Core Viewpoint - Probe Gold Inc. is set to undergo a significant transaction where Fresnillo plc will acquire all outstanding common shares of Probe for C$3.65 per share, totaling approximately C$780 million, with independent proxy advisory firms recommending shareholders vote in favor of the arrangement [1][2][4]. Transaction Details - The cash consideration of C$3.65 per share represents a 39% premium over the closing price on October 30, 2025, and a 26% premium based on the volume-weighted average price over the preceding 20 trading days [2]. - The transaction is expected to close in Q1 2026, pending the approval of the Arrangement Resolution and other conditions outlined in the arrangement agreement [3]. Advisory Recommendations - Institutional Shareholder Services Inc. (ISS) stated that the arrangement is strategically sound, providing immediate value and certainty to shareholders, with a positive market reaction [4]. - Glass Lewis concluded that the transaction offers reasonable financial terms, representing an attractive opportunity for shareholders to realize fair value and full liquidity [4]. Board of Directors' Position - The Board of Directors unanimously recommends that shareholders vote in favor of the Arrangement Resolution, deeming the transaction to be in the best interests of the Company [5]. Shareholder Meeting Information - A special meeting for shareholders to vote on the Arrangement Resolution is scheduled for January 13, 2026, at 11:00 a.m. Toronto time [6]. - Shareholders must vote by proxy by 11:00 a.m. on January 9, 2026, to participate in the meeting [7]. Voting Support Agreements - Directors and officers of Probe, along with Eldorado Gold Corporation, holding approximately 12% of the shares, have entered into voting support agreements to vote in favor of the transaction [8]. Company Overview - Probe Gold Inc. is a Canadian gold exploration company focused on acquiring and developing high-quality gold properties, including the multimillion-ounce Novador Gold Project in Québec [10].

The board of directors of Probe Gold Inc. unanimously recommends that shareholders vote FOR the proposed plan of arrangement.Your vote is important no matter how many votes you hold. Vote today.Shareholders who have questions or need assistance with voting their shares should contact Probe’s proxy solicitation agent and shareholder communications advisor Laurel Hill Advisory Group by telephone at 1-877-452-7184 or by email at assistance@laurelhill.com. TORONTO, Dec. 15, 2025 (GLOBE NEWSWIRE) -- Probe Gold I ...

Core Viewpoint - Probe Gold Inc. has entered into a definitive agreement with Fresnillo plc for the acquisition of all issued and outstanding common shares of Probe, offering a cash consideration of C$3.65 per share, representing a 39% premium over the closing price as of October 30, 2025 [1][6]. Company Overview - Fresnillo plc is the world's largest primary silver producer and Mexico's largest gold producer, operating eight mines and four advanced exploration projects in Mexico, with additional interests in Peru and Chile [2]. - Probe Gold Inc. is a Canadian gold exploration company focused on acquiring, exploring, and developing gold properties, including the multimillion-ounce Novador Gold Project in Québec [16]. Transaction Highlights - The total purchase price for the transaction is approximately C$780 million, with the cash offer not subject to a financing condition [6][7]. - The transaction is expected to close in Q1 2026, subject to customary approvals [6][13]. Board Recommendations - The Board of Directors of Probe unanimously recommends that shareholders vote in favor of the transaction, citing it as being in the best interests of Probe [6][8]. - Directors and officers of Probe, along with Eldorado Gold Corporation, representing approximately 12% of the shares, have entered into voting support agreements to vote in favor of the transaction [6][11]. Benefits to Shareholders - The transaction offers immediate liquidity and certainty of value for Probe shareholders, while removing future risks related to dilution, commodity prices, and project execution [7]. - Fresnillo's strong financial position, with a market capitalization of approximately US$22 billion and cash on hand of US$1.8 billion as of June 30, 2025, adds credibility to the deal [7]. Fairness Opinions - Canaccord Genuity Corp. and CIBC World Markets Inc. have provided fairness opinions indicating that the consideration for Probe shareholders is fair from a financial perspective [9]. Transaction Details - The transaction will be executed through a statutory plan of arrangement under the Business Corporations Act (Ontario), requiring court approval and a two-thirds majority vote from Probe shareholders [10]. - The Arrangement Agreement includes customary deal protections and a break fee of C$31 million under certain circumstances [12].

