false
0000314203
0000314203
2025-09-26
2025-09-26
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): |
September 26, 2025 |
|
McEWEN INC.
(Exact name of registrant as specified in
its charter)
| Colorado |
|
001-33190 |
|
84-0796160 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
150 King Street West, Suite 2800
Toronto,
Ontario, Canada
|
M5H 1J9 |
| (Address of principal executive offices) |
(Zip Code) |
| Registrant’s telephone number including area code: |
(866) 441-0690 |
(Former name or former address, if changed since last report)
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:
¨ 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:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock |
|
MUX |
|
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§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 7.01 Regulation FD Disclosure.
On September 26, 2025, McEwen Inc. (the “Company”)
issued a press release announcing the approval of McEwen Copper Inc.’s, an equity investee of the Company, Los Azules copper
project to participate in Argentina’s Large Investment Incentive Regime, a key policy instrument to promote strategic initiatives
that drive Argentina’s productive development. A copy of the press release is furnished with this report as Exhibit 99.1.
The information furnished
under this Item 7.01, including the referenced exhibit, shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except
as shall be expressly set forth by reference to such filing.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. The following exhibits are furnished or filed
with this report, as applicable: |
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release, dated September 26, 2025 |
| 104 |
|
Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document |
Cautionary Statement
With the exception of
historical matters, the press release contains certain forward-looking statements and information, including "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements and information expressed,
as of the date of the press release, are the Company's estimates, forecasts, projections, expectations, or beliefs as to future events
and results for both its consolidated operations and those of McEwen Copper Inc. Forward-looking statements and information regarding
the Company and McEwen Copper Inc. are necessarily based upon a number of estimates and assumptions that, while considered reasonable
by Company management, are inherently subject to significant business, economic, and competitive uncertainties, risks, and contingencies,
and there can be no assurance that such statements and information will prove to be accurate. Therefore, actual results and future events
could differ materially from those anticipated in such statements and information. Risks and uncertainties that could cause results or
future events to differ materially from current expectations expressed or implied by the forward-looking statements and information include,
but are not limited to, fluctuations in the market price of precious metals, mining industry risks, political, economic, social and security
risks associated with foreign operations, the ability of the Company to receive, receive in a timely manner or retain permits or other
approvals required in connection with operations, the risk that Argentina’s Large Investment Incentive Regime may be curtailed,
extinguished or amended, risks associated with the construction of mining operations and commencement of production and the projected
costs thereof, risks related to litigation, the state of the capital markets, environmental risks and hazards, uncertainty as to calculation
of mineral resources and reserves, foreign exchange volatility, foreign exchange controls, foreign currency risks, as well as other risks.
Readers should not place undue reliance on forward-looking statements or information included herein, which speak only as of the date
hereof. The Company undertakes no obligation to reissue or update forward-looking statements or information as a result of new information
or events after the date hereof except as may be required by law. See the Company’s Annual Report on Form 10-K for the fiscal
year ended December 31st, 2024, and other filings with the Securities and Exchange Commission, under the caption "Risk Factors",
for additional information on risks, uncertainties and other factors relating to the forward-looking statements and information regarding
the Company and McEwen Copper Inc. All forward-looking statements and information made in the press release are qualified by this cautionary
statement.
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.
| |
McEWEN INC. |
| |
|
| Date: September 29, 2025 |
By: |
/s/ Carmen Diges |
| |
|
Carmen Diges, General Counsel |
