SSR MINING INC.
For the period ended Sep 30, 2025. Filed Nov 4, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 4, 2025
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Notes to Condensed Consolidated Financial Statements (unaudited)
- THE COMPANY
SSR Mining Inc. and its subsidiaries (collectively, “SSR Mining” or the “Company”) is a precious metals mining company with five operations located in the United States, Türkiye, Canada and Argentina. The Company is principally engaged in the operation, acquisition, exploration and development of precious metal resource properties located in Türkiye and the Americas. The Company produces gold doré as well as copper, silver, lead and zinc concentrates. The Company’s properties include Çöpler Gold Mine (“Çöpler”) in Erzincan, Türkiye, Marigold mine (“Marigold”) in Nevada, USA, Cripple Creek & Victor Gold Mine (“CC&V”) in Colorado, USA, Seabee Gold Operation (“Seabee”) in Saskatchewan, Canada, and Puna Operations (“Puna”) in Jujuy, Argentina. The Company also has development projects that it seeks to advance, as market and project conditions permit.
SSR Mining is incorporated under the laws of the Province of British Columbia, Canada. The Company's common shares are listed on the Toronto Stock Exchange (“TSX”) in Canada and the Nasdaq Global Select Market (“Nasdaq”) in the U.S. under the symbol “SSRM”. SSR Mining voluntarily delisted from the Australian Securities Exchange (“ASX”) in Australia under the symbol “SSR”, effective April 8, 2025.
During the second quarter of 2025, the Company temporarily suspended operations at Seabee for approximately two weeks due to power interruptions caused by forest fires to the north of the mine. The Company resumed operations on June 13, 2025.
On February 13, 2024, the Company suspended all operations at Çöpler as a result of a significant slip on the heap leach pad (the “Çöpler Incident”). The Company is not, at this time, able to estimate or predict when and under what conditions it will resume operations at Çöpler. Refer to Note 3 to the audited consolidated financial statements in the Company’s 2024 Annual Report on Form 10-K for further information on the Çöpler Incident.
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Risks and Uncertainties
As a mining company, the revenue, profitability and future rate of growth of the Company are substantially dependent on the prevailing prices for gold, silver, lead and zinc. The prices of these metals are volatile and affected by many factors beyond the Company’s control, and there can be no assurance that commodity prices will not be subject to wide fluctuations in the future. A substantial or extended decline in commodity prices could have a material adverse effect on the Company’s financial position, results of operations, cash flows, access to capital and the quantities of reserves that the Company can economically produce. The carrying value of the Company’s Mineral properties, plant and equipment; Inventories; and Deferred income tax assets are sensitive to the outlook for commodity prices. A decline in the Company’s price outlook could result in material impairment charges related to these assets. In addition, the Company maintains cash balances at banking institutions in various jurisdictions which may or may not have deposit insurance. The Company mitigates potential cash risk by maintaining bank accounts with credit-worthy financial institutions. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company's financial condition, results of operations, and cash flows.
The Company's business may be impacted by adverse macroeconomic and geopolitical conditions. These conditions include inflation, interest rate and foreign currency fluctuations and slowdown of economic activity around the world. The Company maintains its cash and cash equivalents primarily in United States dollars (“USD”). Any fluctuation in the exchange rate of the Turkish Lira (“TRY”), Canadian Dollar (“CAD”), Argentine Peso (“ARS”), or the currency of any other country in which the Company operates, against the USD could result in a loss on the Company’s books to the extent the Company holds funds or net monetary or non-monetary assets denominated in those currencies, and any fluctuations of currency prices generally may result in volatility. Certain of the Company's operations are located in countries that have in the past and are currently experiencing high rates of inflation. It is possible that in the future, high inflation in the countries in which we operate may result in an increase in operational costs in local currencies (without a concurrent devaluation of the local currency of operations against the dollar or an increase in the dollar price of gold, silver, copper, zinc or lead). Maintaining operating costs in currencies subject to significant inflation could expose us to risks relating to devaluation and high domestic inflation.
The Company's business may also be impacted by physical risks that can impact each of its properties, such as those experienced in connection with the Çöpler Incident.
Business Combinations
The Company recognizes and measures the assets acquired and liabilities assumed in a business combination based on their estimated fair values at the acquisition date, while transaction and integration costs are expensed as incurred. Any excess of the purchase consideration when compared to the fair value of the net tangible and intangible assets acquired, if any, is recorded as goodwill. For material acquisitions, the Company engages third-party valuation specialists to assist with the determination of the fair value of assets acquired, liabilities assumed, non-controlling interest, if any, and goodwill, based on recognized business valuation methodologies. An income, market or cost valuation method may be utilized to estimate the fair value of the assets acquired, liabilities assumed, and non-controlling interest, if any, in a business combination. If the initial accounting for the business combination is incomplete by the end of the reporting period in which the acquisition occurs, an estimate will be recorded. Subsequent to the acquisition date, and not later than one year from the acquisition date, the Company will record any material adjustments to the initial estimate based on new information obtained that would have existed as of the date of the acquisition. Any adjustment that arises from information obtained that did not exist as of the date of the acquisition will be recorded in the period the adjustment arises.
If the business combination provides for contingent consideration, the Company records the contingent consideration at fair value at the acquisition date. Changes in fair value of contingent consideration resulting from events after the acquisition date are recognized as follows: (1) if the contingent consideration is classified as a liability, the changes in fair value and accretion costs are recognized in earnings, or (2) if the contingent consideration is classified as equity, the contingent consideration is not re-measured and its subsequent settlement is accounted for within equity. The increases or decreases in the fair value of contingent consideration can result from a change in the timing of the contingent event and changes in assumed discount periods and rates.
Insurance Recoveries
Business interruption insurance proceeds are specifically insurance proceeds to recover lost revenues due to a qualifying event as determined by the insurance policy. The Company records business interruption insurance proceeds once the insurance provider acknowledges that the claim is covered and agrees in writing to the amount to be paid for the claim. For the nine months ended September 30, 2025, the Company recorded business interruption insurance proceeds to Other operating expense (income), netin the Condensed Consolidated Statements of Operations and are reflected as operating cash flows in the Condensed Consolidated Statements of Cash Flows.
Basis of Presentation
The Condensed Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q and do not include all information and disclosures required by generally accepted accounting principles (“GAAP”) in the United States. Therefore, this information should be read in conjunction with SSR Mining Inc.’s Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed on February 18, 2025. The information furnished herein reflects all adjustments that are, in the opinion of management, necessary for a fair statement of the results for the interim periods reported. All such adjustments are, in the opinion of management, of a normal recurring nature. The results for the three and nine month periods ended September 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.
Recently Issued Accounting Pronouncements
In September 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-06 “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.” ASU 2025-06 was issued to modernize the accounting for software costs that are accounted for under Subtopic 350-40, Intangibles—Goodwill and Other—Internal-Use Software (referred to as “internal-use software”). The guidance is effective for the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2028, and for interim periods within such year, with early adoption permitted. The Company is currently evaluating the impact of the standard on the consolidated financial statements.