Core Viewpoint - Probe Gold Inc. has announced significant results from its 50,000-metre winter infill drill program at the Novador property, confirming strong continuity of mineralization and highlighting expansion potential, which will support the upcoming pre-feasibility study (PFS) [1][2]. Group 1: Drill Program Results - The infill drill program has completed 28 drill holes totaling 9,264 metres, returning significant gold intercepts from near-surface to approximately 200 metres vertical depth, with high-grade gold intercepts found deeper in the Creek deposit areas [1][2]. - Notable drill results include intercepts of 21.8 g/t Au over 2.0 metres and 40.1 g/t Au over 1.0 metre in the New zone, as well as 39.1 g/t Au over 1.0 metre in the Creek 023 zone [3][4]. Group 2: Project Development and Future Plans - The results from the drilling program will enhance 3D models and support resource conversion for the upcoming PFS, which is expected to be completed by year-end 2025 [2][4]. - The company is making progress on permitting, resource growth, and mine plan optimization, with a strong treasury supporting its commitment to developing Novador as a top-tier gold project [2][12]. Group 3: Geological Context - Mineralization along the Courvan trend is characterized by shallow-dipping East-West gold-bearing veins associated with shear zones intersecting the Bourlamaque granodiorite batholith, with gold primarily found in sulphide-bearing quartz-carbonate-tourmaline veins [8]. - The Bussiere deposit remains open laterally and at depth, indicating further exploration potential [8]. Group 4: Company Overview - Probe Gold Inc. is focused on the acquisition, exploration, and development of gold properties, owning 100% of the Novador Gold Project and controlling a large land package of approximately 1,798 square kilometres in Quebec [13]. - The Novador project hosts four past-producing mines and contains 80% of the company's gold resources in Val-d'Or East, with a robust mining plan projecting an average annual gold production of 255,000 ounces over a 12.6-year mine life [12][13].

Core Viewpoint - Probe Gold Inc. has reported significant results from its 50,000-metre winter infill drill program at the Novador property, which is expected to support the upcoming 2025 pre-feasibility study, indicating strong mineral continuity and expansion potential [2][3][5]. Group 1: Drill Program Results - The infill drill program involved thirty-six drill holes totaling 8,202 metres, yielding significant gold intercepts from near-surface to approximately 200 metres vertical depth in the Bussiere and Creek deposit areas [2][3]. - Notable gold grades include intercepts of up to 50 g/t Au over 1.0 metre and 8.7 g/t Au over 6 metres, demonstrating the potential for high-grade mineralization [5][6]. Group 2: Project Development and Future Plans - The results from the drilling program will enhance 3D models and support resource conversion, playing a critical role in advancing the Novador project towards development [3][5]. - The company is making progress in key areas such as permitting, resource growth, and mine plan optimization, with a strong treasury backing its commitment to the project [3][14]. Group 3: Geological Context - Mineralization along the Courvan trend is characterized by shallow-dipping East-West gold-bearing veins associated with shear zones, primarily composed of sulphide-bearing quartz-carbonate-tourmaline [9][13]. - The Bussiere deposit remains open laterally and at depth, indicating further exploration potential [9].

Core Viewpoint - Probe Gold Inc. has reported significant results from its 50,000-metre winter infill drill program at the Novador property, which is expected to support the upcoming 2025 pre-feasibility study, confirming continuity and expansion potential of gold resources [2][3][5]. Group 1: Drill Program Results - The infill drill program consisted of 51 drill holes totaling 8,405 metres, yielding notable gold intercepts from near-surface to approximately 200 metres vertical depth in the Bussiere and Creek deposit areas [2][3]. - Significant grades were reported, including 6.2 g/t Au over 4.9 metres and 26.8 g/t Au over 1.0 metre, with additional intersections of 3.1 g/t Au over 17.0 metres [5][6]. Group 2: Project Development and Future Plans - The results from the drilling program are crucial for resource conversion and will form a foundation for the pre-feasibility study, marking an important milestone in advancing the Novador project towards development [3][5]. - The company is making progress in permitting, resource expansion, and optimizing the mine plan, with a strong treasury supporting its commitment to establishing Novador as a top-tier gold development project [3][14]. Group 3: Geological Context - Mineralization along the Courvan trend is characterized by shallow-dipping East-West gold-bearing veins associated with shear zones intersecting the Bourlamaque granodiorite batholith, indicating a favorable geological setting for gold extraction [9][13]. - The Bussiere deposit remains open laterally and at depth, suggesting further exploration potential [9].

