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Guanajuato Silver Receives Conditional Approval for Bolanitos Mine Acquisition

Guanajuato Silver has announced a significant milestone in its corporate strategy by securing conditional approval from the TSX Venture Exchange (TSXV) for its acquisition of the Bolanitos gold-silver mine from Endeavour Silver. This acquisition is poised to greatly impact the company’s growth trajectory and mining operations. In this communication, Guanajuato Silver emphasized that it is actively working to meet the specific conditions tied to the TSXV approval, along with fulfilling the remaining requirements laid out in the definitive agreement signed on November 24, 2025.

Transformative Impact on the Company

James Anderson, the Chair and CEO of Guanajuato Silver, stated, "The acquisition of the Bolanitos mine will be a genuinely transformative transaction for Guanajuato Silver. Bolañitos is poised to become our most significant mine, and we remain on track for completion of the transaction in January 2026." This sentiment reflects the belief that acquiring Bolanitos will serve as a catalyst for future growth and profitability, enabling the company to expand its operational footprint in the rich mining region of Guanajuato.

Details of the Acquisition Agreement

The intricate details of this acquisition agreement reveal that Guanajuato Silver will acquire all issued and outstanding shares of Mina Bolañitos, which owns the Bolañitos Mine. The deal, valued at US$40 million, comprises US$30 million in cash along with US$10 million in Guanajuato Silver common shares. The share price was determined based on the 10-day volume-weighted average price (VWAP) on the TSX Venture Exchange and the Bank of Canada’s average exchange rate as recorded on November 20, 2025.

Moreover, the agreement includes clauses for two contingent payments of US$5 million each, dependent on the company producing between 2Moz and 4Moz of AgEq from the Bolanitos site. Each of these payments will be disbursed equally between cash and shares, but will be constrained by a 9.9% maximum ownership cap for Endeavour Silver. Notably, should the market price of the shares drop below the calculated issue price, Guanajuato Silver will cover the difference in cash.

Regulatory and Operational Considerations

As with most acquisitions of this nature, the transaction is subject to customary closing conditions—including essential regulatory approvals and the finalization of an investor rights agreement. Upon closing, both companies will formalize this agreement, granting Endeavour Silver certain participation rights along with a 12-month voting commitment.

In addition, any shares issued as part of the base consideration will face transfer restrictions for a one-year term, after which half will remain restricted for an additional two years. The contract also incorporates a reciprocal termination fee of US$2.5 million, which can be paid in cash or partly through shares issued at the applicable 10-day VWAP. Notably, the company has confirmed that no finders’ fees were incurred in relation to this transaction.

A Closer Look at Bolañitos Mine

Overview

Bolañitos mine, initially acquired by Endeavour Silver in 2007, operates as an underground mining facility employing ramp access and mechanized methods, including long hole and cut-and-fill mining techniques.

Production Capacity and Geology

The site is equipped with a flotation plant that has a processing capacity of 1,600 tons per day (t/d), although the current throughput averages around 1,200 t/d. The geological formations at this location consist chiefly of low-sulfidation epithermal vein deposits. Since Endeavour Silver’s acquisition, they have unearthed 10 new orebodies, with eight already mined. Current mining operations are primarily focused on the Lucero, La Luz, and San Miguel orebodies.

Employment and Resource Data

The infrastructure at Bolañitos is robust, featuring a power grid connection, along with access to water and labor from neighboring communities. The mine supports over 380 employees and approximately 250 contractors, contributing positively to the local economy.

As of December 31, 2024, Bolañitos is reported to have proven reserves of 75,000t grading 79g/t silver and 2.13g/t gold, which translates to about 190,000oz of silver and 5,100oz of gold. Additionally, the mine has probable reserves totaling 304,000t, with grades of 77g/t silver and 1.72g/t gold, containing approximately 750,000oz of silver and 16,800oz of gold. On the resources front, measured resources stand at 62,000t grading 108g/t silver and 2.63g/t gold, while indicated resources total 1.09 million tons at similar grades.

How AI legalese decoder Can Assist

Navigating the complexities of such transactions and agreements can often be daunting, particularly when it comes to understanding intricate legal jargon. This is where the AI legalese decoder can be invaluable. By using advanced AI algorithms, this tool simplifies legal language, making it easier for stakeholders to comprehend the terms, conditions, and implications of the acquisition. This can be especially important in ensuring that all parties involved fully understand their rights, obligations, and any contingencies, thus facilitating smoother negotiations and compliance with regulatory requirements.

In summary, this acquisition by Guanajuato Silver marks a pivotal moment for the company, with the potential to significantly enhance its operational capacity and market standing. The use of tools like the AI legalese decoder could further streamline this transition by making legal documents more accessible and easier to navigate.

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