i-80 Gold Corp & Vox Royalty Corp Offtake Termination: Unlocking Higher-Value Gold Sales Through Lone Tree

• i-80 Gold terminates its Vox Royalty offtake agreement through a US$4.8 million share settlement, unlocking higher-value gold sales ahead of the Lone Tree restart.
• i-80 Gold Corp terminated its gold offtake agreement with Vox Royalty Corp through a US$4.8 million share settlement, eliminating the obligation to deliver up to 40,000 ounces of refined gold annually through December 31, 2028.
• The settlement is funded entirely with equity, with i-80 Gold Corp issuing 3,453,237 common shares at US$1.39 per share, preserving its US$513.5 million cash balance reported as of March 31, 2026.
• Removing the offtake obligation allows i-80 Gold Corp to sell future gold at prevailing spot prices and stockpile refractory ore for processing through the Lone Tree autoclave, rather than at 55%-60% toll-milling payability.
• The termination supports the Lone Tree processing strategy, in which owner-operated autoclave processing is expected to achieve approximately 92% gold recovery relative to third-party toll-milling payability.

What Has Happened

i-80 Gold Corp (NYSE: IAUX | TSX: IAU) executed a definitive termination and settlement agreement with Vox Royalty Cayman SEZC and parent entity Vox Royalty Corp, extinguishing its gold offtake agreement. The agreement removes the obligation to deliver up to 40,000 ounces of refined gold annually from the Granite Creek and Ruby Hill properties through December 31, 2028. Under the June 26, 2026 settlement, i-80 Gold Corp will issue 3,453,237 common shares to Vox Royalty Corp at an agreed price of US$1.39 per share, representing aggregate consideration of US$4.8 million under its existing US shelf registration statement.

The transaction settles a legacy liability established with the Orion Funds in June 2016, amended in August 2023, and later acquired by Vox Royalty Corp. Funding the settlement with equity preserves i-80 Gold Corp's US$513.5 million cash balance, reported as of March 31, 2026, while issuing 3,453,237 shares against 853.5 million shares outstanding.

Eliminating the 40,000-ounce annual delivery obligation allows i-80 Gold Corp to sell future production at prevailing spot gold prices rather than under contractual lookback-pricing discounts. The transaction improves the commercial profile of the Granite Creek and Ruby Hill operations while preserving working capital for mine development and engineering at the Lone Tree facility.

Commercial Impact & Stockpiling Strategy

The termination generates immediate cash flow savings through December 31, 2028, calculated from average year-to-date 2026 offtake margins per ounce sold. Under third-party toll-milling contracts, refractory gold ore mined from underground operations at Granite Creek and Ruby Hill yields a payable factor of 55% to 60%. Eliminating fixed annual delivery quotas removes the requirement to sell raw refractory ore to third-party processors under these discounted payability terms.

Instead of delivering ore under third-party toll-milling terms, i-80 Gold Corp can now stockpile high-grade refractory ore on-site during the mine development phase. Accumulating refractory stockpiles preserves high-grade material for processing through owner-operated infrastructure, where recovery rates exceed toll-milling payability factors. Preserving refractory ore in stockpiles avoids immediate margin realisation at 55%-60% payability, thereby deferring those ounces to future processing schedules to capture higher net recovery value.

This operational shift transitions the company from fixed contractual delivery obligations to optimised ore routing. By controlling the timing and destination of refractory feed, i-80 Gold Corp aligns its underground extraction rates with internal facility commissioning schedules, maximising overall net present value (NPV) and asset margins.

Strategic Alignment with Lone Tree Autoclave Restart

The termination directly supports i-80 Gold Corp's regional processing plan centred on the 100%-owned Lone Tree complex in northern Nevada. Lone Tree features 1 of only 2 central pressure oxidation autoclave plants in Nevada outside of Nevada Gold Mines, providing a dedicated facility for treating refractory gold ores. Processing refractory material through the owner-operated Lone Tree autoclave is targeted to increase gold recovery factors from 55% to 60% toll-milling payability up to approximately 92% recovery.

President & Chief Executive Officer of i-80 Gold Corp, Richard Young, detailed the operational differentiation of the Lone Tree autoclave:

"I think the easiest way for investors to think about our company is we're one of two companies with an autoclave technology in Nevada, which means we can process refractory materials that, other than Nevada gold mines, nobody can."

As disclosed in the fourth quarter of 2025 autoclave refurbishment engineering study, the Lone Tree plant has a confirmed nameplate capacity of 827,800 tonnes per year and a total capital cost estimate of US$430 million, supported by approximately 14,000 cost-control line items. Demolition commenced in the second quarter of 2026, with main construction scheduled for the second half of 2026 and first gold pour targeted for late 2027.

Balance Sheet Optimisation & Risk Execution Balance

Extinguishing the obligation to deliver up to 40,000 ounces per year through December 31, 2028 for US$4.8 million in equity involves issuing ~3.45 million common shares against 853.5 million shares issued and outstanding as of March 31, 2026. This settlement preserves the company's US$513.5 million cash position reported as of March 31, 2026, following its recapitalisation package that secured over US$1.0 billion in total available capital and retired ~$165 million of legacy debt in March 2026.

Young explained the funding structure and execution roadmap:

"In the first quarter of this year, we announced and closed essentially three different debt facilities or royalties for about 800 million US to complete the recap. We've now recapitalised the balance sheet, and now we're just moving forward on that execution plan of the three-phase plan that we laid out in the fall of 24 that will see production rise from 50,000 ounces this year to more than 600,000 ounces early in the 2030s."

While Phase 1 and Phase 2 are fully funded from secured capital, operational execution requires managing technical and development risks across the asset pipeline. Capital expenditure control on the US$430 million Lone Tree refurbishment represents a key execution variable, requiring adherence to the EPCM timeline to prevent commissioning delays beyond late 2027. Additionally, underground mining at Granite Creek requires continued performance of the dewatering infrastructure to manage water ingress, and an expanded water treatment facility was commissioned in June 2026 to support decline advancement.

What to Watch Next

Investors can monitor specific operational milestones across i-80 Gold Corp's Nevada asset pipeline as Phase 1 and Phase 2 advance. Near-term catalysts include the commencement of main construction at the Lone Tree processing plant in the second half of 2026 and the first gold mined from Upper Archimedes in the fourth quarter of 2026.

In addition, updated feasibility studies (UFS) are targeted for completion at Cove underground and Granite Creek underground in the third quarter of 2026, followed by Archimedes underground in late first quarter of 2027. Eliminating the Vox Royalty Corp offtake ensures that as these underground deposits ramp up, production cash flows and stockpile values accrue directly to i-80 Gold Corp, free of lookback pricing encumbrances.

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