STOCK TITAN

Pan American Silver buys 6.25M Galleon Gold shares

The debenture bears 10.0% annual interest, payable in cash or Galleon common shares at Pan American’s option.

Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
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Form Type
6-K

Rhea-AI Filing Summary

Pan American Silver Corp. (PAAS) acquired 6,250,000 common shares of Galleon Gold Corp. for C$1.12 per share through a non-brokered private placement completed alongside Galleon’s bought deal. In that offering, Galleon issued 4,717,000 flow-through shares at C$1.59 for approximately C$7.5 million in gross proceeds and 20,089,271 common shares at C$1.12 for approximately C$22.5 million in gross proceeds.

After the acquisition, Pan American owned or controlled 26,074,766 Galleon common shares, 9,375,000 warrants and a convertible debenture. Those holdings represented approximately 15.6% of Galleon’s issued and outstanding shares on a non-diluted basis and approximately 27.3% on a partially-diluted basis. If Pan American converted the debenture principal and exercised its warrants, it would own 53,227,543 common shares, representing 19.6% on a fully-diluted basis and 27.3% on a partially-diluted basis.

Filing Explained

The completed Galleon share purchase is separate from its earlier C$8 million debenture: it bears 10.0% annual interest, payable in cash or shares at Pan American’s option, and principal conversion at C$0.45 could issue up to 17,777,777 additional Galleon shares.

Galleon common shares acquired 6,250,000 shares Acquired by Pan American through a non-brokered private placement
Acquisition price C$1.12 per common share Price paid for the Galleon shares acquired
Common shares owned or controlled after acquisition 26,074,766 shares Pan American’s Galleon common shares immediately following the acquisition
Non-diluted ownership Approximately 15.6% Pan American’s post-acquisition position in Galleon
Partially-diluted ownership Approximately 27.3% Pan American’s post-acquisition position in Galleon
Galleon warrants held 9,375,000 warrants Each warrant entitles the holder to acquire one common share
Convertible debenture principal C$8,000,000 Issued to Pan American on August 13, 2025
Debenture conversion price C$0.45 per common share Conversion term of Galleon’s debenture held by Pan American
non-brokered private placement financial
"pursuant to a non-brokered private placement"
A non-brokered private placement is when a company raises money by selling securities (such as shares or bonds) directly to a small group of chosen investors without using a broker or dealer as a middleman. For investors it matters because it can provide faster, lower-cost access to new investment opportunities but may bring higher risk, less liquidity and potential dilution of existing holdings compared with public offerings.
flow-through shares financial
"issued 4,717,000 Common Shares as “flow-through shares”"
Flow-through shares are a special class of stock that lets a company pass eligible tax deductions for activities like resource exploration or development directly to the investor who buys the shares. For investors this can lower taxable income and reduce tax bills, making the investment more tax-efficient and partially offsetting higher risk—think of it as getting a tax rebate that helps pay for a riskier bet on future resource discoveries.
bought deal financial
"contemporaneously with a “bought deal” private placement"
A bought deal is a type of securities offering where an investment bank agrees to purchase the entire share or bond issue from a company up front and then resells it to investors, acting like a wholesaler who guarantees the sale. For investors, it matters because it gives the company fast, certain access to cash while potentially signaling pricing pressure or dilution—meaning the shares may be sold at a discount and existing holders could see their ownership reduced.
over-allotment option financial
"full exercise of an over-allotment option"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
convertible debenture financial
"issued an unsecured convertible debenture"
A convertible debenture is a long-term loan a company issues that pays interest like a bond but can be turned into a set number of the company’s shares under pre-agreed terms. For investors it matters because it mixes safety and upside: you get regular interest and higher repayment priority like a lender, yet you also hold an option to become a shareholder if the stock rises, which can dilute existing owners and change risk and return profiles.
partially-diluted basis financial
"on a partially-diluted basis"
A partially-diluted basis is a way of counting a company’s shares that includes currently outstanding shares plus certain likely additional shares from things like vested options, warrants, and convertible securities, but excludes more speculative or unissued items. For investors it gives a more realistic view of ownership stakes and per-share figures — like earnings per share — by showing dilution that is probable today, much as counting people with purchased tickets (but not those who might buy later) gives a clearer sense of how full a theater really is.

FAQ

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

How many Galleon shares did PAAS acquire, and at what price?

PAAS acquired 6,250,000 Galleon common shares at C$1.12 per share through a non-brokered private placement. The acquisition was completed contemporaneously with Galleon’s bought deal private placement.

What percentage of Galleon does PAAS own after the acquisition?

Pan American owned or controlled 26,074,766 Galleon common shares, along with 9,375,000 warrants and the debenture. The holdings represented approximately 15.6% on a non-diluted basis and approximately 27.3% on a partially-diluted basis.

What are the terms of PAAS’s Galleon debenture?

Galleon issued Pan American an unsecured C$8,000,000 convertible debenture on August 13, 2025, with a 36-month term. It bears interest at 10.0% per annum, payable in cash or common shares at Pan American’s option, and is convertible at C$0.45 per common share into up to 17,777,777 common shares, subject to its terms and conditions.

