07:13 AM EST, 12/09/2025 (MT Newswires) -- Rio2 ( RIOFF ) on Monday said it has agreed to acquire Southern Peaks Mining's 99.1% interest in the Condestable mine in Peru, positioning Rio2 ( RIOFF ) as a diversified Latin American gold miner with copper exposure.

The deal consideration totals US$217 million, implying a transaction enterprise value of about $241 million, including the assumption of $24 million of net debt as of Sept. 30.

Under the deal, Southern Peaks will receive total upfront consideration of $180 million, including $80 million in cash, $65 million in vendor debt financing and $35 million in Rio2 ( RIOFF ) common shares. Southern Peaks will also received deferred consideration totaling $37 million, payable between 2027 and 2030.

Condestable is an underground copper operation forecast to produce about 27,000 tonnes per year copper equivalent with expansion potential and a reserve life of over 10 years. The mine is projected to generate average annual EBITDA of about $110 million at consensus prices over the next five years.

The expansion into Peru complements Rio2's ( RIOFF ) established presence in Chile, the company said.

Rio2 ( RIOFF ) has arranged a financing package to fund the deal, composed of $65 million in vendor debt and about $120 million from a "bought deal" equity financing.

The equity financing was upsized from $100 million due to strong investor demand. Under the equity financing, the underwriters have agreed to buy 74.9 million subscription receipts at C$2.22 per subscription receipt.

The underwriters were granted an over-allotment option for a 30-day period from the closing date to buy an amount equal to 15% of the subscription receipts sold under the offering at the issue price.

The equity financing is scheduled to close on Dec. 15, subject to Toronto Stock Exchange approval and other customary closing conditions.

Separately, Rio2 ( RIOFF ) has also entered into an agreement with KALLPA Securities Sociedad Agente de Bolsa for a private placement to raise up to $10 million through the sale of 6.3 million Rio2 ( RIOFF ) common shares at the issue price.

The net proceeds from the sale of the private placement shares will be used for working capital and general corporate purposes. The sale is expected to close on Dec. 23. Completion of the private placement is not a closing condition for the Condestable acquisition.

Southern Peaks is a private business owned by management and funds advised by Global Natural Resource Investments.