Tuesday, 02 January 2024 12:17 GMT

Americas Gold And Silver Closes US$132.25 Million Bought Deal Financing


(MENAFN- Newsfile Corp) Toronto, Ontario--(Newsfile Corp. - December 4, 2025) - Americas Gold and Silver Corporation (TSX: USA) (NYSE American: USAS) ("Americas" or the "Company") is pleased to report that it has closed its previously announced (see Americas' news releases dated November 13, 2025) "bought deal" private placement financing with a syndicate of underwriters led by Canaccord Genuity Corp. and BMO Capital Markets (collectively, the "Underwriters"). The Offering consisted of the issuance of 33,062,500 common shares (the "Offered Shares") at a price of US$4.00 per Offered Share for aggregate gross proceeds of US$132,250,000, including the full exercise of the Underwriters' option (the "Offering").

The net proceeds of the bought deal financing are expected to be used to fund the cash portion of the purchase price in connection with the binding purchase agreement (the "Agreement") to acquire 100% of Crescent Silver, LLC ("Crescent") which owns the Crescent Mine in Idaho, USA (the "Acquisition"), and to fund capital expenditures and support working capital at the Crescent Mine following completion of the Acquisition, as well as for working capital and general corporate purposes.

Paul Andre Huet, Chairman and CEO, commented: "We are very pleased to have completed the US$132.25 million over-subscribed bought deal financing and welcome several new large shareholders to our register. We expect the Crescent Acquisition to close in the coming days and with financing now in place, we stand fully-funded for the anticipated near-term capital investments that will be required to advance Cresent into a production decision. Across both Galena and Crescent, we will continue with our aggressive exploration drilling program in support of our production ramp-up at the Galena and our production decision at Crescent. I am also very pleased to announce a positive development update at Galena where we are now able to complete a major upgrade well ahead of schedule. Just one week ago we received our new hoist motors for the Coeur shaft, a delivery we had scheduled in 2026, and are now in a position to replace and upgrade the existing hoist motor ahead of schedule like we did at the No. 3 Shaft. This will allow us to test the new hoist motors and accelerate work we had planned in 2026. To accommodate this early upgrade, we now plan for a 21-day pause of production in December. With this upgrade in place and the strong balance sheet following our financing, 2026 is shaping up to be a very strong year ahead.

We look forward to hitting the ground running and getting to work at Crescent as soon as the Acquisition closes to maximize the value of the operation and our facilities at Galena over the years ahead."

The Offering attracted interest from several key large institutional investors, including Americas' largest shareholder Eric Sprott. An entity beneficially owned by Eric Sprott purchased an aggregate of 900,000 Offered Shares pursuant to the Offering. The subscription by Eric Sprott is considered to be a "related party transaction" for the purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company did not file a material change report more than 21 days before the expected closing date of the Offering as the details of the Offering and the participation therein by any "related party" of the Company were not settled until shortly prior to the closing of the Offering, and the Company wished to close the Offering on an expedited basis for sound business reasons. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on section 5.5(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than 25% of the Company's market capitalization. Additionally, the Company is exempt from minority shareholder approval requirement in Section 5.6 of MI 61-101 in reliance on Section 5.7(1)(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than 25% of the Company's market capitalization.

The Offered Shares are subject to a statutory hold period of four months and one day from the closing date in accordance with applicable securities laws. The Offering is subject to final acceptance of the Toronto Stock Exchange.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States, Canada or in any other jurisdiction where such offer, solicitation or sale is unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or under any securities laws of any state of the United States, and may not be offered or sold, directly or indirectly, or delivered within the United States or to, or for the account or benefit of, a U.S. person or person in the United States, except in certain transactions exempt from the registration requirements of the U.S. Securities Act and any applicable securities laws of any state of the United States. "United States" and "U.S. person" are as defined in Regulation S under the U.S. Securities Act.

About Americas Gold and Silver Corporation

Americas Gold & Silver is a rapidly growing North American mining company producing silver, copper, and antimony from high-grade operations in the United States and Mexico. In December 2024, Americas took full ownership of the Galena Complex (Idaho) in a transaction with Eric Sprott and Paul Huet-led management team, solidifying Galena as a cornerstone U.S. silver asset and the nation's leading active antimony-producing mine. Americas also owns and operates the Cosalá Operations in Sinaloa, Mexico. Eric Sprott the largest shareholder (~20%) and Americas is fully funded to grow aggressively grow production at Galena. The Company has a new non-restrictive 5-year multi-metal offtake agreement with Ocean Partners for treatment of any amount of Galena's concentrates at Teck Resources' BC smelter. Americas aims to be a leading North American silver producer and a key source of U.S.-produced antimony.

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