What are the terms of PAAS’s Galleon warrants?

Pan American holds 9,375,000 Galleon warrants. Each warrant entitles the holder to acquire one additional common share at C$0.75 per share until December 4, 2027.

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

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549
__________________
FORM 6-K 
_____________________
 REPORT OF FOREIGN PRIVATE ISSUER
 PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT of 1934
 November 4, 2026
Commission File Number:  001-41683
_____________________
 Pan American Silver Corp.
(Translation of registrant’s name into English)
 2100-733 Seymour Street
VANCOUVER BC CANADA V6B 0S6
(Address of principal executive offices)
 _____________________
 
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F 
 
Form 40-F   
X
 








EXHIBIT LIST
 
ExhibitDescription
99.1
News Release - PAN AMERICAN SILVER: EARLY WARNING NEWS RELEASE
 



Signature
 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, thereunto duly authorized.
 
Pan American Silver Corp.
(Registrant)
 
 
 
Date: November 4, 2026By:/s/ Delaney Fisher
Delaney Fisher
SVP, Associate General Counsel and Corporate Secretary




paaslogo1a.jpg
NEWS RELEASE


PAN AMERICAN SILVER: EARLY WARNING NEWS RELEASE
Vancouver, B.C. - November 4, 2026 - Pan American Silver Corp. (NYSE: PAAS) (TSX: PAAS) ("Pan American" or the "Company") has acquired ownership of 6,250,000 common shares ("Common Shares") of Galleon Gold Corp. (TSXV: GGO) ("Galleon"), for C$1.12 per Common Share, pursuant to a non-brokered private placement (the "Acquisition"), which was completed contemporaneously with a "bought deal" private placement by Galleon (the "Bought Deal Offering"). Pursuant to the Bought Deal Offering, Galleon issued: (i) 4,717,000 Common Shares as "flow-through shares" within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the "Tax Act") (the "FT Shares") at a price of $1.59 per FT Share for aggregate gross proceeds of approximately $7.5 million; and (ii) 20,089,271 Common Shares (the "HD Shares") at a price of $1.12 per HD Share for aggregate gross proceeds of approximately $22.5 million, which includes 2,678,571 HD Shares issued pursuant to the full exercise of an over-allotment option by the underwriters of the Bought Deal Offering for gross proceeds of approximately $3 million. All amounts are in Canadian dollars.
Prior to the Acquisition, Pan American owned, directly or indirectly, or exercised control or direction over, 19,824,766 Common Shares and 9,375,000 Common Share purchase warrants of Galleon ("Warrants") each entitling the holder thereof to acquire one additional Common Share at an exercise price of C$0.75 per Common Share until December 4, 2027, and had the right to acquire 17,777,777 Common Shares pursuant to the Debenture (as defined below).
Immediately following the Acquisition, Pan American now owns, directly or indirectly, or exercises control or direction over, 26,074,766 Common Shares, 9,375,000 Warrants and the Debenture, which represent approximately 15.6% of the total number of issued and outstanding Common Shares on a non-diluted basis and approximately 27.3% of the total number of issued and outstanding Common Shares on a partially-diluted basis.
Galleon had previously issued an unsecured convertible debenture to Pan American for C$8,000,000 on August 13, 2025 (the "Debenture"). The Debenture has a term of 36 months from the date of issuance, bears interest at a rate of 10.0% per annum, payable in cash or Common Shares at the option of Pan American, and is convertible into Common Shares at a price of C$0.45 per Common Share. If the principal amount of the Debenture is converted into Common Shares, it would result in the issuance of up to 17,777,777 Common Shares, subject to the terms and conditions of the Debenture. If Pan American converted the principal amount of the Debenture and exercised its Warrants, Pan American would own 53,227,543 Common Shares, representing 19.6% and 27.3% of the issued and outstanding Common Shares on a fully and partially diluted basis, respectively.
The Acquisition was made for investment purposes. Pan American has a long-term view of the investment and may acquire additional securities of Galleon, including on the open market or through private acquisitions, or sell the securities, including on the open market or through private dispositions, in the future depending on market conditions, reformulation of plans and/or other relevant factors.
About Pan American
Pan American is a leading producer of silver and gold in the Americas, operating mines in Canada, Mexico, Peru, Brazil, Bolivia, Chile and Argentina. We also own a 44% joint venture interest in the producing Juanicipio mine in Mexico, a 100% interest in the Escobal mine in Guatemala that is currently not operating, and we hold interests in exploration and development projects. We have been operating in the Americas for over three decades, earning an industry-leading reputation for sustainability performance, operational excellence and prudent financial management. We are headquartered in Vancouver, B.C. and our shares trade on the New York Stock Exchange and the Toronto Stock Exchange under the symbol "PAAS".
For further information and to obtain a copy of the related Early Warning Report, please contact:

Siren Fisekci
VP, Investor Relations & Corporate Communications
Ph: 604-806-3191
Email: ir@panamericansilver.com
www.panamericansilver.com
PAN AMERICAN SILVER CORP.
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