SEATTLE (Scrap Monster): Gold Resource Corporation has entered into a definitive arrangement agreement with Goldgroup Mining Inc. , under which Goldgroup will acquire all outstanding shares of GRC in an all-share transaction valued at approximately US$372 million on a fully diluted basis.

Under the terms, GRC shareholders will receive 0.3619 Goldgroup shares for each GRC share, reflecting an exchange ratio adjusted for Goldgroup’s planned four-for-one share consolidation. Based on Goldgroup’s closing price on January 23, 2026, the offer values GRC shares at US$2.25 each, representing a 39% premium.

The transaction will be completed through a reverse triangular merger, with GRC becoming a wholly owned subsidiary of Goldgroup. Upon closing, GRC shareholders are expected to own around 40% of the combined company on a fully diluted basis.

Both boards of directors unanimously approved the deal, which is expected to close in the second quarter of 2026, subject to customary regulatory and shareholder approvals, including clearance from the Mexican National Antitrust Commission. The merger aims to create a leading, Mexico-focused multi-mine producer, enhancing operational scale, diversification, production stability, and long-term cash flow generation across a strengthened asset portfolio.