STOCK TITAN

SSR Mining (NASDAQ: SSRM) exits Hod Maden stake for 4% NSR royalty

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

Rhea-AI Filing Summary

SSR Mining Inc. has agreed to sell its 20% ownership and operatorship of the Hod Maden development project to Lidya Mines in exchange for an uncapped 4.0% net smelter return royalty on 100% of the project. Upon closing, Lidya Mines will own 85% and Royal Gold will own 15% of the project, while SSR Mining will have no further funding obligations. The company notes it has invested approximately $243 million in Hod Maden to date and expects the transaction to close in the third quarter of 2026, subject to Turkish regulatory and other customary approvals. Management describes the move, together with recent asset sales and acquisitions, as completing its strategic refocus on an Americas-based platform and strengthening its portfolio of gold and silver royalties.

Positive

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Negative

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Insights

SSR Mining trades project risk for a long-life royalty stream.

SSR Mining is exchanging its 20% operating stake in Hod Maden for a 4.0% net smelter return royalty on the entire project. This shifts exposure from upfront capital spending and execution risk to future production-based revenue, while removing ongoing funding obligations.

The company reports about $243 million invested in Hod Maden so far and expects the deal to close in Q3 2026, subject to Turkish regulatory approvals and consents. Lidya Mines will assume operatorship and remaining capital commitments, while Royal Gold restructures its own position into a 2.5% NSR.

Royal Gold also receives a call right to buy 2.0% of SSR Mining’s NSR for $160 million within 12 months after declaration of commercial production, plus consent and first-refusal rights over any sale of the NSR. Future company filings may clarify actual royalty cash flows once the project advances toward production.

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.
Hod Maden stake sold 20% ownership interest Equity and operatorship sold to Lidya Mines
SSR Mining NSR royalty 4.0% NSR on 100% of project Consideration for Hod Maden stake
Royal Gold NSR royalty 2.5% NSR on 100% of project Consideration for 15% interest sold to Lidya Mines
Royal Gold call right 2.0% NSR for $160 million Fixed price call on SSR Mining’s NSR
Invested capital in Hod Maden Approximately $243 million Acquisition, earn-in and capital spend to date
Post-closing project ownership 85% Lidya Mines, 15% Royal Gold Ownership upon completion of transaction
Expected closing period Third quarter of 2026 Subject to Turkish and other approvals
net smelter return royalty financial
"sell its 20% ownership stake ... for an uncapped 4.0% net smelter return royalty"
A net smelter return (NSR) royalty is a contractual right to receive a percentage of the revenue from minerals sold after they are processed and refined, with common deductions for transportation and refining fees. Investors care because an NSR provides a predictable slice of mining project income without owning the mine, so it affects expected cash flow, risk exposure to commodity prices, and the valuation of both the royalty and the operating project—similar to collecting a portion of rent after paying building maintenance costs.
definitive agreement financial
"has entered into a definitive agreement with Lidya Mines to sell its 20% ownership stake"
A definitive agreement is a formal, legally binding document that outlines the final terms and conditions of a deal or transaction, such as a sale or partnership. It acts like a detailed contract that confirms all parties have agreed on the key details, making the deal official. For investors, it signals that the agreement is settled and moving toward completion, providing clarity and security about the transaction.
right of first refusal financial
"a right of first refusal in connection with any sale of the SSR Mining NSR"
A right of first refusal gives an existing shareholder or party the chance to buy an asset or shares before the owner can sell them to someone else. Think of it like being offered the first option to buy a house when the owner decides to sell; it matters to investors because it can limit who can acquire a stake, slow or block transactions, and affect the price and liquidity of an investment by restricting open-market sales or new buyers.
forward-looking information regulatory
"This press release includes “forward looking information” within the meaning of applicable securities laws."
Forward-looking information are predictions, plans, estimates or expectations about a company’s future performance, results or events, such as sales forecasts, project timelines, or anticipated costs. It matters to investors because these statements guide expectations but rely on assumptions and uncertain factors—like a weather forecast for a business—so investors should treat them as informed guesses rather than guarantees and consider the risks and possible changes behind the numbers.
operatorship position financial
"to sell its 20% ownership stake and its operatorship position in the Hod Maden development project"
free cash flow financial
"reinforce the Company’s position as a leading free cash flow, capital returns-focused gold and silver producer"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
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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 18, 2026

SSR Mining Inc.
(Exact name of Registrant as Specified in Its Charter)


British Columbia
(State or Other Jurisdiction of Incorporation)

001-35455
(Commission File Number)

98-0211014
(I.R.S. Employer Identification No.)

