NOT FOR DISTRIBUTION TO US NEWS MEDIA.
OR FOR DISTRIBUTION IN THE USA.
TORONTO, Nov. 13, 2025 (GLOBE NEWSWIRE) — Americas Gold and Silver Corporation (TSX: USA) (NYSE American: USAS) (“Americas” or the “Company”) is pleased to announce that, as a result of strong investor demand, the Company has amended its agreement with the syndicate of underwriters led by Canaccord Genuity Corp. and BMO Capital Markets (collectively, the “Underwriters”) to increase the size of the previously announced private placement “purchase transaction” for aggregate gross proceeds of $115,000,000. The Offering (as defined herein) is to consist of 28,750,000 shares of the Company's common stock (the “Common Shares”) at a price of $4.00 per Common Share (the “Offering”).
The Company has also granted the Underwriters an option to purchase an additional 4,312,500 shares of Common Stock at a price of $4.00 per Common Share for up to $17,250,000 in additional gross proceeds, which option may be exercised in whole or in part at any time not later than 48 hours prior to the closing of the Offering.
The net proceeds from the Offering will be used to fund the cash portion of the purchase price in connection with the Acquisition and to fund capital expenditures and working capital support at the Crescent Mine following completion of the Acquisition, as well as for working capital and general corporate purposes.
The Common Shares will be offered on a private placement basis, subject to applicable prospectus exemptions in each province of Canada and such other jurisdictions as may be mutually agreed upon by the Company and the Underwriters. The closing of the Offering is expected to occur on or about December 3, 2025 or such other date or dates as may be agreed upon between the Company and the Underwriters. The offering is subject to certain conditions, including the receipt of all applicable regulatory approvals, including the conditional approval of the Toronto Stock Exchange. The securities to be issued in the Offering will be subject to a hold period of four months and one day from the applicable closing date in accordance with applicable Canadian securities laws.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor is there any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any state securities laws and may not be offered or sold within the United States or for the account or benefit of United States persons (as defined in Regulation S of the 1933 Act) unless registered in accordance with the 1933 Act and applicable state securities laws. papers, or unless an exemption from such registration requirements is provided.
About Americas Gold and Silver Corporation
Americas Gold & Silver is a fast-growing North American mining company producing silver, copper and antimony from mines in the United States and Mexico. In December 2024, Americas obtained full ownership of the Galena (Idaho) complex through a transaction with the management team led by Eric Sprott and Paul Yue, making Galena a cornerstone U.S. silver asset and the nation's leading active antimony mine. Americas also owns and operates Cosalá Operations in Sinaloa, Mexico. Now with Eric Sprott as its largest shareholder (~20%), Americas is fully funded to develop Galena following a C$50 million deal (October 2024) and a US$100 million term loan (June 2025). The Company has entered into a new non-restrictive 5-year multi-metal supply agreement with Ocean Partners to process any quantity of Galena concentrates at Teck Resources' smelter in British Columbia. America aims to become the leading producer of silver in North America and a key source of antimony produced in the United States.
For more information:
Maxim Kuksenko
Investor Relations Manager
American Gold and Silver Corporation
+1 (647) 888-6458
Technical information and qualified specialists
The scientific and technical information relating to the mining properties of the Company's materials contained herein has been reviewed and approved by Rick Streiff, Executive Vice President of Geology for the Company. The Company's current annual information form and NI 43-101 technical reports for its mineral resources, all of which are available on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov, contain additional information regarding mineral reserve and mineral resource estimates, classification and reporting parameters, key assumptions and associated risks for each of the Company's material mineral resources, including breakdown by category. The scientific and technical information contained herein in relation to the Crescent Mine has been taken from the report entitled “Technical Report NI 43-101 | Preliminary economic assessment | Silver Crescent Project | Shoshone County, Idaho, United States,” dated August 21, 2015. A qualified person has not done sufficient work on behalf of America to classify the historical estimate stated herein as a current mineral resource or mineral reserve, and America does not consider the historical estimate to be a current mineral resource or mineral reserve. The Company believes that the historical estimate is reliable and relevant for continued exploration and development of the Crescent Mine. No more recent mineral resource estimates or other data are available to the company.
