Fresnillo PLC (LSE:FRES) has announced a definitive agreement to acquire Probe Gold Inc. (TSX:PRB) for CAD$3.65 per share in an all-cash transaction.
The deal, valued at approximately CAD$780 million (US$560 million) on a fully diluted basis, marks Fresnillo’s strategic entry into Canada’s prolific Val d’Or Mining camp in Quebec.
The offer represents a 24% premium to Probe’s 30-day volume-weighted average trading price (VWAP) on the Toronto Stock Exchange as of October 30, 2025.
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The acquisition provides Fresnillo with a substantial resource base, notably Probe’s Novador Gold Project, which boasts 8 million ounces of gold within a total resource of 10 million ounces.
This acquisition aligns with Fresnillo’s stated strategy of pursuing disciplined and value-driven M&A opportunities focused on early-stage precious metals projects.
The Novador project is projected to potentially produce over 200,000 ounces of gold per annum over a 10+ year period. Furthermore, Probe’s extensive land package of 1,798km2, including the early-stage Detour Gold project, offers considerable exploration upside.
The transaction is subject to shareholder and regulatory approvals, with a special meeting of Probe shareholders expected in January 2026. Eldorado Gold Corporation, along with Probe’s directors and executive officers, collectively holding 12% of the outstanding shares, have entered into voting support agreements in favor of the acquisition.
The arrangement agreement includes customary deal protection provisions, including a C$31 million termination fee payable by Probe under certain circumstances. Closing is anticipated in Q1 2026, after which Probe’s shares will be delisted from the TSX.
Fresnillo expects to finance the acquisition with existing cash reserves, which stood at US$1.8 billion as of June 30, 2025. The company has confirmed that the acquisition will not impact its existing dividend policy.
Fresnillo CEO Octavio Alvídrez commented, “We are delighted to announce the acquisition of Probe Gold, a company that fits our pursuit of high-quality exploration projects… It meets our strict criteria of having a sizeable resource base with upside optionality in a region with mining history, skilled personnel, and existing infrastructure.”
Alvídrez also emphasized the company’s commitment to sustainability and community collaboration in Canada.
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