In November 2024, the FASB issued ASU 2024-03 “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40).” ASU 2024-03 provides guidance requiring that public business entities to disclose additional information about specific expense categories in the notes to financial statements. The new standard is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027 with early adoption permitted. The ASU 2024-03 should be applied either (1) prospectively to financial statements issued for reporting periods after the effective date, or (2) retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact of the standard on the consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” ASU 2023-09 enhances the transparency and decision usefulness of income tax disclosures through changes to the rate reconciliation and income taxes paid information. The standard is effective beginning with the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and subsequent interim periods, with early adoption permitted. The Company is currently evaluating the impact of the standard on the consolidated financial statements. The Company will adopt the provisions of ASU 2023-09 in the Annual Report on Form 10-K for the year ended December 31, 2025 on a prospective basis. While the standard will require additional disclosures related to the Company’s income taxes, we do not expect this ASU to have a material impact on the consolidated financial statements.
- ACQUISITIONS AND DIVESTITURES
Acquisitions
Acquisition of Cripple Creek and Victor Gold Mine
On February 28, 2025 (“Acquisition Date”), the Company acquired all of the issued and outstanding common shares of CC&V from Newmont Corporation (“Newmont”) in an all-cash deal for $100.0 million in upfront consideration and up to $175.0 million in additional milestone-based payments. The transaction is expected to increase the Company’s scale, free cash flow and portfolio diversification.
The milestone-based payments include $87.5 million payable upon final approval of the application to amend the CC&V Cresson Permit and $87.5 million payable upon obtaining regulatory relief related to flow-related permitting requirements for the Carlton Tunnel, including steps taken to achieve the highest feasible alternative in relation to Carlton Tunnel water flow. Refer to Note 21 for more information.
Upon completion of an updated regulator-approved closure plan and in the event the aggregate closure costs at CC&V exceed $500.0 million, the Company will be responsible for funding 10% of the incremental closure costs while Newmont will be responsible for funding 90% of the incremental closure costs, either on an as-incurred basis or pursuant to a lump-sum payment option. The Company will account for this as an indemnification asset under the FASB Accounting Standards Codification Topic 805, Business Combinations, and will recognize an asset for 90% of the aggregated closure costs at CC&V in excess of $500.0 million that Newmont will be responsible for funding, with no limit on the maximum cost. As of the Acquisition Date and September 30, 2025, the Company did not recognize an indemnification asset as the recognition criteria had not been met.
The acquisition of CC&V is accounted for as a business combination which requires the measurement of assets acquired and liabilities assumed at their respective fair values at the Acquisition Date. The Acquisition Date fair value of the consideration transferred consists of the following (in thousands):
| Cash consideration (1) | $105,960 |
|---|---|
| Contingent consideration (2) | 141,764 |
| Total Purchase Price | $247,724 |
(1)Cash consideration is comprised of $100.0 million in upfront cash and a $6.0 million working capital adjustment. The working capital adjustment was finalized as of September 30, 2025.
(2)The fair value of the contingent consideration is based on a probability weighted discounted cash flow model. The contingent consideration is considered a Level 3 fair value measurement due to certain assumptions that are not based on observable market data (refer to Note 12 for more information). The significant assumptions include probability and timing of milestones and discount rates. The range of the undiscounted amounts the Company could be obligated to pay is between $87.5 million and $175.0 million. During the third quarter of 2025, the Company recorded a $6.3 million adjustment to contingent consideration resulting from a change to the expected timing of achieving certain milestones.
The Company retained a third party valuation specialist to assist in determining the fair value of assets acquired and liabilities assumed. In accordance with the acquisition method of accounting, the purchase price of CC&V has been allocated to the acquired assets and assumed liabilities based on their estimated acquisition date fair values. The fair value estimates were based on income, market and cost valuation methods.
As of September 30, 2025, the Company had not fully completed the analysis to assign fair values to all assets acquired and liabilities assumed, and therefore the purchase price allocation for CC&V is preliminary. As of September 30, 2025, remaining items to finalize include the fair value of inventories; mineral properties, plant and equipment; reclamation and remediation liabilities; deferred income tax assets and liabilities, and contingent consideration. The preliminary purchase price allocation will be subject to further refinement as the Company continues to refine its estimates and assumptions based on information available at the Acquisition Date. These refinements may result in material changes to the estimated fair value of assets acquired and liabilities assumed. The purchase price allocation adjustments can be made throughout the measurement period, which is not to exceed one year from the Acquisition Date.
The following table presents the preliminary fair values of the assets acquired and liabilities assumed at the Acquisition Date (in thousands):
| Assets: | |
|---|---|
| Trade and other receivables | $391 |
| Inventories (1) | 190,350 |
| Prepaids and other current assets | 919 |
| Mineral properties, plant and equipment (2) | 325,357 |
| Total assets | $517,017 |
| Liabilities: | |
| Accounts payable | $13,177 |
| Accrued and other liabilities | 15,442 |
| Reclamation liabilities (3) | 220,974 |
| Deferred tax liabilities (4) | 19,700 |
| Total liabilities | 269,293 |
| Total net assets | $247,724 |
(1)The fair values of inventories were determined based on a net realizable value (“NRV”) approach, whereby the future estimated cash flows from sales of payable metal produced are adjusted for costs to complete. As of September 30, 2025, the Company has recorded measurement period adjustments of $4.1 million to reflect a decrease in the estimated fair value.
(2)The fair value of mineral properties have been estimated using a market approach based on estimated quantities of mineral reserves and mineral resources and in-situ multiples. The fair values of plant and equipment have been estimated using a depreciated replacement cost approach. As of September 30, 2025, the Company has recorded measurement period adjustments of $7.9 million to reflect an increase in the estimated fair value.
(3)The fair value of reclamation costs is based on the expected amounts and timing of cash flows of closure activities and discounted to present value using a credit-adjusted risk-free rate as of the Acquisition Date. Key assumptions include the costs and timing of key closure activities based on the life of mine plans, including estimates and timing of monitoring and water management costs after completion of initial closure activities.
(4)Deferred income tax liabilities represent future tax expense associated with the differences between the preliminary fair value allocated to assets and liabilities and the tax basis of those assets and liabilities.
Revenue for the three and nine months ended September 30, 2025 includes $98.2 million and $283.1 million, respectively, of revenue from the assets acquired in the acquisition of CC&V. Net income attributable to SSR Mining shareholders for the three and nine months ended September 30, 2025 includes net income of $42.5 million and $134.4 million, respectively, from CC&V.
Pro forma financial information
The following unaudited pro forma financial information represents a summary of the historical consolidated results of operations for thethree and nine months ended September 30, 2025 and 2024, giving effect to the acquisition as if it had been completed on January 1, 2024. The pro forma financial information is provided for illustrative purposes only and is not intended to represent what the Company’s financial position or results of operations would have been had the acquisition occurred on the assumed date, nor does it purport to project the future operating results or the financial position of the Company following the acquisition.
The information below reflects certain nonrecurring and recurring pro forma adjustments that were directly related to the acquisition based on available information and certain assumptions that the Company believes are reasonable, including: (i) the changes in depreciation, depletion and amortization reflecting the relative preliminary fair values attributable to mineral properties, plant and equipment, (ii) the changes in cost of sales reflecting the relative preliminary fair values attributable to inventories, (iii) the changes in reclamation and remediation costs reflective of the fair market value of reclamation and remediation liabilities, (iv) the changes in other operating expense (income), net reflective of the preliminary fair values attributable to contingent consideration liabilities, and (v) the estimated tax impacts of the pro forma adjustments.
