Goldgroup investing US$75 million in Luca Mining

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Goldgroup Mining Inc. [GORO-TSXV, GORO-NYSE] has entered into a binding commitment to invest US$75 million in Luca Mining Corp. [LUCA-TSXV, LUCMF-OTCQX, Z68-Frankfurt].

Under an agreement, Goldgroup has agreed to participate in Luca’s private placement of subscription receipts announced on September 21, 2026 in connection with Luca’s proposed acquisition of the Cozamin mine in Mexico.

Following the conversion of the subscription receipts into Luca common shares and completion of the Cozamin acquisition, Goldgroup expects to hold approximately 19.9% of Luca’s issued and outstandin shares on a non-diluted pro-forma basis.

On September 21, 2026, Luca said it had struck a definitive deal with Capstone Copper Corp. [CS-TSX, CSC-ASX]  to acquire 100% of the Cozamin Mine in Zacatecas, Mexico for US$290 million in upfront cash on closing and up to US$95 million in deferred payments. The upfront consideration consists of US$275 million in cash and US$15 million in Luca shares. The additional consideration consists of US$35 million payable, at Luca’s election, in cash or Luca shares on the first anniversary of closing and up to US$60 million in contingent consideration tied to higher future copper prices.

Cozamin is an underground copper-silver mine that has operated continuously for approximately 20 years and has established infrastructure,including paste-backfill and filtered tailings systems.

The transaction is expected to more than double Luca’s 2027 production profile, increase cash-flow generation and increase the company’s exposure to copper and silver. The transaction also expands Luca’s operating footprint in Zacatecas, one of Mexico’s most productive mining regions.

The transaction is expected to more than double Luca’s near-term production, with the combined company forecast to generate net revenue of approximately $598 million in 2027.

Luca is currently commercial production at its 100%-owned Campo Morando Mine in Guerrero, Mexico, processing approximately 2,000 tonnes per day, producing zinc and copper concentrate with gold, silver and lead as by-products. In addition, the company owns a 100% of the Tahuehueto polymetallic Project, in Durango, Mexico, which initiated commercial production in March 2025

On Monday, Luca shares eased 2.6% or $0.03 to $1.10. The shares currently trade in a 52-week range of $2.16 and 80 cents.

Goldgroup recently released an update on its activities across its expanded portfolio following the completion of its combination with Gold Resource Corp. (GRC) on July 17, 2026.

The combined company’s assets include GRC’s producing Don David Gold Mine in Oaxaca, Mexico and advanced-stage Back Forty Project in Michigan, U.S.A., and Goldgroup’s Cerro Prieto Mine and recently acquired San Francisco Mine, a past producer with restart potential. Both the Cerro Prieto and San Francisco mines are located in
Sonora State, Mexico. Pro forma revenues are expected to be predominantly silver, driven by production from the Don David Gold Mine, benefiting from a strong silver price momentum.


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