Prime Mining Reports Q2 2025 Financial and Operating Results

VANCOUVER, British Columbia, Aug. 11, 2025 (GLOBE NEWSWIRE) -- Prime Mining Corp. ("Prime" or the "Company") (TSX:PRYM) (OTCQX:PRMNF) (Frankfurt: O4V3) is pleased to report its operating and financial results for the quarter ended June 30, 2025. Prime is focused on the exploration and development of its wholly owned high-grade Los Reyes Gold-Silver Project in Sinaloa State, Mexico ("Los Reyes" or the "Project").

Prime Chief Executive Officer Scott Hicks commented, "The second quarter has been highly productive for Prime on multiple fronts. Following the selection in May of Ausenco as its lead engineer for the development of the Los Reyes Preliminary Economic Assessment, the Company announced the exercise of 97% of its June warrants, resulting in a substantial increase to our treasury, closing the quarter with $32.7 million in cash and equivalents. On July 28, Prime announced a transformational proposed acquisition of Prime by Torex Gold in a share-based transaction. This transaction enables Prime shareholders to continue to participate in the advancement of Los Reyes while enjoying an immediate premium on the value of their Prime shares, participation in the free-cash flowing Torex Morelos Complex and reduced financing and development risk. Both teams are very excited about the future and look forward to providing updates along the way."

Corporate Highlights During the Quarter (Unless otherwise stated, all amounts are presented in Canadian dollars.)

On May 12th, the Company released its 2024 Financial and Operating Results.

On May 28th, the Company announced it had selected Ausenco Engineering Canada ULC ("Ausenco") to lead the study work for a Preliminary Economic Assessment ("PEA") on Los Reyes.

On June 17th, the Company announced that 97% of its $1.10 warrants due June 12, 2025 had been exercised.

On June 20th, the Company announced the voting results from its annual general meeting, wherein all the directors listed as nominees were elected and all matters presented were approved.

Project Highlights During the Quarter

Prime Announces Selection of Ausenco to Lead PEA Study Work (May 28, 2025)

The Company selected Ausenco Engineering Canada ULC ("Ausenco") to lead the study work for a Preliminary Economic Assessment ("PEA") on Los Reyes.

Ausenco was chosen to lead the PEA based on its extensive experience with projects of similar scale in Mexico, including advancing Silvercrest's Las Chispas Project from technical studies through construction, leading the delivery of Discovery Silver's Cordero Project Feasibility Study and Vizsla Silver's Panuco PEA and providing process design expertise for GoGold's Los Ricos Project Feasibility Study.

Maintaining Health and Safety Protocols

Prime remains engaged with local stakeholders and is proactive in monitoring employees and contractors concerning general health conditions. The Company continues to closely adhere to the directives of all levels of government and relevant health authorities in Mexico and Canada.

Community Engagement and Environmental Stewardship Strategy

We continued to gather environmental and community data in the quarter in support of our ESG programs, including completion of a materiality assessment, strategic plan, and disclosure matrix. We strive to minimize the environmental footprint of our activities and ensure that Los Reyes has a positive impact on our host communities.

The Company released its inaugural sustainability report during April 2023, establishing a baseline and a new yardstick to measure our progress in meeting our commitments regarding sustainability and stewardship of the environment, relevant social issues, and corporate governance. The Company released latest report, the 2024 Sustainability Report, in June.

Subsequent Events

On July 28, 2025, Prime and Torex Gold Resources Inc. ("Torex") announced that they have entered into a definitive agreement (the "Arrangement Agreement") whereby Torex will acquire all of the issued and outstanding common shares of Prime Mining (the "Prime Mining Shares") pursuant to a plan of arrangement (the "Transaction").

Pursuant to the terms of the Arrangement Agreement, Prime Mining shareholders will receive 0.060 of a common share of Torex (each whole share, a "Torex Share") for each Prime Mining Share held (the "Exchange Ratio" or the "Consideration").

Upon completion of the Transaction, Torex will issue approximately 10.5 million Torex Shares to Prime Mining shareholders and existing Prime Mining shareholders will own approximately 10.7% of Torex.

Full details of the Transaction will be included in the meeting materials to be prepared by Prime Mining in connection with the special meeting of securityholders, which are expected to be mailed to such securityholders in September 2025. A special meeting of Prime Mining securityholders is expected to be held in September 2025. The Transaction does not require a vote of Torex shareholders.

Subject to the satisfaction of customary closing conditions, including the parties obtaining the requisite regulatory approvals, the Transaction is expected to close in H2 2025, subject to the timing of clearance under Mexican antitrust laws. Prime Mining Shares are expected to be delisted from the TSX promptly after closing of the Transaction.

Following the announcement of the Transaction, Prime has paused work on the PEA pending the outcome of the Transaction.

Selected Financial Data

The following selected financial data is summarized from the Company's consolidated financial statements and related notes thereto (the "Financial Statements") for the six months ended June 30, 2025 and 2024. A copy of the Financial Statements and MD&A is available at www.primeminingcorp.ca or on SEDAR at www.sedar.com.

 

Six Months ended  June 30, 2025 

Six Months ended June 30, 2024 

Loss and comprehensive loss

$ (6,168,319) 

$ (11,935,978) 

Loss per share, basic and diluted

$ (0.04) 

$ (0.08) 

 

June 30, 2025 

December 31, 2024 

Cash

$ 32,749,255 

$ 19,056,585 

Total assets

$46,929,802 

$ 33,177,148 

Total current liabilities

$ 782,055 

$ 2,203,583  

Total liabilities

$1,561,303 

$ 3,049,145 

Total shareholders' equity

$ 45,368,499 

$ 30,128,003 

2025 Outlook

Following the announcement of Torex Gold's proposed acquisition of Prime on July 28, 2025, the Company commenced the process of preparing the related information circular, targeting distribution to our shareholders on September 5, 2025. The shareholder vote is planned for September 29, 2025. The Transaction does not require a vote of Torex shareholders.

In addition to securityholder and court ...