The following table provides unaudited pro forma financial information for thethree and nine months ended September 30, 2025 and 2024, as if CC&V had been acquired as of January 1, 2024 (in thousands):
| Three Months EndedSeptember 30, · Nine Months Ended September 30, | |||
|---|---|---|---|
| 2024 | 2025 | 2024 | |
| Revenue | $351,289 | $1,196,070 | $904,984 |
| Net income attributable to SSR Mining shareholders (1) | $47,103 | $249,778 | $(180,094) |
(1)For thethree and nine months ended September 30, 2025, net income (loss) includes $7.3 million and $19.0 million, respectively, of transaction and integration costs.
- OPERATING SEGMENTS
The Company identifies its segments according to how the chief operating decision maker (“CODM”) evaluates financial performance and allocates resources. The Company’s CODM is the chief executive officer. The CODM assesses the segments’ performance by using each segments’ operating income and primarily relies on operating income for each segment during the annual budgeting and forecasting process. On a quarterly basis, the CODM reviews budget-to-actual variances for profit metrics to inform decisions on the allocation of operating and capital resources across segments.
Following the close of the CC&V acquisition, the Company revised its operating segments to reflect certain changes in how the CODM evaluates financial performance and allocates resources. The Company determined that it hasfive reportable and operating segments represented by each of its producing mine sites, which includes the suspended operations at Çöpler and now includes CC&V. For the periods prior to the first quarter of 2025, the Company hadfour reportable segments.
The following tables provide a summary of financial information related to the Company’s segments (in thousands):
| Three Months Ended September 30, 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Çöpler (1) | Marigold | CC&V | Seabee | Puna | Segment Total | Corporate and other (2) | Consolidated | |
| Revenue | $— | $130,694 | $98,248 | $31,543 | $125,354 | $385,839 | $— | $385,839 |
| Cost of sales (3) | $— | $62,436 | $38,961 | $19,661 | $44,624 | $165,682 | $— | $165,682 |
| Depreciation, depletion, and amortization | $— | $9,060 | $3,525 | $6,826 | $8,695 | $28,106 | $112 | $28,218 |
| General and administrative expense | $— | $— | $— | $— | $— | $— | $40,228 | $40,228 |
| Exploration and evaluation | $248 | $371 | $363 | $3,582 | $3,373 | $7,937 | $2,439 | $10,376 |
| Reclamation and remediation costs | $799 | $806 | $3,914 | $336 | $1,280 | $7,135 | $— | $7,135 |
| Care and maintenance (4) | $37,291 | $— | $— | $— | $— | $37,291 | $— | $37,291 |
| Other operating expense (income), net | $2,793 | $726 | $520 | $54 | $267 | $4,360 | $9,216 | $13,576 |
| Operating income (loss) | $(41,131) | $57,295 | $50,965 | $1,084 | $67,115 | $135,328 | $(51,995) | $83,333 |
| Interest expense | $(1,684) | $— | $— | $— | $(190) | $(1,874) | $(1,710) | $(3,584) |
| Interest income | $— | $812 | $17 | $278 | $254 | $1,361 | $1,819 | $3,180 |
| Other income (expense) | $(487) | $(170) | $(4) | $(1) | $4,614 | $3,952 | $(1,863) | $2,089 |
| Foreign exchange gain (loss) | $730 | $— | $— | $(716) | $(10,044) | $(10,030) | $(2,807) | $(12,837) |
| Income (loss) before income and mining taxes | $(42,572) | $57,937 | $50,978 | $645 | $61,749 | $128,737 | $(56,556) | $72,181 |
| Capital expenditures | $2,103 | $13,383 | $15,206 | $6,842 | $3,101 | $40,635 | $17,112 | $57,747 |
| Total assets as of September 30, 2025 | $2,627,824 | $852,622 | $589,480 | $358,179 | $377,553 | $4,805,658 | $1,102,155 | $5,907,813 |
(1)All operations at Çöpler ceased on February 13, 2024, following the Çöpler Incident and have not commenced as of September 30, 2025.
(2)Corporate and other consists of business activities that are not included within the reportable segments and is provided for reconciliation purposes. The exploration, evaluation and development properties and the portfolio of prospective exploration tenures, near or adjacent to the existing operations are included in the respective reportable segment. The greenfield standalone prospects and development projects are included in Corporate and other.
(4)Care and maintenance expense represents $22.4 million of direct costs, excluding costs associated with environmental reclamation and remediation, and $14.9 million of depreciation incurred during the suspension of operations at Çöpler beginning in the first quarter of 2024.
| Three Months Ended September 30, 2024 | |||||||
|---|---|---|---|---|---|---|---|
| Çöpler (1) | Marigold | Seabee | Puna | Segment Total | Corporate and other (2) | Consolidated | |
| Revenue | $11,804 | $119,908 | $27,897 | $97,747 | $257,356 | $— | $257,356 |
| Cost of sales (3) | $5,047 | $74,106 | $14,404 | $44,724 | $138,281 | $— | $138,281 |
| Depreciation, depletion, and amortization | $2,706 | $10,637 | $7,659 | $9,441 | $30,443 | $— | $30,443 |
| General and administrative expense | $— | $— | $— | $— | $— | $19,016 | $19,016 |
| Exploration and evaluation | $52 | $2,252 | $4,132 | $2,945 | $9,381 | $1,983 | $11,364 |
| Reclamation and remediation costs | $493 | $724 | $333 | $864 | $2,414 | $— | $2,414 |
| Impairment charges of long-lived and other assets | $— | $— | $369 | $— | $369 | $— | $369 |
| Care and maintenance (4) | $29,763 | $— | $9,611 | $— | $39,374 | $— | $39,374 |
| Other operating expense (income), net | $6,464 | $451 | $— | $1 | $6,916 | $142 | $7,058 |
| Operating income (loss) | $(32,721) | $31,738 | $(8,611) | $39,772 | $30,178 | $(21,141) | $9,037 |
| Interest expense | $(1,845) | $— | $— | $— | $(1,845) | $(1,097) | $(2,942) |
| Interest income | $— | $1,477 | $1,150 | $88 | $2,715 | $1,166 | $3,881 |
| Other income (expense) | $186 | $(207) | $(28) | $2,434 | $2,385 | $2,309 | $4,694 |
| Foreign exchange gain (loss) | $(2,351) | $— | $(132) | $(2,519) | $(5,002) | $(2,519) | $(7,521) |
| Income (loss) before income and mining taxes | $(36,731) | $33,008 | $(7,621) | $39,775 | $28,431 | $(21,282) | $7,149 |
| Capital expenditures | $1,468 | $11,057 | $3,317 | $4,928 | $20,770 | $10,940 | $31,710 |
| Total assets as of September 30, 2024 | $2,724,079 | $813,622 | $368,662 | $295,788 | $4,202,151 | $941,768 | $5,143,919 |
(1)During the three months ended September 30, 2024, Çöpler produced and sold inventory that was in-circuit prior to the Çöpler Incident.