6900 E. Layton Ave., Suite 1300, Denver, Colorado USA 80237
(Address of principal executive offices) (zip code)

(303) 292-1299
(Registrant’s telephone number, including area code)

Not Applicable
(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 classTrading SymbolName of each exchange on which registered
Common Shares without par valueSSRMThe Nasdaq Stock Market LLC

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 8.01. Other Events

On May 18, 2026, SSR Mining Inc., a British Columbia corporation (the “Company”), issued a news release announcing the Company’s sale of its 20% equity interest in Hod Madden to Lidya Mines in exchange for 4.0% net smelter return royalty. A copy of the news release is furnished herewith as Exhibit 99.1 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.


ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit NumberDescription of Exhibit
99.1
News Release, dated May 18, 2026, announcing the sale of its 20% equity interest in Hod Maden for 4.0% NSR.
104Cover Page Interactive Data File (embedded within the Inline XBRL document)





SIGNATURE

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

SSR Mining Inc.

By:/s/ Eric Gunning
Name:Eric Gunning
Title:Senior Vice President, General Counsel and Corporate Secretary



Dated: May 18, 2026








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News Release
May 18, 2026

SSR MINING ANNOUNCES THE SALE OF ITS 20% EQUITY INTEREST IN
HOD MADEN

DENVER - SSR Mining Inc. (Nasdaq/TSX: SSRM) ("SSR Mining" or the “Company") announces that it has entered into a definitive agreement with Lidya Mines to sell its 20% ownership stake and its operatorship position in the Hod Maden development project (the “Project”) for an uncapped 4.0% net smelter return royalty (“NSR”) on 100% of the Project (the “Transaction”).
The royalty consideration received by SSR Mining is expected to deliver an accretive outcome for shareholders. Concurrently with the Transaction, Royal Gold, Inc. (“Royal Gold”), which is a partner in the Project, will sell 15% of its ownership interest in the Project to Lidya Mines in exchange for an uncapped 2.5% NSR on 100% of the Project. Royal Gold’s 2.5% NSR will be issued with substantially the same key terms as the 4.0% NSR issued to SSR Mining. Royal Gold will also hold a fixed price call right to acquire 2.0% of the NSR from SSR Mining for $160 million, expiring 12 months following declaration of commercial production at the Project. Additionally, Royal Gold will hold a consent right on the sale of SSR Mining's NSR prior to January 1, 2028, and a right of first refusal in connection with any sale of the SSR Mining NSR.
Upon entering into the agreements related to the Transaction, Lidya Mines will become operator of the Project. Upon closing of the Transaction, Lidya Mines will own 85% and Royal Gold will own 15% of the Project.
SSR Mining’s total invested capital into Hod Maden, inclusive of upfront acquisition cost, earn-in and capital spend to date is approximately $243 million. With the announcement of this Transaction, SSR Mining will resign as project operator and will have no further funding obligations, with such obligations being assumed by Lidya Mines. The Transaction will be completed on an as-is, where-is basis and SSR Mining will not provide any material post-closing indemnities. The Transaction is expected to close in the third quarter of 2026. The closing of the Transaction will be subject to receipt of regulatory approval from the Turkish General Directorate of Mining and Petroleum Affairs, as well as other consents and approvals that may be required in connection with the Transaction, and other customary conditions.
The Transaction, together with the previously announced sale of the Çöpler mine in Türkiye and acquisition of the Cripple Creek & Victor Mine in Colorado, completes SSR Mining’s strategic refocus to an Americas platform. These transactions reinforce the Company’s position as a leading free cash flow, capital returns-focused gold and silver producer, anchored by its long-lived Marigold and Cripple Creek & Victor operations in the United States.
Following the closing of the Transaction, the 4.0% Hod Maden NSR will strengthen SSR Mining’s existing royalty portfolio, which currently includes NSRs on the San Luis project (4.0%) owned by Highlander Silver, the Pitarrilla project (1.25%) owned by Endeavour Silver, the Rowan property (3.0%) owned by West Red Lake Gold, and the Sunrise Lake property (4.0%) owned by Honey Badger Silver.




