New Gold Shareholders Approve $7 Billion Coeur Mining Acquisition

NGD
January 28, 2026

On January 27, 2026, New Gold Inc. shareholders voted 99.22% in favor of a plan of arrangement that will see Coeur Mining, Inc. acquire all outstanding shares of New Gold. The vote, held at a special meeting, cleared the final hurdle for the $7 billion all‑stock transaction announced in November 2025.

Under the terms of the deal, each New Gold share will be exchanged for 0.4959 shares of Coeur common stock. When the transaction closes, Coeur shareholders will own roughly 62% of the combined company, while former New Gold shareholders will hold about 38%. The exchange ratio values New Gold at approximately $7 billion in equity, reflecting Coeur’s current market price and the premium implied by the all‑stock structure.

The merger is positioned to create a larger, North American‑focused precious‑metals producer with enhanced exploration upside and extended mine life. By combining Coeur’s existing operations with New Gold’s Canadian assets—New Afton and Rainy River—management expects to unlock operational synergies, accelerate development of the K‑Zone at New Afton, and broaden the company’s exploration portfolio. The combined entity is projected to generate around $3 billion of EBITDA and $2 billion of free cash flow in 2026, a significant lift from Coeur’s 2025 full‑year EBITDA of roughly $1 billion and free cash flow of $550 million.

Patrick Godin, President and CEO of New Gold, said the overwhelming shareholder support “is a strong endorsement for this transformative combination” and that the deal will create “a new, all‑North American precious‑metals company that is unique to our industry.” Coeur CEO Mitchell J. Krebs added that the transaction “accelerates our transformation into a larger, more resilient, lower‑cost company” and that the combined company will become a “cash‑flow powerhouse,” noting that growth is already underway through near‑term projects that will be accelerated by the acquisition.

The announcement initially triggered a negative market reaction for Coeur, as the all‑share structure meant that the decline in Coeur’s stock price on the announcement day reduced the implied value of the offer for New Gold shareholders. After the shareholder vote, analyst sentiment turned more constructive. Analysts highlighted the strategic positioning of the combined entity as a North American precious‑metals leader, particularly in silver, and the expected improvements in EBITDA and free cash flow as key drivers of the positive outlook.

The transaction still requires final approval from the Supreme Court of British Columbia and certain regulatory authorities. Once those approvals are obtained, the parties expect the deal to close in the first half of 2026, subject to customary closing conditions.

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