Distributed on behalf of Emergent Metals Corp.
A potential interest rate hike may be a short-term headwind for gold, but it does not end the bullish case for gold. In fact, with inflation still elevated, investors should continue to use gold as a long-term store of value. Not only is that a strong catalyst for gold prices, but also for gold-related stocks, such as Emergent Metals Corp. (TSXV: EMR) (OTC: EGMCF), Newmont Corporation (NYSE: NEM), Barrick Mining (NYSE: B) (TSX: ABX), Kinross Gold (NYSE: KGC) (TSX: K), and Lahontan Gold Corp. (TSXV: LG, OTCQB: LGCXF, FSE: Y2F).
Two, geopolitical uncertainty is still supporting safe-haven demand. Remember, conflicts, energy disruptions and concerns about government debt can encourage investors to move money into gold. Third, central banks are still buying gold aggressively. In the second quarter of the year, central banks bought an estimated 289 metric tonnes of gold, as noted by the World Gold Council. That’s because central banks want to diversify their reserves away from traditional currencies and government bonds. In addition, gold may already expect the hike. Federal Reserve minutes showed that markets had already priced in a quarter-point September increase. In the end, the strongest argument for buying gold now is not that rates are about to rise. It is that the reason behind the hike, persistent inflation, elevated energy prices and economic uncertainty. All of which could continue supporting gold.
Look at Emergent Metals Corp. (TSXV: EMR) (OTC: EGMCF), For Example
Emergent Metals Corp. just announced that it has entered into a definitive agreement with Lahontan Gold Corp. (TSXV: LG, OTCQB: LGCXF, FSE: Y2F), pursuant to which Lahontan will acquire all of the issued and outstanding common shares of Emergent. Under the terms of the Transaction, Emergent shareholders will receive 0.3115 of a common share of Lahontan for each Emergent Share held, representing approximately one Lahontan Share for every 3.21 Emergent Shares. Based on the closing price of the Lahontan Shares of C$0.37 on September 15, 2026, the Exchange Ratio implies consideration of approximately C$0.1153 per Emergent Share, representing a premium of approximately 47.8% to the 30-trading-day volume-weighted average trading price of C$0.0780 for the Emergent Shares for the period ended September 15, 2026.
The Transaction will be completed pursuant to a definitive arrangement agreement dated September 15, 2026, between Emergent and Lahontan and a court-approved plan of arrangement under the Business Corporations Act (British Columbia). Upon completion of the Transaction, existing Lahontan shareholders and former Emergent shareholders are expected to own approximately 95.3% and 4.7%, respectively, of the outstanding Lahontan Shares on a non-diluted basis, after giving effect to the transactions contemplated by the Arrangement Agreement.
Unless otherwise indicated, all dollar amounts in this news release are expressed in Canadian dollars.
Transaction Highlights
· Premium to Emergent’s recent trading price. Based on the closing price of the Lahontan Shares of C$0.37 on September 15, 2026, the Transaction provides Emergent shareholders with implied consideration of approximately C$0.1153 per Emergent Share, representing a premium of approximately 47.8% to Emergent’s 30-trading-day VWAP of C$0.0780 for the 30 trading days ended September 15, 2026.
· Continued participation in the combined company. The all-share consideration allows Emergent shareholders to retain exposure to the combined company and to participate in the potential benefits of Lahontan’s larger Nevada-focused gold and silver portfolio.
· Exposure to the Santa Fe Mine project. Emergent shareholders will gain exposure to Lahontan’s Santa Fe Mine project in Nevada, which Lahontan is advancing through economic evaluation, permitting and development activities, as well as Lahontan’s other exploration and development assets.
· Consolidation of a strategic Walker Lane property position. The Transaction will bring the Santa Fe Mine, New York Canyon and West Santa Fe properties under common ownership, creating opportunities for coordinated exploration and development across these neighbouring projects.
· Broader portfolio of assets and financial interests. The combined company will hold Emergent’s remaining mineral property and royalty interests, together with assets received by Emergent in connection with the recently completed sale of the Golden Arrow property to Fairchild Gold Corp. (“Fairchild”), including a US$3.5 million promissory note, 12.5 million common shares of Fairchild and a 0.5% net smelter return royalty on the Golden Arrow property.
· Larger public company and greater historical trading liquidity. The Transaction will provide Emergent shareholders with participation in a larger public company with historically greater trading liquidity and a broader asset base.
Benefits to Emergent Shareholders
The Transaction will provide Emergent shareholders with continued exposure to a larger and more contiguous property position in Nevada’s Walker Lane mineral belt by combining Emergent’s New York Canyon property with Lahontan’s neighbouring Santa Fe Mine and West Santa Fe properties.
The combined company will also hold Emergent’s portfolio of other mineral interests and royalties in Nevada and Quebec, as well as the Fairchild promissory note, Fairchild shares and Golden Arrow royalty described above.
