Ssr Mining Inc 10-Q for FY2025 Q3
Ssr Mining Inc. (SSRM)
10-Q
2025-11-04
For: 2025-09-30
View Original
Added on
April 10, 2026
About this 10-Q
Ssr Mining Inc filed this 10-Q on November 4, 2025, covering the quarter ended September 30, 2025 (FY2025 Q3).
Headline figures
Quarter ended September 30, 2025, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $385.84M
- up 49.9% from $257.36M a year earlier
- Net income
- $65.44M
- up 519.9% from net income of $10.56M a year earlier
- Diluted EPS
- $0.31
- up 520.0% from $0.05 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
ACT OF 1934
For the Quarterly Period Ended September 30, 2025
or
For the transition period from __________to__________
Commission File Number: 001-35455
(Exact name of registrant as specified in its charter)
(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) | |||||||
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code (303 ) 292-1299
Securities registered pursuant to Section 12(b) of the Act.
| Title of each class | Trading symbol | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12-b2 of the Exchange Act.
| ☒ | Accelerated filer | ☐ | ||||||||||||
| Non-accelerated filer | ☐ | Smaller reporting company | ||||||||||||
| Emerging growth company | ||||||||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b2 of the Exchange Act). ☐ Yes ☒ No
There were 203,001,139 common shares outstanding on October 31, 2025.
TABLE OF CONTENTS
| Page | |||||
| PART I - FINANCIAL INFORMATION | |||||
| PART II - OTHER INFORMATION | |||||
1
FORWARD-LOOKING STATEMENTS
Certain statements contained in this report (including information incorporated by reference herein) are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are intended to be covered by the safe harbor provided for under these sections. Forward looking statements can be identified with words such as “may,” “will,” “could,” “should,” “expect,” “plan,” “anticipate,” “believe,” “intend,” “estimate,” “projects,” “predict,” “potential,” “continue” and similar expressions, as well as statements written in the future tense. When made, forward-looking statements are based on information known to management at such time and/or management’s good faith belief with respect to future events. Such statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the Company's forward-looking statements. Many of these factors are beyond the Company's ability to control or predict. Given these uncertainties, readers are cautioned not to place undue reliance on forward-looking statements.
Forward-looking statements include, without limitation, the types of statements listed under the heading “Forward-Looking Statements” in Part I, Item 1. Business of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission (“SEC”) on February 18, 2025 (“Form 10-K”).
The forward-looking information and statements in this report are based on a number of material factors and assumptions, including, but not limited to the factors discussed in the Form 10-K and in our previously filed Quarterly Reports on Form 10-Q, including those discussed in the “Business,” “Risk Factors,” “Forward-Looking Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections. Such factors are not exhaustive of the factors that may affect any of the Company’s forward-looking statements and information, and such statements and information will not be updated to reflect events or circumstances arising after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.
Any forward-looking statements in this Quarterly Report on Form 10-Q reflect our current views with respect to future events or to our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. These risks and uncertainties discussed herein should be read in conjunction with the factors discussed in Part II, Item 1A., “Risk Factors” hereof, and Part I, Item IA., “Risk Factors” in the Form 10-K.
2
PART I - FINANCIAL INFORMATION
3
ITEM 1. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
4
SSR Mining Inc.
