NGD Shareholders to Vote on Transformative All-Stock Acquisition—38% Stake in Combined Precious Metals Powerhouse at Stake

Shareholder Meeting Set: NGD Investors Face Pivotal Decision on Coeur Mining Merger

New Gold Inc. (NYSE: NGD, TSX: NGD) has officially launched the countdown to a pivotal shareholder vote on January 27, 2026. The focus: an all-stock acquisition by Coeur Mining (NYSE: CDE) that would see NGD shareholders exchange each of their shares for 0.4959 Coeur shares, ultimately holding 38% of what could become one of North America’s largest precious metals producers.

The plan received a ringing endorsement from NGD’s board and a special independent committee, with formal voting materials already mailed out. The transaction is backed by an interim court order and a green light from Canadian competition authorities, ticking off two major hurdles for completion in the first half of 2026.

Merger to Create $20B North American Mining Giant with Increased Scale and Liquidity

If approved, this merger would combine NGD and Coeur into a 100% North American-focused company with a pro forma market capitalization near $20 billion. The new entity would feature seven operating mines, projected to deliver 1.25 million gold-equivalent ounces in 2026—including 900,000 ounces of gold, 20 million of silver, and 100 million pounds of copper.

This scale is more than a headline number: post-merger, the company is set to rank among the top 10 global precious metals players and the top five silver producers. Over 80% of its revenue would stem from operations in the U.S. and Canada, supporting sector-leading daily trading liquidity (over $380 million) and making a strong case for inclusion in key U.S. equity indices.

Strong Free Cash Flow and Valuation Upside: A Closer Look at the Numbers

The combined company projects around $3.0 billion in EBITDA and $2.0 billion in free cash flow for 2026—metrics that underpin expectations for better shareholder returns and even the potential for a valuation re-rating. With a net cash position forecast at closing, management anticipates an investment-grade credit rating will be within reach, adding financial firepower for future growth.

Diversified Asset Base Reduces Risk and Bolsters Long-Term Value

This deal extends exposure far beyond NGD’s current assets (the New Afton and Rainy River mines), with a longer reserve and resource profile across seven operations. Crucially, silver reserves would make up about 30% of the combined portfolio, adding diversification and potential upside for investors attuned to precious metals markets.

Current NGD shareholders would benefit from both greater liquidity—thanks to dual New York and Toronto listings—and a higher profile in capital markets.

Board Endorses Transaction; How and When to Cast Your Vote

Unanimous support from NGD’s board and advisors sets a confident stage for the vote. Securing approval requires two-thirds of the shares voted, excluding certain related parties.

The special meeting takes place in person and via webcast at 11:00 a.m. ET, January 27, 2026. If you held NGD shares as of December 17, 2025, you’re eligible to vote—either online, by phone, or by mail—by January 23, 2026.

What Investors Should Watch Next

This proposed merger is more than a paperwork shuffle: it could reshape the competitive landscape of North American mining. Still, shareholders hold the key. If approved—with support from both NGD and CDE investors—the deal is on track to close in the first half of next year, ushering in new opportunities for scale, capital markets exposure, and free cash flow for participants from both companies.

As with any major corporate action, the outcome depends on active investor participation. If you’re a NGD shareholder, now’s the time to review the meeting materials, weigh the potential, and vote before the January deadline. For more information or questions on the voting process, visit www.VoteNewGold.com or contact the listed advisors.

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