(2)Corporate and other consists of business activities that are not included within the reportable segments and is provided for reconciliation purposes. The exploration, evaluation and development properties and the portfolio of prospective exploration tenures, near or adjacent to the existing operations are included in the respective reportable segment. The greenfield standalone prospects and development projects are included in Corporate and other.
(4)Care and maintenance expense represents $16.5 million of direct, excluding costs associated with environmental reclamation and remediation, and $13.3 million of depreciation incurred during the suspension of operations at Çöpler beginning in the first quarter of 2024; and $7.7 million of direct costs and $1.9 million of depreciation incurred during the suspension of operations at Seabee during the third quarter of 2024.
| Nine Months Ended September 30, 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Çöpler (1) | Marigold | CC&V (2) | Seabee (3) | Puna | Segment Total | Corporate and other (4) | Consolidated | |
| Revenue | $— | $366,660 | $283,086 | $142,386 | $315,780 | $1,107,912 | $— | $1,107,912 |
| Cost of sales (5) | $— | $177,538 | $106,929 | $61,265 | $119,539 | $465,271 | $— | $465,271 |
| Depreciation, depletion, and amortization | $— | $26,001 | $6,813 | $27,252 | $24,666 | $84,732 | $336 | $85,068 |
| General and administrative expense | $— | $— | $— | $— | $— | $— | $90,757 | $90,757 |
| Exploration and evaluation | $1,017 | $2,886 | $363 | $10,465 | $4,550 | $19,281 | $4,763 | $24,044 |
| Reclamation and remediation costs | $64,956 | $2,417 | $9,085 | $1,007 | $3,840 | $81,305 | $— | $81,305 |
| Impairment charges of long-lived and other assets | $— | $— | $— | $— | $— | $— | $— | $— |
| Care and maintenance (6) | $109,800 | $— | $— | $1,013 | $— | $110,813 | $— | $110,813 |
| Other operating expense (income), net | $(36,471) | $1,383 | $1,154 | $152 | $706 | $(33,076) | $24,621 | $(8,455) |
| Operating income (loss) | $(139,302) | $156,435 | $158,742 | $41,232 | $162,479 | $379,586 | $(120,477) | $259,109 |
| Interest expense | $(4,903) | $— | $— | $— | $(1,172) | $(6,075) | $(5,105) | $(11,180) |
| Interest income | $— | $3,168 | $17 | $1,009 | $1,506 | $5,700 | $3,500 | $9,200 |
| Other income (expense) | $(241) | $(629) | $(5) | $(15) | $12,392 | $11,502 | $(2,903) | $8,599 |
| Foreign exchange gain (loss) | $1,032 | $— | $— | $31 | $(19,964) | $(18,901) | $(10,181) | $(29,082) |
| Income (loss) before income and mining taxes | $(143,414) | $158,974 | $158,754 | $42,257 | $155,241 | $371,812 | $(135,166) | $236,646 |
| Capital expenditures | $2,841 | $47,474 | $31,026 | $27,407 | $9,078 | $117,826 | $44,420 | $162,246 |
| Total assets as of September 30, 2025 | $2,627,824 | $852,622 | $589,480 | $358,179 | $377,553 | $4,805,658 | $1,102,155 | $5,907,813 |
(1)All operations at Çöpler ceased on February 13, 2024, following the Çöpler Incident and have not commenced as of September 30, 2025.
(2)The reported statements of operations amounts reflect results for CC&V from the date of acquisition on February 28, 2025 through September 30, 2025. See Note 3 for additional information.
(3)During the nine months ended September 30, 2025, the Company suspended operations at Seabee for approximately two weeks due to power interruptions caused by forest fires to the north of the mine. Seabee resumed operations on June 13, 2025.
(4)Corporate and other consists of business activities that are not included within the reportable segments and is provided for reconciliation purposes. The exploration, evaluation and development properties and the portfolio of prospective exploration tenures, near or adjacent to the existing operations are included in the respective reportable segment. The greenfield standalone prospects and development projects are included in Corporate and other.
(5)Excludes depreciation, depletion, and amortization.
(6)Care and maintenance expense represents $64.7 million of direct costs, excluding costs associated with environmental reclamation and remediation, and $45.1 million of depreciation incurred during the suspension of operations at Çöpler beginning in the first quarter of 2024; and $0.2 million of direct costs and $0.8 million of depreciation incurred during the approximate two week suspension of operations at Seabee during the second quarter of 2025.
| Nine Months Ended September 30, 2024 | |||||||
|---|---|---|---|---|---|---|---|
| Çöpler | Marigold | Seabee | Puna | Segment Total | Corporate and other (1) | Consolidated | |
| Revenue | $60,376 | $257,465 | $122,411 | $232,179 | $672,431 | $— | $672,431 |
| Cost of sales (2) | $29,471 | $162,414 | $56,111 | $112,768 | $360,764 | $— | $360,764 |
| Depreciation, depletion, and amortization | $12,537 | $23,821 | $32,349 | $23,145 | $91,852 | $— | $91,852 |
| General and administrative expense | $— | $— | $— | $— | $— | $45,329 | $45,329 |
| Exploration and evaluation | $1,124 | $10,318 | $12,868 | $3,945 | $28,255 | $4,595 | $32,850 |
| Reclamation and remediation costs | $274,384 | $2,171 | $1,001 | $2,590 | $280,146 | $— | $280,146 |
| Impairment charges of long-lived and other assets | $114,230 | $— | $369 | $— | $114,599 | $— | $114,599 |
| Care and maintenance (3) | $74,728 | $— | $9,611 | $— | $84,339 | $— | $84,339 |
| Other operating expense (income), net | $24,147 | $904 | $7 | $706 | $25,764 | $(6,545) | $19,219 |
| Operating income (loss) | $(470,245) | $57,837 | $10,095 | $89,025 | $(313,288) | $(43,379) | $(356,667) |
| Interest expense | $(5,205) | $— | $— | $— | $(5,205) | $(4,497) | $(9,702) |
| Interest income | $16 | $5,087 | $4,208 | $658 | $9,969 | $3,713 | $13,682 |
| Other income (expense) | $(20) | $(706) | $(27) | $1,912 | $1,159 | $2,469 | $3,628 |
| Foreign exchange gain (loss) | $(3,433) | $(8) | $48 | $1,622 | $(1,771) | $(5,787) | $(7,558) |
| Income (loss) before income and mining taxes | $(478,887) | $62,210 | $14,324 | $93,217 | $(309,136) | $(47,481) | $(356,617) |
| Capital expenditures | $11,596 | $26,584 | $26,209 | $11,837 | $76,226 | $28,054 | $104,280 |
| Total assets as of September 30, 2024 | $2,724,079 | $813,622 | $368,662 | $295,788 | $4,202,151 | $941,768 | $5,143,919 |
(1)Corporate and other consists of business activities that are not included within the reportable segments and is provided for reconciliation purposes. The exploration, evaluation and development properties and the portfolio of prospective exploration tenures, near or adjacent to the existing operations are included in the respective reportable segment. The greenfield standalone prospects and development projects are included in Corporate and other.
