Aris Mining to acquire remaining 49% of Soto Norte in Colombia for $80M

Aris Mining (ARMN) has entered into a binding term sheet to acquire the remaining 49% interest in the Soto Norte joint venture in Colombia from MDC Industry, or Mubadala. The transaction includes the termination at closing of the associated precious metals stream previously granted to Mubadala. The total consideration is $80M, comprised of $60M in cash and 1,739,130 newly issued Aris Mining common shares, issued at a deemed price of $11.50 per share and subject to a four month plus one day hold period. The transaction is expected to close by early December 2025, subject to final documentation and customary closing conditions. Full ownership of Soto Norte positions Aris Mining to become a 1M-ounce-per-year gold producer. 100% ownership enhances Aris Mining’s ability to advance Soto Norte as a core long-term growth asset. The transaction structure results in a material increase in the company’s total attributable gold mineral reserves and resources on a per share basis as well as NAV accretion. Aris Mining first acquired a 20% interest in Soto Norte in April 2022 and subsequently increased its ownership to 51% in June 2024. The September Prefeasibility Study confirms Soto Norte as a high-grade, long-life underground gold project, including a processing plant with 20% excess capacity – 750 tpd – to facilitate local, small scale miner formalization and a processing flowsheet with no cyanide or mercury use. Environmental studies are being finalized ahead of licensing submissions planned for H1 2026. Designed mill capacity of 3,500 tpd, including the 750 tpd dedicated to local community miners – a scale that supports attractive investment returns and extends mine life to 22+ years. Measured and indicated mineral resources of 39.0 million tons at 5.55 g/t Au containing 7.0M oz. gold. Proven and probable mineral reserves of 20.3M tons at 7.00 g/t Au containing 4.6 Moz gold, supporting a 22-year initial mine life at an owner-mining rate of 2,750 tpd. Average annual gold production from years 2 to 10 of 263 koz and of 203 koz. in years 1 to 21.