-5060

 

 

 

 

In January 2025, the Company exercised its option to earn a 60% interest in the Sand Canyon Project, an exploration-stage gold-silver project located in Humboldt County, Nevada. The parties continue to finalize joint venture documentation. During the first quarter of 2026, no drilling was planned, and the Company continued to review historical exploration data to inform future exploration planning.

 

2026 Liquidity Discussion

 

At March 31, 2026, the Company had aggregate cash and cash equivalents of $0.9 million, compared to $1.3 million in cash and cash equivalents (plus restricted cash of $0.5 million). Combined cash, cash equivalents and restricted cash decreased by $0.9 million during the three months ended March 31, 2026, primarily reflecting:

 

·a $0.5 million disbursement of restricted cash to settle value added tax obligations of subsidiaries disposed of during 2025;
·$0.5 million in general and administrative expenses;
·$0.06 million in exploration expenditures; and
·$14,000 of income from discontinued operations.

 

The Company continued to operate with a reduced cost structure during the quarter, while preserving capital for corporate purposes and maintaining its exploration portfolio in Argentina and Nevada.

 

Capital Resources and 2026 Financial Outlook

 

The Company does not currently have sufficient resources to meet its expected cash needs for a period of twelve months beyond the filing date of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. At March 31, 2026, the Company had current assets of approximately $1.0 million, including cash and cash equivalents of approximately $0.9 million, and accounts payable and other current liabilities of approximately $0.9 million.

 

Subsequent to March 31, 2026, the Company completed the sale of Minera William, S.A. de C.V. for total proceeds of $1.2 million. In connection with that transaction, the Company also entered into a private placement agreement to issue 3,740,000 shares of common stock at a purchase price of $0.2290 per share for expected gross proceeds of approximately $856,000. The private placement remains subject to approval of the Toronto Stock Exchange and is expected to close on or around May 20, 2026.

 

Based on current forecasts and taking into account the completed sale of Minera William and the expected proceeds from the private placement, the Company expects its cash resources to fund its cash requirement into early 2027. The Company’s only near-term opportunities to generate cash flow to meet its expected cash requirements are from the sale of additional assets, equity or other external financing. The Company is evaluating alternatives, including the potential sale of the Company, seeking buyers or partners for certain of the Company’s remaining assets, or obtaining equity or other external financing.

 

Page 2 of 3

GOLDEN MINERALS COMPANY

1312 17th Street, Unit 2136, Denver, Colorado 80202 – Telephone (303) 839-5060

 

 

 

 

Forward-Looking Statements

 

This press 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, and applicable Canadian securities legislation, including statements regarding the Company’s forecasted expenditures for 2026; anticipated closing of the private placement financing; the Company’s anticipated drill program and other plans concerning the Sarita Este/Desierto project and the Sand Canyon project; the Company’s expectation that proceeds from the Minera William sale and private placement will fund operations into early 2027, and the risks to that forecast; the ability of the Company to generate additional cash flow in the near term and the need for additional financing or asset monetization beyond early 2027; and the Company’s ability to continue as a going concern. These statements are subject to risks and uncertainties, including whether the private placement receives required TSX approvals and other closing conditions are met; whether the private placement closes on its current terms or at all; the outcome of pending labor claims; unanticipated costs or expenses; increases in costs and declines in general economic conditions; changes in political conditions, in tax, royalty, environmental and other laws in the United States, Mexico or Argentina and other market conditions; and fluctuations in silver and gold prices. Golden Minerals assumes no obligation to update this information. Additional risks relating to Golden Minerals may be found in the periodic and current reports filed with the SEC by Golden Minerals, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

 

For additional information, please visit http://www.goldenminerals.com/ or contact:

 

Golden Minerals Company

(303) 839-5060

SOURCE: Golden Minerals Company

 

Page 3 of 3

GOLDEN MINERALS COMPANY

1312 17th Street, Unit 2136, Denver, Colorado 80202 – Telephone (303) 839-5060

 

 

FAQ

What financing transactions did Golden Minerals (AUMN) announce with Streamline Metals Capital?

Golden Minerals agreed to a private placement of 3,740,000 common shares at US$0.2290 per share to Streamline Metals Capital for aggregate gross proceeds of approximately US$856,463. This financing is part of a broader relationship that also includes the sale of Minera William, S.A. de C.V.

What assets did Golden Minerals (AUMN) sell in the Minera William transaction?

Golden Minerals sold all issued and outstanding shares of Minera William, S.A. de C.V. for US$1,200,000 in cash. Minera William owns the El Par de Tres 2 property in Mexico and holds a 2.0% net smelter returns royalty on minerals from the San Diego property in Mexico.

How did Golden Minerals (AUMN) perform financially in the first quarter of 2026?

For the quarter ended March 31, 2026, Golden Minerals reported a net loss of US$0.6 million, or US$0.04 per share. Exploration expenses were US$0.06 million and administrative expenses were US$0.5 million, both slightly lower than the prior-year period as the company maintained a reduced cost structure.

What is Golden Minerals’ (AUMN) cash position and debt level as of March 31, 2026?

As of March 31, 2026, Golden Minerals had cash and cash equivalents of US$0.9 million and current liabilities of US$0.9 million. The company reported zero debt at that date, unchanged from December 31, 2025, reflecting a debt-free capital structure but a tight liquidity position.

How long does Golden Minerals (AUMN) expect its cash resources to last?

Based on current forecasts and including proceeds from the Minera William sale and expected private placement, Golden Minerals expects its cash resources to fund requirements into early 2027. Beyond that period, the company indicates it will need additional asset sales, equity issuance, or other external financing.

What strategic options is Golden Minerals (AUMN) considering to address future funding needs?

Golden Minerals is evaluating several alternatives, including a potential sale of the company, finding buyers or partners for remaining assets, and obtaining equity or other external financing. These options are intended to generate additional cash flow once current resources and recent transaction proceeds are exhausted.

Filing Exhibits & Attachments

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