Torex Gold (TSX:TXG,OTCQX:TORXF) is acquiring Prime Mining (TSX:PRYM,OTCQX:PRYM) in an all-share deal worth US$449 million, gaining full control of the Los Reyes gold-silver project in Mexico as it builds out an Americas-focused mining portfolio.
Under the terms of the deal, Torex will gain 100 percent ownership of Prime’s Los Reyes project in Sinaloa, an advanced-stage gold-silver asset with indicated resources of 1.5 million ounces of gold and 54 million ounces of silver, and inferred resources of 538,000 ounces of gold and 21.6 million ounces of silver.
“This acquisition supports our strategy to systematically build a diversified, Americas-focused precious metals producer,” Torex CEO Jody Kuzenko said in a recent press release.
“Los Reyes has multiple high-potential mineralized zones which remain open along strike and at depth, and we are confident that the project has strong untapped upside with numerous avenues for growth,” Kuzenko added.
Upon completion, Prime shareholders will own approximately 10.7 percent of Torex. About 10.5 million Torex shares will be issued to complete the deal.
Torex already operates the Morelos Complex in Guerrero, Mexico, home to its El Limón Guajes and newly commissioned Media Luna mines. The company produced more than 450,000 ounces of gold in 2024, making it Mexico’s largest gold producer that year.
It also recently announced the all-cash acquisition of Reyna Silver (TSXV:RSLV,OTC:RSNVF) a transaction scheduled for shareholder approval in August.
Torex plans to apply its in-country project development team and free cash flow from Media Luna to fund the Los Reyes buildout without requiring additional external financing.
“In addition to gaining exposure to Torex’s free-cash flowing Morelos Complex, Prime Mining shareholders can continue to realize significant value creation as Los Reyes is developed with the benefit of Torex’s operational and development experience in Mexico,” said Prime CEO Scott Hicks.
Torex will add 1.5 million ounces of gold in the indicated category and 538,000 ounces in inferred resources through the acquisition, increasing its total measured and indicated resources by 32 percent to 6.2 million ounces and inferred resources by 44 percent to 1.8 million ounces.
It also adds substantial silver exposure through Los Reyes’ combined 75.6 million ounces of indicated and inferred silver resources.
The Los Reyes land package also includes three key mineralized zones, namely Z-T, Guadalupe East, and Central, along with other several underexplored targets.
Torex expects to leverage its permitting and construction track record to advance Los Reyes efficiently. The company completed the US$800 million El Limón Guajes mine in 2015 and brought the US$1 billion project Media Luna into commercial production in May of this year.
The transaction remains subject to regulatory approvals and the approval of Prime shareholders. It is expected to close in the fourth quarter of 2025.
Securities Disclosure: I, Giann Liguid, hold no direct investment interest in any company mentioned in this article.