SSR Mining Inc. has entered into a definitive arrangement agreement to acquire all of the issued and outstanding shares of Roxmore Resources Inc. through a court-approved plan of arrangement under British Columbia’s Business Corporations Act, in a transaction valued at approximately $712 million on a fully diluted basis. Under the agreement, Roxmore shareholders will receive $6.75 in cash per share plus 0.33 of a share in a newly created exploration company, Roxmore Spinco, with the cash portion totalling roughly $663 million and the Spinco shares carrying an implied value of about $49 million. The acquisition gives SSR Mining control of Roxmore’s flagship Converse Gold Project in Nevada, located about six kilometres from SSR’s Marigold Complex. Roxmore Spinco will retain the company’s other exploration assets, such as the Rattlesnake Hills, Newton and Shabu River properties, and launch with US$10 million in cash, owned about 85 percent by former Roxmore shareholders and nearly 15 percent by SSR Mining. The total consideration represents a premium of roughly 58 percent to Roxmore’s 20-day volume-weighted average price. Roxmore’s board unanimously approved the transaction, and directors, officers and the largest shareholder, holding about 26.8 percent of shares, signed voting support agreements. Completion requires approval by two-thirds of votes cast by Roxmore securityholders at a special meeting expected in December 2026, along with court and other customary approvals. SSR Mining will fund the cash consideration from its existing balance sheet.