Aris Mining Corporation (TSX: ARIS) (NYSE-A: ARMN) announces that it has entered into a binding term sheet to acquire the remaining 49% interest in the Soto Norte joint venture in Colombia from MDC Industry Holding Company LLC. The transaction includes the termination at closing of the associated precious metals stream previously granted to Mubadala. The total consideration is US$80 million, comprised of US$60 million in cash and 1,739,130 newly issued Aris Mining common shares, issued at a deemed price of US$11.50 per share1 and subject to a four month plus one day hold period. The transaction is expected to close by early December 2025, subject to final documentation and customary closing conditions.
Neil Woodyer, CEO of Aris Mining, commented: “With 100% ownership of Segovia, Marmato, Toroparu, and now Soto Norte, Aris Mining has scaled to a point where our buy-and-build strategy naturally shifts to a clear focus on building. Backed by a portfolio of high-quality projects, a strong financial position, and robust operating cash flows from our existing mines, we now have a diversified, fully owned growth pipeline toward becoming a 1-million-ounce-per-year gold producer2. Importantly, our recent settlement agreement with the Government of Colombia underscores how collaboration is essential to advancing major projects in the country and reinforces the strong foundations for long-term success.”
Strategic Rationale
|
Pre-transaction (51% Soto Norte) |
Post-transaction (100% Soto Norte) |
INCREASE |
|
|
Total Mineral Reserves (Moz) – proven & probable |
6.9 |
9.1 |
32.8 % |
|
Total Mineral Resources (Moz) – measured & indicated |
18.3 |
21.7 |
18.8 % |
|
Soto Norte Project NPV (US$) at $2,600/oz gold price3 |
$1.4 billion |
$2.7 billion |
+$1.3 billion |
|
Aris Mining – issued shares (millions) |
202.8 |
204.5 |
0.8 % |
|
___________________________________________ |
Soto Norte Overview
Aris Mining first acquired a 20% interest in Soto Norte in April 2022 and subsequently increased its ownership to 51% through the acquisition of an additional 31% interest in June 2024. Since then, the Company has advanced the project through a new smaller-scale development plan, culminating in a positive Prefeasibility Study completed in September 2025. The PFS confirms Soto Norte as a high-grade, long-life underground gold project that incorporates industry-leading environmental and social design features, including a processing plant with 20% excess capacity (750 tpd) to facilitate local, small scale miner formalization and a processing flowsheet with no cyanide or mercury use. Environmental studies are being finalized ahead of licensing submissions planned for H1 2026.
Soto Norte Project Highlights (100% basis)
Balanced Development Strategy for a High-Grade Underground Mine
Profitability and Cash Flow Generation
|
___________________________________________ |
Aris Mining’s Consolidated Mineral Reserves and Resources
Table 1: Consolidated Mineral Reserves and Resources – Post Transaction
|
Property |
Proven |
Probable |
Proven & Probable |
||||||
|
Tonnes |
Gold grade |
Contained |
Tonnes |
Gold |
Contained |
Tonnes |
Gold |
Contained |
|
|
Marmato |
2,196 |
4.31 |
304 |
29,082 |
3.08 |
2,874 |
31,277 |
3.16 |
3,178 |
|
Soto Norte (100%) |
2,600 |
8.78 |
734 |
17,700 |
6.72 |
3,824 |
20,300 |
7.00 |
4,569 |
|
Segovia |
1,886 |
11.25 |
682 |
1,989 |
10.33 |
660 |
3,875 |
10.78 |
1,343 |
|
Total |
1,720 |
7,358 |
9,090 |
||||||
Notes: Totals may not add due to rounding. Mineral reserve estimates for Soto Norte represent the portion of mineral reserves attributable to Aris Mining based on its 100% ownership interest. Mineral reserves were estimated using a gold price of US$1,500 per ounce at Marmato, US$2,200 at Soto Norte, and US$1,915 at Segovia. The mineral reserve effective dates are June 30, 2022 at Marmato, August 18, 2025 at Soto Norte, and July 31, 2024 at Segovia. This disclosure of mineral reserve estimates has been approved by Pamela De Mark, P.Geo, Senior Vice President Geology and Exploration of Aris Mining, who is a Qualified Person as defined by National Instrument 43-101.