Condensed Consolidated Statements of Operations
(unaudited, in thousands except per share)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||||||||||||
| Revenue | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
| Operating costs and expenses: | |||||||||||||||||||||||||||||||||||
Cost of sales (1) | |||||||||||||||||||||||||||||||||||
Depreciation, depletion, and amortization | |||||||||||||||||||||||||||||||||||
General and administrative expense | |||||||||||||||||||||||||||||||||||
Exploration and evaluation | |||||||||||||||||||||||||||||||||||
Reclamation and remediation costs | |||||||||||||||||||||||||||||||||||
Impairment charges of long-lived and other assets | |||||||||||||||||||||||||||||||||||
| Care and maintenance | |||||||||||||||||||||||||||||||||||
Other operating expense (income), net | ( | ||||||||||||||||||||||||||||||||||
Operating income (loss) | ( | ||||||||||||||||||||||||||||||||||
| Other income (expense): | |||||||||||||||||||||||||||||||||||
Interest expense | ( | ( | ( | ( | |||||||||||||||||||||||||||||||
Other income (expense) | |||||||||||||||||||||||||||||||||||
| Foreign exchange gain (loss) | ( | ( | ( | ( | |||||||||||||||||||||||||||||||
Total other income (expense) | ( | ( | ( | ||||||||||||||||||||||||||||||||
| Income (loss) before income and mining taxes | ( | ||||||||||||||||||||||||||||||||||
| Income and mining tax benefit (expense) | ( | ( | ( | ||||||||||||||||||||||||||||||||
Equity income (loss) of affiliates | ( | ( | ( | ( | |||||||||||||||||||||||||||||||
Net income (loss) | ( | ||||||||||||||||||||||||||||||||||
| Net loss (income) attributable to non-controlling interest | |||||||||||||||||||||||||||||||||||
Net income (loss) attributable to SSR Mining shareholders | $ | $ | $ | $ | ( | ||||||||||||||||||||||||||||||
Weighted average common shares | |||||||||||||||||||||||||||||||||||
Basic | |||||||||||||||||||||||||||||||||||
Diluted | |||||||||||||||||||||||||||||||||||
Net income (loss) per share attributable to SSR Mining shareholders | |||||||||||||||||||||||||||||||||||
| Basic | $ | $ | $ | $ | ( | ||||||||||||||||||||||||||||||
| Diluted | $ | $ | $ | $ | ( | ||||||||||||||||||||||||||||||
(1) Excludes depreciation, depletion, and amortization.
The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.
5
SSR Mining Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited, in thousands)
| Nine Months Ended September 30, | |||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
Operating activities | |||||||||||||||||
Net income (loss) | $ | $ | ( | ||||||||||||||
| Adjustments for: | |||||||||||||||||
Depreciation, depletion, and amortization | |||||||||||||||||
Reclamation and remediation costs | |||||||||||||||||
Payments for reclamation and remediation liabilities | ( | ( | |||||||||||||||
Deferred income taxes | ( | ( | |||||||||||||||
Stock-based compensation | |||||||||||||||||
Change in fair value of marketable securities | ( | ( | |||||||||||||||
Non-cash fair value adjustment on acquired inventories | |||||||||||||||||
Loss (gain) on sale and disposal of assets, net | ( | ||||||||||||||||
Impairment charges of long-lived and other assets | |||||||||||||||||
| Change in fair value of deferred consideration | ( | ||||||||||||||||
Other taxes | |||||||||||||||||
Loss on foreign exchange | |||||||||||||||||
Non-cash care and maintenance | |||||||||||||||||
Other operating activities | |||||||||||||||||
Net change in operating assets and liabilities | ( | ( | |||||||||||||||
Net cash provided by (used in) operating activities | ( | ||||||||||||||||
| Investing activities | |||||||||||||||||
Additions to mineral properties, plant and equipment | ( | ( | |||||||||||||||
Acquisitions, net | ( | ||||||||||||||||
Purchases of marketable securities | ( | ( | |||||||||||||||
Net proceeds from sale of marketable securities | |||||||||||||||||
Proceeds from sale of mineral properties, plant and equipment | |||||||||||||||||
Other investing activities | ( | ||||||||||||||||
Net cash used in investing activities | ( | ( | |||||||||||||||
Financing activities | |||||||||||||||||
Repayment of debt, principal | ( | ||||||||||||||||
Proceeds from the issuance of debt, related party | |||||||||||||||||
Repurchase of common shares | ( | ||||||||||||||||
Principal payments on finance leases | ( | ( | |||||||||||||||
Net cash provided by financing activities | |||||||||||||||||
| Effect of foreign exchange rate changes on cash and cash equivalents | ( | ( | |||||||||||||||
Net increase (decrease) in cash, cash equivalents, and restricted cash | ( | ||||||||||||||||
Cash, cash equivalents, and restricted cash beginning of period | |||||||||||||||||
Cash, cash equivalents, and restricted cash end of period | $ | $ | |||||||||||||||
| Reconciliation of cash, cash equivalents, and restricted cash: | |||||||||||||||||
| Cash and cash equivalents | $ | $ | |||||||||||||||
| Restricted cash | |||||||||||||||||
| Total cash, cash equivalents, and restricted cash | $ | $ | |||||||||||||||
The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.
