Torex Buys Prime Mining in US$32 Million Deal, Secures Los Reyes

Torex Gold Resources and Prime Mining have entered into a definitive agreement under which the first will acquire all outstanding common shares of Prime Mining, securing full ownership of the Los Reyes gold-silver project in Sinaloa. Both companies view the transaction as a strategic opportunity: Prime Mining gains the ability to de-risk the project, while Torex brings the financial strength and operational expertise to advance its development.

Under the agreement, Prime Mining shareholders will receive 0.060 of a Torex common share for each share held, representing a 32.4% premium over the 30-day volume-weighted average price (VWAP) of Prime Mining shares, and an 18.5% premium over the July 25, 2025, closing price. This implies a total equity value of about US$327 million for Prime Mining. Upon completion, Torex will issue about 10.5 million shares, and Prime Mining shareholders will own about 10.7% of Torex.

The Los Reyes project holds an estimated 1.5Moz of gold and 54Moz of silver in Indicated resources, along with 538,000oz of gold and 21.6Moz of silver in the Inferred category. Torex sees the acquisition as a step toward diversifying its asset base and expanding its presence in Mexico. The company says that Los Reyes, described as an advanced exploration and development-stage asset with both underground and open-pit potential, aligns with its strategic plans. “The Los Reyes Project represents a unique opportunity for the Torex team to develop a high-quality asset with the potential for a high margin, low capital, and long-life operation in a jurisdiction that we know very well,” says Jody Kuzenko, President and CEO, Torex.

The addition of Los Reyes is expected to expand Torex’s resource base, increase exposure to silver, and enhance its exploration portfolio. Torex highlights the project’s historical mining activity and mineral potential, stating that zones such as Z-T, Guadalupe East, and Central remain open along strike and dip.

Under the agreement, Prime Mining shareholders will gain exposure to Torex’s Morelos Complex, which includes the El Limón Guajes and Media Luna mines. The Morelos Complex has a projected mine life exceeding a decade and generated more than 450,000oz of gold in 2024. Torex started commercial production of the Media Luna mine in 2025, following the earlier success of El Limón Guajes in 2016. Kuzenko says that Torex would leverage its “in-country expertise and strong financial position” to advance Los Reyes through development.

“The addition of Prime Mining’s high-quality Los Reyes Project to the Torex pipeline… presents both Prime Mining and Torex shareholders with substantial value enhancement through this share-based acquisition,” says Scott Hicks, CEO, Prime Mining.  Hicks added that the transaction aligns with both companies’ focus on community engagement and environmental stewardship. “Our Board, Management, and key shareholders view this opportunity as a great way to de-risk and unlock the full exploration and project potential that we collectively see in Los Reyes.”

The transaction is subject to customary approvals, including from shareholders and regulatory bodies.