All terms used herein have the meanings set forth in National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”), as required by Canadian securities regulators. These standards differ from the SEC requirements that apply to reporting companies in the United States. Any mineral reserves and mineral resources reported by the Company in accordance with NI 43-101 may not qualify as such under SEC standards. Accordingly, the information contained in this press release may not be comparable to similar information published by companies that are subject to SEC reporting and disclosure requirements.
Cautionary Statement Regarding Forward-Looking Information
This press release contains “forward-looking information” within the meaning of applicable securities laws. Often, but not always, forward-looking information can be identified by forward-looking words such as “expect,” “believe,” “expect,” “goal,” “plan,” “intend,” “potential,” “estimate,” “may,” “anticipate,” and “will” or similar words suggesting future results or other expectations, beliefs, plans, goals, assumptions, intentions or statements about future events or results. intentions, plans, assumptions and beliefs regarding, among other things, the timing and completion of the Acquisition, including expected mineral resources, potential synergies, timing of restarts and expected production; the ability to satisfy all conditions to completion of the Acquisition; the anticipated use of proceeds from the Concurrent Financing; obtaining all necessary third party and regulatory approvals in connection with the Acquisition and Concurrent Financing; TSX and NYSE; expected prices for gold, silver and other metals and related costs, expenses and capital expenditures; the expected timing and completion of required developments and expected operating and production results, including expected improvements in production rates and cash costs per ounce of silver and total operating costs per ounce of silver; improvements and production efficiencies at the Galena Complex and Crescent Mine, including expected production levels and expected improvements from increased production and operational efficiencies, as well as expectations regarding its ability to rely on existing infrastructure, facilities and equipment, and the terms and expected timing of any financing. Forward-looking information is based on the opinions and estimates of the Americas as of the date such information is provided and is subject to known and unknown risks, uncertainties and other factors that may affect actual results, levels of activity, performance or achievements. With respect to business in the Americas, these risks and uncertainties include risks associated with the interpretation or interpretation of geological information; failure to obtain permits required for future exploration, development or production; general economic conditions and conditions affecting the industries in which the Company operates; uncertainty of regulatory requirements and approvals; the ability to obtain necessary legal proceedings; future financing on acceptable terms or at all; risks associated with the mining industry, such as economic factors (including future commodity prices, currency fluctuations and energy prices), ground conditions, illegal blockades and other factors limiting access to mines or regular uninterrupted operations, failure of plants, equipment, processes and transportation services to operate properly, environmental risks, government regulations, actual results of ongoing exploration and mining activities, possible changes in mineral grades or mining rates allowing timing, capital and construction costs, reclamation; activities, labor relations or disruptions, social and political events, risks associated with generally increased inflation and inflationary pressures, risks associated with changes in global economic conditions and market volatility, risks associated with geopolitical instability, political unrest, war and other global conflicts may lead to adverse effects on macroeconomic conditions, including volatility in financial markets, adverse changes in trade policies, inflation, disruptions in supply chains and other risks of the mining industry. contained in forward-looking information, there may be other factors that cause results not to be as expected, estimated or intended.
Readers are cautioned not to place undue reliance on such information. Additional information about factors that could cause actual results to differ materially from this forward-looking information is available in America's filings with the Canadian Securities Administrators on SEDAR+ and with the SEC. Americas undertakes no obligation to publicly update or otherwise revise any forward-looking information, whether as a result of new information, future events or other similar factors affecting such information, except as required by law. Americas makes no guarantee (1) that Americas will meet its expectations or (2) as to the results or timing of their achievement. All subsequent written and oral forward-looking information relating to the Americas is qualified in its entirety by the cautionary statements set forth above.
