Artemis Gold Inc. entered into a definitive agreement to acquire all the shares of Vista Gold, owner of the Mt Todd gold project in Australia’s Northern Territory, for approximately $427 million. Artemis currently holds 4.95% of the shares outstanding of Vista. Upon completion of the transaction, existing Artemis and Vista shareholders are expected to own approximately 95% and 5% of the pro forma company, respectively.

Artemis said the Blackwater Phase 1A and EP2 expansions remain its priority and principal value driver. Following the completion of EP2, the Blackwater mine in British Columbia is expected to produce more than 500,000 ounces (oz) of gold per year with industry-leading all-in sustaining costs, cementing it as a world-class gold mine with further optimization, growth and exploration potential. Completion of Blackwater EP2 expansion expected by mid-2028 will remain the priority focus for Artemis.

“This transaction presents an attractive opportunity to add a high-quality development asset that, when combined with our ongoing and future growth opportunities for Blackwater, provides a pathway to achieving 1 million oz of gold production per year,” said Artemis Gold CEO Dale Andres. “Mt Todd is a unique, advanced-stage project in a mining-friendly jurisdiction that fits nicely as an extension to our growth strategy and proven engineering and mine-building capabilities. As with Blackwater, this is a multi-million-oz gold deposit that can be built at scale leveraging our financial strength and project development and management teams.”

Artemis said it intends to advance Mt Todd at a 50,000 metric tons per day processing rate, aligned with the previously granted permits.

The arrangement agreement provides for customary deal protections, including a non-solicitation covenant on the part of Vista and a right for Artemis to match any superior proposal. The arrangement agreement includes a termination fee of $18 million, payable by Vista, under certain customary circumstances, including if it is terminated in connection with Vista pursuing a superior proposal. If approved by Vista shareholders and the court, and the other conditions are satisfied, the transaction is expected to be completed in January 2027.

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