VANCOUVER, BC — February 23, 2026 — Leads & Copy — Lundin Gold Inc. has announced a binding term sheet with LunR Royalties Corp. for a proposed $670 million silver stream–for–equity transaction.
Under the terms of the agreement, Lundin Gold (TSX: LUG) (Nasdaq Stockholm: LUG) (OTCQX: LUGDF) will sell a silver stream on its Fruta del Norte (FDN) mine in Ecuador in exchange for newly issued shares of LunR.
Upon closing, the LunR shares received by Lundin Gold will be distributed to Lundin Gold shareholders as a dividend‑in‑kind. Lundin Gold will not hold any LunR shares after the distribution.
According to Lundin Gold, the transaction unlocks value from a minor silver by‑product, as silver currently represents 1–2% of total revenue and is forecast to contribute 500,000 to 600,000 ounces of payable silver in 2026. The company says it delivers immediate value to shareholders through $670 million in LunR equity, and provides shareholders with ownership in LunR.
The company further believes it positions LunR as a cash‑flowing intermediate streaming company anchored by silver from a Tier‑1 asset.
Brendan Creaney, Vice President Corporate Development and Investor Relations, stated the transaction allows the company to unlock value for shareholders while maintaining full gold exposure to the Fruta del Norte mine. He added that by converting a small by-product into an equity interest in a royalty company, the company is crystallizing value now and creating a new avenue of long-term value for shareholders.
Under the key terms, LunR will issue 50,505,051 consideration shares to Lundin Gold on closing, having a value of approximately $670 million based on the 20-day VWAP of LunR’s shares on the TSXV as of February 20, 2026, subject to the satisfaction of certain conditions. Lundin Gold will sell 100% of the payable silver production of FDN until 12.2 million ounces have been delivered, then 50% of FDN’s payable silver until an additional 7.8 million ounces have been delivered, and thereafter, 7.5% of the payable silver for the remaining LOM.
Lundin Gold will receive payments equal to 10% of the spot price of silver at the time of each delivery for ounces delivered up to the First Dropdown Threshold, then payments will increase to 20% of the spot price for deliveries up to the Second Dropdown Threshold, and thereafter, payments will increase to 30% of the spot price for the remaining LOM.
All mining concessions related to FDN’s operations, totaling approximately 5,566 ha, are subject to the stream, effective as of March 1, 2026.
According to the release, Lundin Gold will distribute all of the consideration shares to its shareholders as a dividend in kind, subject to satisfactory completion of the closing conditions of the transaction. The consideration shares will not be distributed to Lundin Gold shareholders in the United States or in any other jurisdiction where such distribution would be restricted or prohibited by applicable law. Instead, they will receive a cash payment equal to the net proceeds of such sale.
The transaction has been approved by the Board of Directors of Lundin Gold. Lundin Gold and LunR are non-arm’s length and are related parties within the meaning of MI 61-101. The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.
Closing is subject to regulatory, corporate, and documentation requirements, and is expected to occur in Q2 2026. Closing requirements include completion of due diligence, execution of a definitive silver purchase agreement, approval by the Boards of Directors of LunR and Lundin Gold, approval of the TSXV, approval of LunR’s shareholders in accordance with MI 61-101, and LunR being issued a final receipt for a prospectus qualifying the distribution of the consideration shares to Lundin Gold.
Lundin Gold, headquartered in Vancouver, Canada, owns the Fruta del Norte gold mine in southeast Ecuador.
LunR Royalties is an emerging royalty and streaming company based in Canada.
LunR was spun-out of NGEx Minerals Ltd. with royalties on the Lunahuasi and Los Helados projects, located in the Vicuña District of Argentina and Chile. LunR holds a 1.00% NSR royalty on Lunahuasi and a 1.38% NSR royalty on Los Helados.
Source: Lundin Gold Inc.