David Watkinson, President and CEO of Emergent, commented:
“The proposed combination with Lahontan provides Emergent shareholders with a premium to Emergent’s recent trading price while allowing them to continue participating in the potential growth of a larger Nevada-focused precious metals company with a broader asset base, historically greater trading liquidity and increased capital-markets visibility.
The Transaction brings together the Santa Fe Mine, West Santa Fe and New York Canyon properties under common ownership and creates the opportunity to explore and develop these neighbouring assets on a coordinated basis. Emergent shareholders will also participate in a broader portfolio that includes Emergent’s other mineral and royalty interests and the assets received from the recent sale of Golden Arrow.
Following a thorough review of the Transaction by Emergent’s Special Committee and Board of Directors, we believe the Transaction provides an opportunity for Emergent shareholders and positions the combined company with a broader asset base and greater scale.”
Transaction Details
At the effective time of the Transaction, each outstanding Emergent Share, other than Emergent Shares held by dissenting shareholders or by Lahontan, will be exchanged for 0.3115 of a Lahontan Share.
Outstanding Emergent stock options will be exchanged for replacement options of Lahontan, with the number of underlying Lahontan Shares and applicable exercise prices adjusted in accordance with the Exchange Ratio and otherwise on the terms provided in the Arrangement Agreement and Plan of Arrangement, subject to applicable requirements of the TSX Venture Exchange. Outstanding Emergent common share purchase warrants will become obligations of Lahontan and, following completion of the Transaction, will entitle the holders thereof to receive Lahontan Shares upon exercise, with the exercise price and number of underlying shares adjusted in accordance with the Exchange Ratio and the terms of the applicable warrants. The definitive transaction documents contain the detailed terms governing the treatment of Emergent options and warrants.
The Arrangement Agreement contains customary covenants regarding the conduct of the businesses of Emergent and Lahontan prior to completion of the Transaction and includes a non-solicitation covenant applicable to Emergent, subject to customary fiduciary-out provisions, a right in favour of Lahontan to match a superior proposal and a termination fee of US$100,000 payable by either party in certain specified circumstances.
The directors and senior officers of Emergent have entered into customary voting and support agreements pursuant to which they have agreed, subject to the terms of those agreements, to vote the Emergent Shares controlled or directed by them in favour of the Transaction.
Special Committee and Board Recommendation
The Transaction was reviewed by a special committee of the Emergent Board of Directors comprised of directors appointed to oversee and evaluate the proposed Transaction.
Evans & Evans, Inc. delivered an oral opinion to the Special Committee and the Emergent Board of Directors that, as of September 15, 2026, and subject to the assumptions, limitations and qualifications to be set out in its written opinion, the terms of the Arrangement Agreement and the Plan of Arrangement are fair, from a financial point of view, to Emergent shareholders.
After considering the terms of the Transaction, the fairness opinion, the results of its review of Lahontan and its consultations with legal and financial advisors, the Special Committee unanimously determined that the Transaction is in the best interests of Emergent and recommended that the Emergent Board of Directors approve the Transaction and recommend that Emergent shareholders vote in favour of the Transaction.
Following receipt of the recommendation of the Special Committee and consideration of the fairness opinion, the Emergent Board of Directors, with interested directors having disclosed their interests and abstained from voting where appropriate, unanimously determined, among those directors entitled to vote, that the Transaction is in the best interests of Emergent and is fair to Emergent shareholders, approved the Transaction and resolved to recommend that Emergent shareholders vote in favour of the Transaction.
Shareholder Approval, MI 61-101 and Other Conditions
Completion of the Transaction is subject to customary conditions, including approval of the Transaction by Emergent shareholders, receipt of the interim and final orders of the Supreme Court of British Columbia, acceptance of the Transaction by the TSXV and receipt of other required regulatory approvals and third-party consents.
The resolution approving the Transaction will require approval by at least 66⅔% of the votes cast by Emergent shareholders present in person or represented by proxy and entitled to vote at the meeting of Emergent shareholders to be called to consider the Transaction.
In addition, the Transaction will require approval by a simple majority of the votes cast by Emergent shareholders present in person or represented by proxy at the Meeting, excluding votes attached to Emergent Shares that are required to be excluded for purposes of minority approval under section 8.1(2) of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.
In connection with the Transaction, certain related parties of Emergent are parties to ancillary arrangements, including arrangements relating to the waiver of change-of-control entitlements and the settlement of certain outstanding promissory notes. The Arrangement Agreement contemplates payments by Lahontan in connection with the change-of-control waivers and requires the settlement of certain outstanding promissory notes prior to completion of the Transaction, in each case subject to the terms of the applicable agreements, applicable securities laws and, where required, acceptance by the TSXV.
Full particulars of these arrangements, the application of MI 61-101 and the Emergent Shares to be excluded from the minority approval vote will be provided in the management information circular to be prepared and mailed to Emergent shareholders in connection with the Meeting.