6
SSR Mining Inc.
Condensed Consolidated Balance Sheets
(unaudited, in thousands)
| September 30, 2025 | December 31, 2024 | ||||||||||||||||
| ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | $ | |||||||||||||||
Marketable securities | |||||||||||||||||
Trade and other receivables | |||||||||||||||||
Inventories | |||||||||||||||||
Prepaids and other current assets | |||||||||||||||||
Prepaids, related party | |||||||||||||||||
Total current assets | |||||||||||||||||
Mineral properties, plant and equipment, net | |||||||||||||||||
Inventories | |||||||||||||||||
Deferred income tax assets | |||||||||||||||||
Other non-current assets | |||||||||||||||||
Total assets (1) | $ | $ | |||||||||||||||
| LIABILITIES | |||||||||||||||||
Accounts payable | $ | $ | |||||||||||||||
Accrued liabilities and other | |||||||||||||||||
Reclamation and remediation liabilities | |||||||||||||||||
Finance lease liabilities | |||||||||||||||||
Current portion of debt | |||||||||||||||||
Current portion of debt, related party | |||||||||||||||||
Total current liabilities | |||||||||||||||||
Debt | |||||||||||||||||
Debt, related party | |||||||||||||||||
Finance lease liabilities | |||||||||||||||||
Reclamation and remediation liabilities | |||||||||||||||||
Deferred income tax liabilities | |||||||||||||||||
Contingent consideration liabilities | |||||||||||||||||
Other non-current liabilities | |||||||||||||||||
Total liabilities (1) | |||||||||||||||||
| EQUITY | |||||||||||||||||
Common shares – unlimited authorized common shares with no par value; | |||||||||||||||||
Retained earnings | |||||||||||||||||
SSR Mining’s shareholders’ equity | |||||||||||||||||
| Non-controlling interest | |||||||||||||||||
| Total equity | |||||||||||||||||
Total liabilities and equity | $ | $ | |||||||||||||||
7
SSR Mining Inc.
Condensed Consolidated Balance Sheets
(unaudited, in thousands)
(1) The consolidated assets as of September 30, 2025 and December 31, 2024 include $3,452.2 million and $3,426.1 million, respectively, of assets of variable interest entities (“VIEs”) that can only be used to settle the obligations of the VIEs. As of September 30, 2025 and December 31, 2024, the assets include Cash and cash equivalents of $10.9 million and $17.5 million, respectively; Trade and other receivables of $4.5 million and $2.6 million, respectively; Inventories, current of $58.1 million and $59.2 million, respectively; Prepaids and other current assets of $14.1 million and $3.7 million, respectively; Prepaids, related party of $24.5 million and nil , respectively; Mineral properties, plant and equipment, net of $3,091.5 million and $3,089.5 million, respectively; Inventories, non-current of $245.3 million and $246.5 million, respectively; and Other non-current assets of $3.3 million and $7.2 million, respectively. The consolidated liabilities as of September 30, 2025 and December 31, 2024 include $573.2 million and $538.4 million, respectively, of liabilities of VIEs whose creditors have no recourse to the Company. As of September 30, 2025 and December 31, 2024, the liabilities include Accounts payable of $16.4 million and $8.5 million, respectively; Accrued liabilities and other of $27.6 million and $23.5 million, respectively; Reclamation and remediation liabilities, current of $18.0 million and $33.1 million, respectively; Finance lease liabilities, non-current of $77.6 million and $81.4 million, respectively; Reclamation and remediation liabilities, non-current of $220.7 million and $155.0 million, respectively; Deferred income tax liabilities of $167.8 million and $197.7 million, respectively; and Other non-current liabilities of $45.1 million and $39.4 million, respectively.
The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.
8
SSR Mining Inc.