|
Property |
Measured |
Indicated |
Measured & Indicated |
Inferred |
|||||||||||||||||||
|
Tonnes |
Gold |
Contained |
Tonnes |
Gold |
Contained |
Tonnes |
Gold |
Contained |
Tonnes |
Gold |
Contained |
||||||||||||
|
Marmato |
2.8 |
6.04 |
545 |
58.7 |
2.89 |
5,452 |
61.5 |
3.03 |
5,997 |
35.6 |
2.43 |
2,787 |
|||||||||||
|
Soto Norte (100%) |
3.8 |
7.99 |
976 |
35.2 |
5.29 |
5,987 |
39.0 |
5.55 |
6,959 |
25.1 |
4.81 |
3,882 |
|||||||||||
|
Segovia |
3.6 |
16.03 |
1,875 |
2.9 |
16.07 |
1,521 |
6.6 |
16.05 |
3,396 |
5.1 |
15.38 |
2,541 |
|||||||||||
|
Toroparu |
48.5 |
1.31 |
2,038 |
78.4 |
1.30 |
3,272 |
126.9 |
1.30 |
5,310 |
22.9 |
1.60 |
1,177 |
|||||||||||
|
Total |
5,434 |
16,232 |
21,662 |
10,387 |
|||||||||||||||||||
Notes: Mineral resources are not mineral reserves and do not have demonstrated economic viability. Mineral resource estimates are reported inclusive of mineral reserves. Totals may not add due to rounding. Mineral resource estimates for Soto Norte represent the portion of mineral resources attributable to Aris Mining based on its 100% ownership interest. Mineral resources were estimated using a gold price of US$1,700 per ounce at Marmato, US$2,600 at Soto Norte, US$2,100 at the Segovia Operations, and US$1,950 at Toroparu. The mineral resource effective dates are June 30, 2022 at Marmato, August 18, 2025 at Soto Norte, July 31, 2024 at Segovia, and October 21, 2025 at Toroparu. This disclosure of mineral resource estimates has been approved by Pamela De Mark, P.Geo, Senior Vice President Geology and Exploration of Aris Mining, who is a Qualified Person as defined by National Instrument 43-101.
Unless otherwise indicated, the mineral resource and reserve estimates, scientific disclosure, and technical information included in this news release are based upon information included in the following documents and NI 43-101 compliant technical reports:
All of the technical reports referenced in this news release are available for review on the Company’s website at www.aris-mining.com, on the Company’s profile on SEDAR+ at www.sedarplus.ca, and in the Company’s filings with the SEC at www.sec.gov.
About Aris Mining
Founded in September 2022, Aris Mining was established with a vision to build a leading South America-focused gold mining company. Our strategy blends current production and cashflow generation with transformational growth driven by expansions of our operating assets, exploration, and development projects. Aris Mining intends to unlock value through scale and diversification. The Company is listed on the TSX (ARIS) and the NYSE-A (ARMN) and is led by an experienced team with a track record of value creation, operational excellence, financial discipline and good corporate governance in the gold mining industry.
Aris Mining operates two underground gold mines in Colombia: the Segovia Operations and the Marmato Complex, which together produced 210,955 ounces of gold in 2024. With expansions underway, Aris Mining is targeting an annual production rate of more than 500,000 ounces of gold, driven by the commissioning of a second mill at Segovia, completed in June and ramping up during H2 2025, and the construction of the Bulk Mining Zone at the Marmato Complex, with first gold expected in H2 2026.
In Guyana, Aris Mining owns the Toroparu gold project, where a new Preliminary Economic Assessment has been completed and a Prefeasibility Study is in progress. Following completion of the PFS, Toroparu will be positioned to advance toward construction.
Aris Mining also holds a 51% interest in the Soto Norte gold project, where a Prefeasibility Study has been completed on a smaller-scale development plan confirming Soto Norte as a high-grade, long-life project with strong economics and industry-leading environmental and social design features. Environmental studies are being finalized, which are scheduled to be submitted in the first half of 2026 to initiate the licensing process.
Additional information on Aris Mining can be found at www.aris-mining.com, www.sedarplus.ca, and on www.sec.gov.
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