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About SSR Mining
SSR Mining is listed under the ticker symbol SSRM on the Nasdaq Stock Market and the Toronto Stock Exchange.
For more information, please visit: www.ssrmining.com.
E-Mail: invest@ssrmining.com
Phone: +1 (888) 338-0046

Cautionary Note Regarding Forward-Looking Information and Statements:
This press release includes “forward looking information” within the meaning of applicable securities laws. Forward-looking information can be identified by terminology such as “may”, “will”, “could”, “should”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “projects”, “predict”, “potential”, “continue” or other similar expressions concerning matters that are not historical facts. Statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements, and include, but are not limited to, our ability successfully close the Transaction or our previously announced agreement to sell the Çöpler mine to Cengiz Holding A.Ş. (the “Çöpler Transaction”) within the time periods anticipated, or at all; our ability to obtain any necessary regulatory or other approvals or consents for the Transaction or the Çöpler Transaction that may be required; the successful completion of the Project and the ability of Lidya Mines to generate revenues from the Project; our ability to receive revenues under, and realize the expected returns from, the NSR, and whether and when we elect, and are able, to monetize the NSR; and our ability to strategically refocus our business to the Americas.
Although we believe that the expectations and assumptions on which such forward-looking information and statements are based are reasonable, you should not place undue reliance on the forward-looking information and statements because we can give no assurance that they will prove to be correct. Forward-looking information and statements are subject to various risks and uncertainties which could cause actual results and expectations to differ materially from the anticipated results or expectations expressed in this press release. Important factors that could cause actual results to differ materially from our historical experience, and present projections and expectations are disclosed in our filings that we make on SEDAR+ at www.sedarplus.ca, and on EDGAR at www.sec.gov, including our most recent Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. All forward-looking statements in this press release are expressly qualified by such cautionary statements and by reference to the underlying assumptions. Forward-looking information and statements speak only as of the date they are made. Other than as required by law, we do not intend, and undertake no obligation to update any forward-looking information and statements to reflect, among other things, new information or events. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.




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FAQ

What did SSR Mining (SSRM) announce regarding its Hod Maden project stake?

SSR Mining announced a definitive agreement to sell its 20% ownership stake and operatorship in the Hod Maden development project to Lidya Mines in exchange for an uncapped 4.0% net smelter return royalty on 100% of the project, shifting its exposure from equity to royalty income.

What royalty will SSR Mining (SSRM) receive from the Hod Maden project?

SSR Mining will receive an uncapped 4.0% net smelter return royalty on 100% of the Hod Maden project. This means it will earn 4.0% of revenue from metal sold, before certain costs, rather than funding future capital expenditures at the mine.

How much has SSR Mining invested in Hod Maden before this transaction?

SSR Mining states that its total invested capital in Hod Maden is approximately $243 million, including upfront acquisition costs, earn-in payments and capital spending to date. That historical investment will effectively convert into a long-term royalty interest once the transaction closes.

When is the SSR Mining Hod Maden royalty transaction expected to close?

The Hod Maden transaction is expected to close in the third quarter of 2026. Completion depends on regulatory approval from the Turkish General Directorate of Mining and Petroleum Affairs, other required consents and customary closing conditions associated with mining project transactions.

How does the Hod Maden deal fit SSR Mining’s (SSRM) strategic refocus?

SSR Mining describes the Hod Maden royalty deal, together with the Çöpler mine sale and Cripple Creek & Victor acquisition, as completing a strategic refocus to an Americas platform. The company highlights a portfolio emphasizing free cash flow and capital returns from long-lived U.S. gold and silver operations.

What role does Royal Gold play in the Hod Maden restructuring?

Royal Gold will sell 15% of its Hod Maden ownership to Lidya Mines for an uncapped 2.5% NSR on 100% of the project. It will also hold a fixed-price call right to acquire 2.0% of SSR Mining’s NSR for $160 million within 12 months after commercial production starts.

Filing Exhibits & Attachments

4 documents