(3)Care and maintenance expense represents $41.5 million of direct costs, excluding costs associated with the environmental reclamation and remediation costs and $33.2 million of depreciation incurred during the suspension of operations at Çöpler beginning in the first quarter of 2024; and $7.7 million of direct costs and $1.9 million of depreciation incurred during the suspension of operations at Seabee during the third quarter of 2024.
- REVENUE
The following table represents revenues by product (in thousands):
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Gold doré sales | ||||
| Çöpler | $— | $11,804 | $— | $60,031 |
| Marigold | 130,650 | 119,888 | 366,544 | 257,381 |
| CC&V | 97,896 | — | 282,020 | — |
| Seabee | 31,528 | 27,886 | 142,331 | 122,360 |
| Concentrate sales | ||||
| Puna | 121,882 | 94,563 | 308,726 | 225,781 |
| Other (1) | ||||
| Çöpler | — | — | — | 345 |
| Marigold | 44 | 20 | 116 | 84 |
| CC&V | 352 | — | 1,066 | — |
| Seabee | 15 | 11 | 55 | 51 |
| Puna | 3,472 | 3,184 | 7,054 | 6,398 |
| Total | $385,839 | $257,356 | $1,107,912 | $672,431 |
(1)Other revenue includes changes in the fair value of concentrate trade receivables due to changes in silver and base metal prices; and silver and copper by-product revenue arising from the production and sale of gold doré.
Revenue by metal
Revenue by metal type are as follows (in thousands):
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Gold | $260,074 | $159,578 | $790,895 | $439,772 |
| Silver | 107,962 | 80,845 | 270,447 | 189,455 |
| Lead | 12,638 | 12,964 | 35,119 | 33,333 |
| Zinc | 1,282 | 754 | 3,160 | 2,993 |
| Other (1) | 3,883 | 3,215 | 8,291 | 6,878 |
| Total | $385,839 | $257,356 | $1,107,912 | $672,431 |
(1)Other revenue includes changes in the fair value of concentrate trade receivables due to fluctuations in silver and base metal prices; and silver and copper by-product revenue arising from the production and sale of gold doré.
Provisional metal sales
At September 30, 2025, the Company had silver sales of 5.3 million ounces at an average price of $38.28 per ounce, lead sales of 25.2 million pounds at an average price of $0.89 per pound, and zinc sales of 1.9 million pounds at an average price of $1.23 per pound, subject to normal course final pricing over the next several months.
For the three months ended September 30, 2025 and 2024, the change in the fair value of the Company’s embedded derivatives relating to provisional concentrate metal sales was an increase of $3.5 million and $3.2 million, respectively. For the nine months ended September 30, 2025 and 2024, the change in the fair value of the Company’s embedded derivatives relating to provisional concentrate metal sales was an increase of $7.1 million and $6.4 million, respectively. The changes in fair value have been recorded in Revenue.
- RECLAMATION AND REMEDIATION LIABILITIES
The Company is subject to various domestic and international laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. Estimated future reclamation costs are based principally on current legal and regulatory requirements.
Çöpler Reclamation and Remediation
During the first quarter of 2024, the Company estimated total reclamation and remediation costs of $250.0 million to $300.0 million related to the Çöpler Incident, in addition to the approximately $22.5 million incurred during the first quarter of 2024. The Company accrued the low end of the estimated cost range, recording total reclamation and remediation costs of $272.9 million inclusive of the $22.5 million incurred during the first quarter of 2024. During the second quarter of 2025, the Company recorded an adjustment of $62.9 million, comprising of $9.4 million related to reclamation costs and $53.5 million related to remediation costs. The revised estimate reflects an increase of $12.9 million above the previously disclosed estimated reclamation and remediation cost range. The revision in estimate reflects the Company's advancement of the engineering and construction design of the permanent storage facility and the advancement of the studies for the permanent closure of the heap leach pad. As part of the heap leach pad closure planning, the Company will conduct further field investigations to confirm the integrity of the heap leach pad liner. This will entail exposing and inspecting sections of the heap leach pad liner. Following completion of the liner inspection, the Company will use the findings to refine and update the closure plan for the heap leach pad. These studies and inspections may result in revisions to the scope of work, estimated costs, and overall timelines related to the heap leach pad closure. The Company did not record any adjustments during the third quarter of 2025.
Changes in Reclamation and remediation liabilities during the nine months ended September 30, 2025 and 2024, were as follows (in thousands):
| Nine Months Ended September 30, 2025 | Nine Months Ended September 30, 2024 | |||||
|---|---|---|---|---|---|---|
| Reclamation | Remediation | Total | Reclamation | Remediation | Total | |
| Balance as of January 1 | $209,923 | $135,914 | $345,837 | $173,819 | $— | $173,819 |
| Additions (1) | 220,974 | — | 220,974 | — | 261,674 | 261,674 |
| Changes in estimate and other (2) | 11,856 | 53,507 | 65,363 | 11,054 | — | 11,054 |
| Expenditures | (4,259) | (13,032) | (17,291) | (1,913) | (125,306) | (127,219) |
| Accretion expense | 18,249 | — | 18,249 | 7,243 | — | 7,243 |
| Balance as of September 30 | $456,743 | $176,389 | $633,132 | $190,203 | $136,368 | $326,571 |
| Less: current portion | (13,228) | (15,079) | (28,307) | (11,765) | (82,345) | (94,110) |
| Non-current reclamation and remediation liabilities | $443,515 | $161,310 | $604,825 | $178,438 | $54,023 | $232,461 |
(1)During the nine months ended September 30, 2025, reclamation changes were primarily comprised of an increase of $221.0 million as a result of the acquisition of CC&V. During the nine months ended September 30, 2024, the Company recorded a remediation liability of $261.7 million as a result of the Çöpler Incident. The remediation activities include movement of the displaced heap leach material out of the Sabırlı Valley and Manganese pit, sloping and stabilization of the heap leach pad in preparation for permanent closure, construction of a permanent storage facility for the displaced heap leach material, and management of surface and ground water in the Sabırlı Valley.
(2)During the nine months ended September 30, 2025, reclamation and remediation at Çöpler increased $9.4 million and $53.5 million, respectively, due to the revised estimate related to the closure of the Çöpler heap leach pad and construction estimate for the permanent storage facility during the second quarter of 2025. At Marigold, reclamation increased by $2.5 million during the nine months ended September 30, 2025, primarily due to additional disturbance and an increase in labor unit cost rates. During the nine months ended September 30, 2024, reclamation changes were comprised of an $11.1 million revision in the timing primarily related to the closure of the heap leach pad as a result of the Çöpler Incident.
The following table includes the components of Reclamation and remediation costs for the three and nine months ended September 30, 2025 and 2024 (in thousands):
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Reclamation adjustments and other | $— | $— | $9,419 | $11,229 |
| Reclamation accretion | 7,059 | 2,414 | 18,249 | 7,243 |
| Total reclamation costs | 7,059 | 2,414 | 27,668 | 18,472 |
| Remediation adjustments and other | 76 | — | 53,637 | 261,674 |
| Total remediation costs | 76 | — | 53,637 | 261,674 |
| Total reclamation and remediation costs | $7,135 | $2,414 | $81,305 | $280,146 |
- IMPAIRMENT OF LONG-LIVED AND OTHER ASSETS
For the three and nine months ended September 30, 2025, the Company didnot record any impairment of long-lived and other assets.