Core Insights - Probe Gold Inc. has awarded major engineering contracts for the Pre-Feasibility Study (PFS) of its Novador Project, scheduled for completion by the end of 2025 [2][6] - Ausenco Engineering Canada ULC will lead the PFS, overseeing project timelines and deliverables, while G Mining Services Inc. will handle mining engineering aspects [3][4] - GHD has been appointed for tailings and water management engineering, leveraging their understanding of the project site for optimal design solutions [5][6] Company Overview - Probe Gold has consolidated a significant land position in the Val d'Or East area of Quebec, covering 835 square kilometers, with the Novador Project being a key asset [7][11] - The Novador Project includes four past-producing mines and contains 80% of the company's gold resources in the region, situated in a politically stable and low-cost mining environment [7][11] - The company has a robust mining plan with an average annual gold production of 255,000 ounces over a 12.6-year mine life [11][12] Engineering Partnerships - Ausenco is recognized for its innovative consulting and project delivery in the minerals and metals sector, with a strong track record in Quebec [8][9] - G Mining Services specializes in both underground and open-pit mining projects, providing comprehensive services from exploration to full-scale operations [10] - GHD is a global professional services company focused on integrated solutions for environmental and engineering challenges, currently supporting multiple mining projects in Canada [10][11] Project Progress - Probe Gold has completed a 50,000-meter infill drilling program to support the PFS, which remains on track for completion by year-end 2025 [9] - The company is making steady progress on its permitting strategy and is fully funded to advance through the next stages of regulatory and permitting work [6][11]

Core Viewpoint - Probe Gold Inc. has awarded the Environmental Impact Assessment/Statement (EIA/EIS) contract for the Novador Project to WSP Canada Inc., marking a significant step in the permitting process aimed at advancing the project towards production [2][3][6]. Group 1: Environmental Impact Assessment - The EIA/EIS will cover essential environmental aspects such as geochemistry, groundwater and surface water quality, hydrology, air quality, and species with conservation status [2][6]. - Submission of the EIA/EIS to federal and provincial authorities is targeted for Q1 2027, which is crucial for obtaining necessary permits [2][3]. Group 2: Project Overview - The Novador Project is part of a larger land package of 835 square kilometers in the Val d'Or East area of Quebec, which includes four past-producing mines and contains 80% of the company's gold resources in this region [5][7]. - The project is situated in a politically stable and low-cost mining environment, enhancing its attractiveness for development [7]. Group 3: Company Position and Future Plans - Probe Gold is fully funded to advance through the regulatory and permitting process, which is expected to unlock significant value for shareholders [3]. - The company's Novador updated Preliminary Economic Assessment indicates an average annual gold production of 255,000 ounces over a mine life of 12.6 years [9].

Core Insights - Probe Gold Inc. has reported strong results from its infill drill program at the Monique deposit, confirming the continuity and expansion of gold zones, which will support the upcoming pre-feasibility study [2][3][5] - The company is focused on consolidating the project into fewer, larger open pits to enhance overall value and reduce risks, backed by a treasury of over $50 million [3][12] - The infill drilling program has completed 50,000 metres, yielding several high-grade gold intercepts, with significant grades reported [5][6] Company Overview - Probe Gold Inc. is dedicated to the acquisition, exploration, and development of gold properties, owning 100% of the Novador Gold Project in Quebec, which is a multimillion-ounce asset [13] - The Novador project encompasses a land package of 835 square kilometres in the Val d'Or East area, containing 80% of the company's gold resources [12][13] - The company has a robust mining plan with an average annual gold production of 255,000 ounces over a 12.6-year mine life [13][14] Drilling Results - The infill drilling at Monique has returned several high-grade intercepts, including 5.4 g/t Au over 16.4 metres (cut) and 10.7 g/t Au uncut, with notable inclusions of 30.5 g/t Au over 5.6 metres [5][6] - Other significant results include 12.8 g/t Au over 19.5 metres (cut) and 13.9 g/t Au uncut, indicating strong mineralization across various zones [5][6] - The mineralization is associated with deformation zones and extends laterally up to 2,500 metres, remaining open for further expansion [9]

Core Viewpoint - Probe Gold Inc. has successfully closed an upsized bought-deal private placement, raising a total of $45,275,000 through the issuance of common shares and flow-through shares [1][3]. Group 1: Offering Details - The Offering consisted of 6,250,000 flow-through shares priced at $3.24 each, generating gross proceeds of $20,250,000 [1]. - Additionally, 13,750,000 common shares were sold at $1.82 each, resulting in gross proceeds of $25,025,000 [1]. - The total gross proceeds from the Offering amount to $45,275,000 [1]. Group 2: Use of Proceeds - The proceeds from the sale of flow-through shares will be used to incur eligible Canadian exploration expenses related to the Company's properties in Québec, Canada, by December 31, 2026 [2]. - The Company plans to utilize the proceeds to advance its Novador Gold project, explore its Québec properties, and for working capital [3]. Group 3: Company Overview - Probe Gold Inc. is focused on acquiring, exploring, and developing gold properties, owning 100% of the Novador Gold Project and controlling approximately 1,835 square kilometers of exploration ground in Québec [6]. - The Novador project has a Preliminary Economic Assessment indicating an average annual gold production of 255,000 ounces over a mine life of 12.6 years [6]. - The Val-d'Or properties contain gold resources totaling 6,728,600 ounces in the Measured and Indicated category and 3,277,100 ounces in the Inferred category [7].