Timing and Additional Information
Emergent expects to hold the Meeting in November 2026, with completion of the Transaction expected shortly thereafter, subject to receipt of the required shareholder, court, TSXV and other approvals and satisfaction or waiver of the other conditions contained in the Arrangement Agreement.
The Arrangement Agreement, including the Plan of Arrangement, will be filed under Emergent’s and Lahontan’s respective profiles on SEDAR+ at www.sedarplus.ca.
Further information regarding the Transaction, including the background to the Transaction, the reasons for the recommendation of the Special Committee and the Emergent Board of Directors, the fairness opinion, the interests of directors and officers in the Transaction, the application of MI 61-101, the treatment of Emergent options and warrants and the principal terms of the Arrangement Agreement, will be included in Emergent’s management information circular in respect of the Meeting. The circular and related Meeting materials will be mailed to Emergent shareholders and filed on Emergent’s SEDAR+ profile.
Other related developments from around the markets include:
Newmont and Barrick Mining Corporation reached an agreement under which excluded properties, including Barrick’s Fourmile and Newmont’s Fiberline and Mike developments, will be contributed into the Nevada Gold Mines (NGM) joint venture. The agreement concludes all outstanding disputes between the parties related to the NGM joint venture. With the resolution of all outstanding disputes and contribution of excluded properties, Newmont has provided its consent to Barrick’s proposed IPO of its North American gold assets. The agreement includes enhanced governance provisions under a modernized joint venture agreement and provides for consideration of $1.95 billion from Newmont to Barrick to reflect the contribution of excluded properties into the joint venture. This agreement positions both parties to maximize the value of the joint venture. Newmont and Barrick will continue working together to improve NGM's safety and performance, unlock the full value these assets are capable of delivering, and ensure the long-term success of the joint venture for the benefit of all stakeholders.
Barrick reported second quarter operating and financial results for the period ended June 30, 2026. Barrick produced 796,000 ounces of gold and 56,000 tonnes of copper in the quarter. The Company generated $5.29 billion in revenue, $1.70 billion in operating cash flow, $1.12 billion in attributable operating cash flow3, and $141 million in attributable free cash flow3. Net earnings per share for the quarter were $0.73, and adjusted net earnings per share3 were $0.82—up 55% and 74%, respectively, from Q2 2025. Mark Hill, President and Chief Executive Officer, said: “We achieved an historic agreement with Newmont. Newmont has consented to the IPO and the parties have agreed to expand NGM with the early vend-in of our excluded properties, as well as settling all disputes. Through this agreement with our joint venture partner, we have substantially extended the asset base, and provided greater flexibility and value.”
Kinross Gold announced that S&P Global Ratings has upgraded the Company’s long-term issuer credit rating and its issue-level rating on Kinross’ unsecured debt to 'BBB' from 'BBB-', with a stable outlook. In its announcement, S&P noted that Kinross’ credit measures have meaningfully improved in recent years, supported by solid cash flow and debt reduction. The stable outlook reflects S&P’s expectation that Kinross will maintain its strong net cash position, a competitive cost profile, and a pipeline of projects that support steady production and earnings diversity. “The S&P upgrade reflects Kinross’ exceptional financial position, consistent operating track record and disciplined cost management strategy,” said Andrea Freeborough, Chief Financial Officer. “Our balance sheet is in excellent shape, with a net cash position of $1.9 billion and total liquidity of approximately $4.4 billion2, as at June 30, 2026. We have also returned meaningful capital to shareholders – $1.4 billion since January 2025 – and are well-positioned to continue delivering on our operational and development goals while maintaining strong financial discipline.”
Lahontan Gold Corp. announced additional results from its 2026 Sonic core drilling program at the Santa Fe Mine Project. The ten drill holes reported below were all located on Santa Fe Mine Heap Leach Pad Two and total 168.9 metres. Nearly every drill interval (0.76m) contains meaningful gold and silver mineralization, not unexpected given that the program is evaluating a historic heap leach pad. Kimberly Ann, Founder, Chair, CEO, and President of Lahontan Gold Corp commented: “The results from the Sonic core drilling of HLP Two are very encouraging. The drill holes confirm the presence of significant residual gold and silver mineralization in HLP Two. Additional drill results will be needed before Mineral Resources can be calculated; however, the program is clearly off to an excellent start. There are 86 additional Sonic drill holes spread across the four historic heap leach pads, so expect additional results as assays are provided by the lab.”
Legal Disclaimer / Except for the historical information presented herein, matters discussed in this article contains forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Winning Media is not registered with any financial or securities regulatory authority and does not provide nor claims to provide investment advice or recommendations to readers of this release. For making specific investment decisions, readers should seek their own advice. Winning Media is only compensated for its services in the form of cash-based compensation. Pursuant to an agreement Winning Media has been paid three thousand five hundred dollars for advertising and marketing services for Emergent Metals Corp. by Emergent Metals Corp. We own ZERO shares of Emergent Metals Corp. Please click here for disclaimer.
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