Condensed Consolidated Statement of Changes in Equity
(unaudited, in thousands)
Common shares | ||||||||||||||||||||||||||||||||||||||||||||||||||
Number of shares | Amount | Retained earnings | Total equity attributable to SSR Mining shareholders | Non-controlling interest | Total equity | |||||||||||||||||||||||||||||||||||||||||||||
Balance as of December 31, 2024 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||
| Settlement of restricted share units (RSUs) | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||
Equity-settled stock-based compensation | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | — | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||
Balance as of March 31, 2025 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||
| Settlement of RSUs | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||
Equity-settled stock-based compensation | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||
Net income (loss) | — | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||
Balance as of June 30, 2025 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||
| Settlement of RSUs | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||
Equity-settled stock-based compensation | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | — | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||
Balance as of September 30, 2025 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||
9
SSR Mining Inc.
Condensed Consolidated Statement of Changes in Equity
(unaudited, in thousands)
Common shares | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Number of shares | Amount | Retained earnings | Total equity attributable to SSR Mining shareholders | Non-controlling interest | Total equity | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Balance as of December 31, 2023 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Repurchase of common shares | ( | ( | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Settlement of restricted share units (RSUs) | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity-settled stock-based compensation | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | — | — | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Balance as of March 31, 2024 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Settlement of RSUs | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity-settled stock-based compensation | — | ( | — | ( | — | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net income (loss) | — | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Balance as of June 30, 2024 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Settlement of RSUs | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity-settled stock-based compensation | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | — | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Balance as of September 30, 2024 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.
10
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
1.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.
2.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.
11
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
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), net in 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.
12
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
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.
3.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.
13
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
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) | $ | ||||||||||
Contingent consideration (2) | |||||||||||
Total Purchase Price | $ | ||||||||||
(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.
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 | $ | |||||||
Inventories (1) | ||||||||
Prepaids and other current assets | ||||||||
Mineral properties, plant and equipment (2) | ||||||||
| Total assets | $ | |||||||
Liabilities: | ||||||||
Accounts payable | $ | |||||||
Accrued and other liabilities | ||||||||
Reclamation liabilities (3) | ||||||||
Deferred tax liabilities (4) | ||||||||
| Total liabilities | ||||||||
| Total net assets | $ | |||||||
(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.
14
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
(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 the three 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 the three 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 Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||
| 2024 | 2025 | 2024 | ||||||||||||||||||||||||
Revenue | $ | $ | $ | |||||||||||||||||||||||
Net income attributable to SSR Mining shareholders (1) | $ | $ | $ | ( | ||||||||||||||||||||||
(1)For the three and nine months ended September 30, 2025, net income (loss) includes $7.3 million and $19.0 million, respectively, of transaction and integration costs.
15
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
4.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 has five four reportable segments.
The following tables provide a summary of financial information related to the Company’s segments (in thousands):
16
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Three Months Ended September 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Çöpler (1) | Marigold | CC&V | Seabee | Puna | Segment Total | Corporate and other (2) | Consolidated | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenue | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cost of sales (3) | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion, and amortization | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| General and administrative expense | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Exploration and evaluation | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reclamation and remediation costs | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Care and maintenance (4) | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other operating expense (income), net | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Operating income (loss) | $ | ( | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Interest expense | $ | ( | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Interest income | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other income (expense) | $ | ( | $ | ( | $ | ( | $ | ( | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foreign exchange gain (loss) | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Income (loss) before income and mining taxes | $ | ( | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Capital expenditures | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total assets as of September 30, 2025 | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(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.
(3)Excludes depreciation, depletion, and amortization.
(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.
17
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Three Months Ended September 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Çöpler (1) | Marigold | Seabee | Puna | Segment Total | Corporate and other (2) | Consolidated | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenue | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cost of sales (3) | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion, and amortization | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
General and administrative expense | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Exploration and evaluation | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reclamation and remediation costs | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Impairment charges of long-lived and other assets | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Care and maintenance (4) | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other operating expense (income), net | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Operating income (loss) | $ | ( | $ | $ | ( | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest expense | $ | ( | $ | $ | $ | $ | ( | $ | ( | $ | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest income | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other income (expense) | $ | $ | ( | $ | ( | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foreign exchange gain (loss) | $ | ( | $ | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Income (loss) before income and mining taxes | $ | ( | $ | $ | ( | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Capital expenditures | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total assets as of September 30, 2024 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
(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.
(3)Excludes depreciation, depletion, and amortization.
(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.
