Artemis Gold Inc. and Vista Gold Corp. entered into a definitive arrangement agreement on September 20, 2026, under which Artemis Gold will acquire all outstanding shares of Vista Gold by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia). Vista Gold shareholders will receive 0.0966 Artemis Gold common shares for each Vista Gold share, implying consideration of US$2.83 per share and a total transaction value of approximately US$427 million on a 100% basis, a 29 percent premium to the 20-day volume-weighted average price as of September 18, 2026. The transaction is all-share, with no cash consideration and no new debt. Artemis Gold already holds 4.95 percent of Vista Gold's shares, which it intends to cancel on completion. Post-transaction, existing Artemis Gold shareholders will hold approximately 95 percent and Vista Gold shareholders approximately 5 percent of the combined company. The target asset is Vista Gold's Mt Todd gold project in the Northern Territory, Australia, an advanced feasibility-stage development with 9.1 million ounces of Measured and Indicated Mineral Resources and 1.4 million ounces of Inferred Mineral Resources. Approval requires 66 2/3 percent of votes cast by Vista Gold shareholders, court approval, and regulatory approvals including Australia's Foreign Investment Review Board, Northern Territory Ministerial Consent, SEC, TSX and TSXV. A special committee of independent Vista Gold directors unanimously recommended the transaction. CIBC Capital Markets and ATB Cormark each provided fairness opinions to the Vista Gold board. BMO Capital Markets advised Artemis Gold. Blake, Cassels & Graydon LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP advised Artemis Gold; Stikeman Elliott LLP and Davis Graham & Stubbs LLP advised Vista Gold. Closing is expected in January 2027.