For the three months ended September 30, 2024, the Company recorded a $0.4 million non-cash impairment of long-lived and other assets at Seabee as a result of the forest fires to the north of the mine. For the nine months ended September 30, 2024, the Company recorded non-cash impairment charges of $76.0 million related to Inventories and $38.2 million related to Mineral properties, plant and equipment, net, for a total non-cash impairment charge of $114.2 million. The Company fully impaired the heap leach pad inventory and related heap leach pad processing facilities as a result of the Çöpler Incident and the Company’s plans to permanently close the heap leach pad.
- OTHER OPERATING EXPENSE (INCOME), NET
The following table includes the components of Other operating expense (income), net:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| CC&V transaction and integration costs | $7,287 | $— | $19,040 | $— |
| Loss (gain) on sale and disposal of assets, net | 778 | 466 | 1,533 | (5,133) |
| Change in fair value of contingent consideration | 1,927 | — | 5,581 | — |
| Contingencies and expenses related to the Çöpler Incident | 2,411 | 1,600 | 6,273 | 19,273 |
| Insurance proceeds received related to the Çöpler Incident (1) | — | — | (44,409) | — |
| Other taxes | 556 | 4,865 | 2,277 | 4,865 |
| Other | 617 | 127 | 1,250 | 214 |
| Total | $13,576 | $7,058 | $(8,455) | $19,219 |
(1)During the second quarter of 2025, the Company received business interruption insurance proceeds of $44.4 million associated with the Çöpler Incident.
- OTHER INCOME (EXPENSE)
The following table includes the components of Other income (expense):
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Interest income | $3,180 | $3,881 | $9,200 | $13,682 |
| Gain (loss) on investments and on marketable securities sales | 8,165 | 2,866 | 20,171 | 11,098 |
| Change in fair value of marketable securities | (3,021) | (330) | (6,742) | (6,749) |
| Change in fair value of contingent and deferred consideration | (1,776) | 1,925 | (961) | 6,078 |
| Bank charges | (632) | (579) | (1,818) | (1,818) |
| Other | (647) | 812 | (2,051) | (4,981) |
| Total | $5,269 | $8,575 | $17,799 | $17,310 |
- INCOME AND MINING TAXES
The Company’s consolidated effective income tax rate was 18.7% for the first nine months of 2025 compared to 2.1% for the first nine months of 2024. The Company, a Canadian domiciled entity, is subject to a statutory tax rate of 27.0%. The effective rate for the nine months ended September 30, 2025 differs from the statutory rate primarily due to foreign currency fluctuations in select jurisdictions, partially offset by additions to the valuation allowance for net operating losses generated by certain entities. The effective rate for the nine months ended September 30, 2024 differs from the statutory rate primarily due to additions to the valuation allowance for net operating losses generated by certain entities offset by foreign currency fluctuations in select jurisdictions.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted, which includes permanent extensions of most expiring Tax Cuts and Jobs Act provisions as well as international tax changes. The application of the OBBBA to the Company did not have a material impact on the Condensed Consolidated Financial Statements for three months ended September 30, 2025.
- INCOME (LOSS) PER SHARE
The Company calculates basic net income (loss) per share using, as the denominator, the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share uses, as its denominator, the weighted average number of common shares outstanding during the period plus the effect of dilutive potential common shares during the period.
Dilutive potential common shares include stock options, Restricted Share Units (“RSUs”), and convertible notes.
The calculations of basic and diluted net income (loss) per share attributable to SSR Mining shareholders are based on the following (in thousands):
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Net income (loss) | $57,092 | $6,251 | $191,900 | $(349,447) |
| Net (income) loss attributable to non-controlling interest | 8,349 | 4,306 | 22,397 | 82,615 |
| Net income (loss) attributable to SSR Mining shareholders | 65,441 | 10,557 | 214,297 | (266,832) |
| Interest saving on 2019 Notes, net of tax | 1,248 | — | 3,727 | — |
| Net income (loss) used in the calculation of diluted net income per share | $66,689 | $10,557 | $218,024 | $(266,832) |
| Weighted average number of common shares issued | 202,783 | 202,140 | 202,660 | 202,209 |
| Adjustments for dilutive instruments: | ||||
| Restricted share units | 1,670 | 307 | 1,377 | — |
| 2019 Notes | 13,011 | — | 12,981 | — |
| Diluted weighted average number of shares outstanding | 217,464 | 202,447 | 217,018 | 202,209 |
| Net income (loss) per share attributable to SSR Mining shareholders | ||||
| Basic | $0.32 | $0.05 | $1.06 | $(1.32) |
| Diluted | $0.31 | $0.05 | $1.00 | $(1.32) |
For the three months ended September 30, 2024, $1.2 million of interest saving on convertible notes, net of tax, and 12,951 common shares were excluded from the diluted income per common share calculation because the effect would be antidilutive.
For the nine months ended September 30, 2024, $3.7 million of interest saving on convertible notes, net of tax,12,921 common shares, and 389 restricted share units were excluded from the diluted income per common share calculation because the Company incurred a net loss and the effect would be antidilutive.
- FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS
As required by accounting guidance, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Refer to Note 13 to the audited consolidated financial statements in the Company’s 2024 Annual Report on Form 10-K for further information on the Company's assets and liabilities measured at fair value. The following tables set forth the Company’s assets and liabilities measured at fair value on a recurring (at least annually) and nonrecurring basis by level within the fair value hierarchy (in thousands):
| Fair value at September 30, 2025 | ||||
|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | |
| Assets: | ||||
| Cash | $409,332 | $— | $— | $409,332 |
| Marketable securities (1) | 50,636 | — | — | 50,636 |
| Trade receivables from provisional sales, net (2) | — | 76,499 | — | 76,499 |
| Deferred consideration | — | — | 25,491 | 25,491 |
| $459,968 | $76,499 | $25,491 | $561,958 | |
| Liabilities: | ||||
| Contingent consideration liabilities | $— | $— | $178,306 | $178,306 |
| Other | — | 180 | — | 180 |
| $— | $180 | $178,306 | $178,486 | |
(1)Marketable securities of publicly quoted companies, consisting of investments, are valued using a market approach based upon unadjusted quoted prices in an active market obtained from securities exchanges.
(2)The Company’s provisional metal sales contracts, included in Trade and other receivables in the Condensed Consolidated Balance Sheets, are valued using inputs derived from observable market data, including quoted commodity forward prices. The inputs do not involve significant management judgment. Such instruments are classified within Level 2 of the fair value hierarchy.
| Fair value at December 31, 2024 | ||||
|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | |
| Assets: | ||||
| Cash | $387,882 | $— | $— | $387,882 |
| Marketable securities (1) | 34,631 | — | — | 34,631 |
| Trade receivables from provisional sales, net (2) | — | 78,687 | — | 78,687 |
| Deferred consideration | — | — | 26,383 | 26,383 |
| $422,513 | $78,687 | $26,383 | $527,583 | |
| Liabilities: | ||||
| Contingent consideration liabilities | $— | $— | $29,642 | $29,642 |
| Other | — | 68 | — | 68 |
| $— | $68 | $29,642 | $29,710 | |
(1)Marketable securities of publicly quoted companies, consisting of investments, are valued using a market approach based upon unadjusted quoted prices in an active market obtained from securities exchanges.