18
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Nine Months Ended September 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Çöpler (1) | Marigold | CC&V (2) | Seabee (3) | Puna | Segment Total | Corporate and other (4) | Consolidated | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenue | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cost of sales (5) | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion, and amortization | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| General and administrative expense | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Exploration and evaluation | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reclamation and remediation costs | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Impairment charges of long-lived and other assets | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Care and maintenance (6) | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other operating expense (income), net | $ | ( | $ | $ | $ | $ | $ | ( | $ | $ | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Operating income (loss) | $ | ( | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest expense | $ | ( | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest income | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other income (expense) | $ | ( | $ | ( | $ | ( | $ | ( | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foreign exchange gain (loss) | $ | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Income (loss) before income and mining taxes | $ | ( | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Capital expenditures | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total assets as of September 30, 2025 | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(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.
19
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
(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.
20
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Nine Months Ended September 30, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Çöpler | Marigold | Seabee | Puna | Segment Total | Corporate and other (1) | Consolidated | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenue | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cost of sales (2) | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion, and amortization | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| General and administrative expense | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Exploration and evaluation | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Reclamation and remediation costs | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Impairment charges of long-lived and other assets | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Care and maintenance (3) | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other operating expense (income), net | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Operating income (loss) | $ | ( | $ | $ | $ | $ | ( | $ | ( | $ | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest expense | $ | ( | $ | $ | $ | $ | ( | $ | ( | $ | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest income | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other income (expense) | $ | ( | $ | ( | $ | ( | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foreign exchange gain (loss) | $ | ( | $ | ( | $ | $ | $ | ( | $ | ( | $ | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Income (loss) before income and mining taxes | $ | ( | $ | $ | $ | $ | ( | $ | ( | $ | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Capital expenditures | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total assets as of September 30, 2024 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
(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.
(2)Excludes depreciation, depletion, and amortization.
(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.
21
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
5.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 | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
| Marigold | |||||||||||||||||||||||||||||||||||
CC&V | |||||||||||||||||||||||||||||||||||
Seabee | |||||||||||||||||||||||||||||||||||
| Concentrate sales | |||||||||||||||||||||||||||||||||||
| Puna | |||||||||||||||||||||||||||||||||||
Other (1) | |||||||||||||||||||||||||||||||||||
| Çöpler | |||||||||||||||||||||||||||||||||||
| Marigold | |||||||||||||||||||||||||||||||||||
CC&V | |||||||||||||||||||||||||||||||||||
Seabee | |||||||||||||||||||||||||||||||||||
Puna | |||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
(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 | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
| Silver | |||||||||||||||||||||||||||||||||||
| Lead | |||||||||||||||||||||||||||||||||||
| Zinc | |||||||||||||||||||||||||||||||||||
Other (1) | |||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
(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.
22
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
6.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.
23
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
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 | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||
Additions (1) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Changes in estimate and other (2) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Expenditures | ( | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
Accretion expense | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Balance as of September 30 | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||
Less: current portion | ( | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
Non-current reclamation and remediation liabilities | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||
(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 | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
Reclamation accretion | ||||||||||||||||||||||||||||||||||||||
Total reclamation costs | ||||||||||||||||||||||||||||||||||||||
| Remediation adjustments and other | ||||||||||||||||||||||||||||||||||||||
| Total remediation costs | ||||||||||||||||||||||||||||||||||||||
Total reclamation and remediation costs | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
24
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
7.IMPAIRMENT OF LONG-LIVED AND OTHER ASSETS
For the three and nine months ended September 30, 2025, the Company did no
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.
8.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 | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
Loss (gain) on sale and disposal of assets, net | ( | ||||||||||||||||||||||||||||||||||
Change in fair value of contingent consideration | |||||||||||||||||||||||||||||||||||
Contingencies and expenses related to the Çöpler Incident | |||||||||||||||||||||||||||||||||||
Insurance proceeds received related to the Çöpler Incident (1) | ( | ||||||||||||||||||||||||||||||||||
Other taxes | |||||||||||||||||||||||||||||||||||
Other | |||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||
(1)During the second quarter of 2025, the Company received business interruption insurance proceeds of $44.4 million associated with the Çöpler Incident.