(2)The Company’s provisional metal sales contracts, included in Trade and other receivables in the Condensed Consolidated Balance Sheets, are valued using inputs derived from observable market data, including quoted commodity forward prices. The inputs do not involve significant management judgment. Such instruments are classified within Level 2 of the fair value hierarchy.
Deferred and contingent consideration are included in Level 3 as certain assumptions used in the calculation of the fair value are not based on observable market data. The following table reconciles the beginning and ending balances for financial instruments that are recognized at fair value using significant unobservable inputs (Level 3) in the consolidated financial statements (in thousands):
| Nine Months Ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Deferred consideration assets: | ||
| Balance as of January 1 | $26,383 | $21,213 |
| Revaluations | 358 | 2,208 |
| Additions | — | 2,378 |
| Collections | (1,250) | — |
| Balance as of September 30 | $25,491 | $25,799 |
| Nine Months Ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Contingent consideration liabilities: | ||
| Balance as of January 1 | $29,642 | $29,648 |
| Revaluations | 6,900 | (1,492) |
| Additions | 141,764 | — |
| Balance as of September 30 | $178,306 | $28,156 |
Fair values of financial assets and liabilities not already measured at fair value
The fair value of the 2019 Notes as compared to the carrying amounts were as follows (in thousands):
| September 30, 2025 · December 31, 2024 | |||||
|---|---|---|---|---|---|
| Level | Carrying amount | Fair value | Carrying amount | Fair value | |
| 2019 Notes (1) | 1 | $229,365 | $324,646 | $228,572 | $220,292 |
(1)The fair value disclosed for the Company's 2019 Notes is included in Level 1 as the basis of valuation uses a quoted price in an active market.
- TRADE AND OTHER RECEIVABLES
The components of Trade and other receivables are as follows (in thousands):
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Trade receivables | $78,231 | $84,239 |
| Value added tax receivables | 18,027 | 19,939 |
| Income tax receivable | 1,506 | 4,626 |
| Other taxes receivable | 21,349 | 13,479 |
| Other | 2,539 | 2,155 |
| Total | $121,652 | $124,438 |
No provision for credit loss was recognized as of September 30, 2025 or December 31, 2024. All trade receivables are expected to be settled within twelve months.
- INVENTORIES
The components of Inventories are as follows (in thousands):
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Materials and supplies | $136,318 | $113,752 |
| Stockpiled ore | 77,477 | 72,561 |
| Leach pad inventory | 350,208 | 253,166 |
| Work-in-process | 6,052 | 3,850 |
| Finished goods | 16,107 | 20,745 |
| Total current inventories | 586,162 | 464,074 |
| Stockpiled ore | 245,288 | 246,536 |
| Leach pad inventory | 249,747 | 44,676 |
| Total non-current inventories | $495,035 | $291,212 |
No write-downs of inventory were recognized during the three and nine months ended September 30, 2025.
No write-downs of inventory were recognized during the three months ended September 30, 2024. During the nine months ended September 30, 2024 following the Çöpler Incident, the Company recognized an impairment of leach pad inventory at Çöpler of $76.0 million classified as a component of Impairment charges.
- MINERAL PROPERTIES, PLANT AND EQUIPMENT, NET
The components of Mineral properties, plant and equipment, net are as follows (in thousands):
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Plant and equipment (1) | $2,074,930 | $1,883,193 |
| Construction in process | 210,997 | 135,594 |
| Mineral properties subject to depletion | 2,315,871 | 2,114,765 |
| Mineral properties not yet subject to depletion | 895,409 | 884,029 |
| Exploration and evaluation assets | 247,164 | 254,146 |
| Total mineral properties, plant, and equipment | 5,744,371 | 5,271,727 |
| Accumulated depreciation, plant and equipment | (898,877) | (804,411) |
| Accumulated depletion, mineral properties | (729,424) | (684,449) |
| Mineral properties, plant, and equipment, net | $4,116,070 | $3,782,867 |
(1)As of September 30, 2025 and December 31, 2024, plant and equipment includes finance lease right-of-use assets with a carrying amount of $74.3 million and $78.9 million, respectively.
No impairment was recognized during the three and nine months ended September 30, 2025.
During the three months ended September 30, 2024, the Company concluded that certain plant and equipment at Seabee was impaired and recorded a non-cash impairment of $0.4 million as a result of damage from the forest fires to remote equipment, including power poles, piping, and exploration equipment.
During the nine months ended September 30, 2024, the Company concluded that certain mineral properties, plant and equipment at Seabee and Çöpler were impaired and recorded non-cash impairments of $0.4 million and $114.2 million, respectively.
- ACCRUED LIABILITIES AND OTHER
The components of Accrued liabilities and other are as follows (in thousands):
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Accrued liabilities | $101,647 | $71,776 |
| Royalties payable | 14,785 | 17,017 |
| Stock-based compensation liabilities | 24,013 | 6,469 |
| Income taxes payable | 43,033 | 41,077 |
| Lease liabilities | 2,535 | 1,657 |
| Other | 163 | 1,385 |
| Total accrued liabilities and other | $186,176 | $139,381 |
- DEBT
The following tables summarize the Company’s debt balances (in thousands):
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| 2019 Notes (1) | $229,365 | $228,572 |
| Current Portion | $229,365 | $— |
| Non-Current Portion | $— | $228,572 |
(1)Amount is net of discount and debt issuance costs of $0.6 million and $1.4 million, respectively.
Convertible debt
2019 Notes
The 2019 Notes were reclassified from Debt, non-current to Current portion of debt during the second quarter of 2025 due to the holder right of redemption at par, plus accrued and unpaid interest, which is payable on April 1, 2026 following atwenty business day notice period.
As of September 30, 2025, the Company was in compliance with its covenants. For further details on the Company’s indebtedness, see Note 20 to the audited consolidated financial statements in the Company’s 2024 Annual Report on Form 10-K.
- EQUITY
Repurchase of common shares
On June 16, 2023, the Company received approval of its Normal Course Issuer Bid (“2023 NCIB”) to purchase for cancellation up to 10.2 million of its common shares through the facilities of the TSX, Nasdaq or other Canadian and U.S. marketplaces over atwelve-month period beginning June 20, 2023 and ending June 19, 2024. Following the Çöpler Incident, the Company terminated the automatic share purchase plan effective March 1, 2024. The 2023 NCIB expired on June 19, 2024 and the Company has not sought approval for a new NCIB.
During the nine months ended September 30, 2024, and prior to the Çöpler Incident, the Company purchased 1,117,100 of its outstanding common shares at an average share price of $8.79 per share for total consideration of $9.8 million. All shares were cancelled upon purchase. The total amount deducted from common shares of $16.4 million, based on the average paid in capital per common share outstanding prior to the repurchase date, less the total consideration resulted in a difference of $6.6 million that was recorded as an increase to retained earnings.
- SUPPLEMENTAL CASH FLOW INFORMATION
Net change in operating assets and liabilities were as follows (in thousands):
| Nine Months Ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Decrease (increase) in operating assets: | ||
| Trade and other receivables | $(5,578) | $16,621 |
| Inventories | (112,376) | (77,929) |
| Prepayments, related party | (24,532) | — |
| Other operating assets | 154 | 1,706 |
| Increase (decrease) in operating liabilities: | ||
| Accounts payable | (704) | (10,278) |
| Accrued liabilities and other | 10,535 | (4,980) |
| Other operating liabilities | (717) | (2,761) |
| $(133,218) | $(77,621) | |
Other cash information was as follows (in thousands):
| Nine Months Ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Interest paid | $(8,596) | $(7,029) |
| Interest received | $9,200 | $13,014 |
| Income taxes paid | $(67,566) | $(22,987) |
| Insurance proceeds received related to the Çöpler Incident (1) | $44,409 | $— |
(1)The Company received business interruption insurance proceeds of $44.4 million associated with the Çöpler Incident. These proceeds are classified within operating activities in the Condensed Consolidated Statement of Cash Flows, as they represent recovery of lost revenues and operating costs.
- RELATED PARTY TRANSACTIONS
Related party prepaids
During the third quarter of 2025, Artmin Madencilik Sanayi Ve Ticaret A.Ş (“Artmin”) advanced payments to Gap İnşaat Yatırım ve Dış Ticaret A.Ş (“Gap İnşaat”) associated with development activities at Hod Maden. Gap İnşaat is a wholly owned subsidiary of Calik Holding. Calik Holding owns 100% of Lidya Madencilik Sanayi ve Ticaret A.Ş (“Lidya Mines”), the Company’s joint venture partner. As of September 30, 2025, the Company had advanced $24.5 million to Gap İnşaat.
Related party loan
Artmin entered into loan agreements with Mariana, as lender, to fund Horizon Copper Corp.’s (“Horizon”) portion of working capital spend of the Hod Maden project. The loans are unsecured and bear interest at the credit default swap premium of Türkiye plus a fixed spread of 4.0% at the end of each calendar quarter. The loans have afive year maturity with maturity dates ranging from June 2028 to December 2029. Artmin’s loans with Horizon had a total borrowing capacity of $48.4 million, of which $42.1 million was outstanding as of September 30, 2025. The liability is included in Debt, related party in the Condensed Consolidated Balance Sheets. As of September 30, 2025, no repayments have been made. Interest expense for these loans totaled $0.6 million and $0.2 million for the three months ended September 30, 2025 and 2024, respectively. Interest expense for these loans totaled $1.4 million and $0.5 million for the nine months ended September 30, 2025 and 2024, respectively. The interest expense on the loan is included in Interest expense in the Condensed Consolidated Statements of Operations.
Related party line of credit
During 2024, the Company’s majority owned subsidiary, Anagold Madenncilik Sanayi ve Ticaret A.Ş, entered into loan agreements with Aktif Bank, as lender, to fund Lidya Mines’ portion of reclamation and environmental obligations. Aktif Bank is a wholly owned subsidiary of Calik Holding. The loan agreements provide for a non-revolving credit facility in an aggregate principal amount of up to $11.0 million. During the third quarter of 2025, the Company amended the terms of the outstanding loan agreements to extend the maturity date from August 8, 2025 to August 7, 2026 and to increase the stated interest rate from 10.0% to 10.15% per annum The loans are guaranteed by Lidya Mines. As of September 30, 2025, the outstanding balance of the loans was $11.0 million and is included in Current portion of debt, related party in the Condensed Consolidated Balance Sheets. As of September 30, 2025, no repayments have been made. Interest expense totaled $0.6 million and $0.1 million for thethree months ended September 30, 2025 and 2024, respectively. Interest expense totaled $1.2 million for the nine months ended September 30, 2025 and $0.1 million for the nine months ended 2024, respectively. The interest expense on the loans are included in Interest expense in the Condensed Consolidated Statements of Operations.
- COMMITMENTS AND CONTINGENCIES
General
Estimated losses from loss contingencies are accrued by a charge to income when information is available prior to the issuance of the financial statements that indicates it is probable that a liability could be incurred, and the amount of the loss can by reasonably estimated. Legal expenses associated with the loss contingency are expensed as incurred. If a loss contingency is not probable or reasonably estimable, disclosure of the loss contingency is made in the financial statements when it is at least reasonably possible that a material loss has been incurred.
Environmental matters
CC&V - Carlton Tunnel
In December 2021, CC&V entered into a Settlement Agreement (“Settlement Agreement”) with the Water Quality Control Division of the Colorado Department of Public Health and Environment (the “Division”) with a mutual objective of resolving issues associated with the new discharge permits issued by the Division in January 2021 for the Carlton Tunnel. The Carlton Tunnel was a historic tunnel completed in 1941 with the purpose of draining the southern portion of the mining district, subsequently consolidated by CC&V. CC&V has held discharge permits for the Carlton Tunnel since 1983, primarily to focus on monitoring, with the monitoring data accumulated since the mid-1970s indicating consistency in the water quality discharged from the Carlton Tunnel over time. In 2006, legal proceedings and work with the regulator confirmed that the water flowing out of the Carlton Tunnel portal is akin to natural spring water and did not constitute mine drainage. However, this changed with the January 2021 permit update, when the regulator imposed new water quality limits. The Settlement Agreement involves the evaluation of a reasonable and achievable timeline for treatment and permit compliance, acknowledging the lack of readily available technology, and the need to spend three years to study and select the technological solution, with three additional years to construct, bringing full permit compliance to the November 2027 timeframe. In 2022, CC&V studied various interim passive water treatment options, and reported the study results to the Division. CC&V continues to study alternative long-term remediation plans for water discharged from the Carlton Tunnel, and is also working with regulators on the site specific standards, a Discharger Specific Variance ("DSV") and other potential approaches to identify highest feasible alternative treatment in the context, based on limits such as area topography. CC&V continues to study alternative long-term remediation plans for water discharged from the Carlton Tunnel, while also continuing to work with regulators to identify and implement highest feasible alternative treatments, including site specific standards and a DSV. CC&V formally submitted a proposal for site specific standards and the DSV to the Water Quality Control Commission in a June 2025 rulemaking hearing. As a result of the hearing, the Commission agreed to site specific standards for CC&V for certain water quality standards, and CC&V will continue to work with the Division on a proposal for the DSV and an extension request for compliance with certain other standards. Depending on the plans that may ultimately be agreed with the Division, a material adjustment to the liability may be required. Refer to Note 3 for further information on the acquisition of CC&V.
Surety bonds
The Company uses surety bonds to support certain environmental bonding obligations. As of September 30, 2025 and December 31, 2024, the Company had surety bonds totaling $496.2 million and $153.0 million outstanding, respectively.
Other commitments and contingencies
Following the Çöpler Incident, the Company has been named as a defendant in securities class actions in the United States and Canada and is subject to various risks and contingencies arising in the normal course of business. Based on the information currently available to the Company, no liability has been recorded for these lawsuits because the Company believes that any such liability is not probable and reasonably estimable at this time.
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