9.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 | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
Gain (loss) on investments and on marketable securities sales | |||||||||||||||||||||||||||||||||||
| Change in fair value of marketable securities | ( | ( | ( | ( | |||||||||||||||||||||||||||||||
Change in fair value of contingent and deferred consideration | ( | ( | |||||||||||||||||||||||||||||||||
Bank charges | ( | ( | ( | ( | |||||||||||||||||||||||||||||||
| Other | ( | ( | ( | ||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
25
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
10.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.
11.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.
26
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
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) | $ | $ | $ | $ | ( | ||||||||||||||||||||||||||||||
Net (income) loss attributable to non-controlling interest | |||||||||||||||||||||||||||||||||||
Net income (loss) attributable to SSR Mining shareholders | ( | ||||||||||||||||||||||||||||||||||
Interest saving on 2019 Notes, net of tax | |||||||||||||||||||||||||||||||||||
Net income (loss) used in the calculation of diluted net income per share | $ | $ | $ | $ | ( | ||||||||||||||||||||||||||||||
Weighted average number of common shares issued | |||||||||||||||||||||||||||||||||||
Adjustments for dilutive instruments: | |||||||||||||||||||||||||||||||||||
Restricted share units | |||||||||||||||||||||||||||||||||||
2019 Notes | |||||||||||||||||||||||||||||||||||
Diluted weighted average number of shares outstanding | |||||||||||||||||||||||||||||||||||
| Net income (loss) per share attributable to SSR Mining shareholders | |||||||||||||||||||||||||||||||||||
Basic | $ | $ | $ | $ | ( | ||||||||||||||||||||||||||||||
Diluted | $ | $ | $ | $ | ( | ||||||||||||||||||||||||||||||
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.
27
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
12.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 | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
Marketable securities (1) | ||||||||||||||||||||||||||||||||||||||
Trade receivables from provisional sales, net (2) | ||||||||||||||||||||||||||||||||||||||
| Deferred consideration | ||||||||||||||||||||||||||||||||||||||
| $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||
| Liabilities: | ||||||||||||||||||||||||||||||||||||||
Contingent consideration liabilities | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
Other | ||||||||||||||||||||||||||||||||||||||
| $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||
(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.
28
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
Fair value at December 31, 2024 | |||||||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||||||||||||||
| Assets: | |||||||||||||||||||||||||||||||||||
| Cash | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
Marketable securities (1) | |||||||||||||||||||||||||||||||||||
Trade receivables from provisional sales, net (2) | |||||||||||||||||||||||||||||||||||
| Deferred consideration | |||||||||||||||||||||||||||||||||||
| $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
| Liabilities: | |||||||||||||||||||||||||||||||||||
Contingent consideration liabilities | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
Other | |||||||||||||||||||||||||||||||||||
$ | $ | $ | $ | ||||||||||||||||||||||||||||||||
(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):
29
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
| Nine Months Ended September 30, | ||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||
| Deferred consideration assets: | ||||||||||||||||||||
| Balance as of January 1 | $ | $ | ||||||||||||||||||
| Revaluations | ||||||||||||||||||||
Additions | ||||||||||||||||||||
Collections | ( | |||||||||||||||||||
Balance as of September 30 | $ | $ | ||||||||||||||||||
| Nine Months Ended September 30, | ||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||
Contingent consideration liabilities: | ||||||||||||||||||||
| Balance as of January 1 | $ | $ | ||||||||||||||||||
| Revaluations | ( | |||||||||||||||||||
Additions | ||||||||||||||||||||
Balance as of September 30 | $ | $ | ||||||||||||||||||
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 | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||
(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.
13.TRADE AND OTHER RECEIVABLES
The components of Trade and other receivables are as follows (in thousands):
| September 30, 2025 | December 31, 2024 | ||||||||||||||||
| Trade receivables | $ | $ | |||||||||||||||
| Value added tax receivables | |||||||||||||||||
| Income tax receivable | |||||||||||||||||
| Other taxes receivable | |||||||||||||||||
| Other | |||||||||||||||||
| Total | $ | $ | |||||||||||||||
30
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
14.INVENTORIES
The components of Inventories are as follows (in thousands):
| September 30, 2025 | December 31, 2024 | ||||||||||||||||
| Materials and supplies | $ | $ | |||||||||||||||
| Stockpiled ore | |||||||||||||||||
| Leach pad inventory | |||||||||||||||||
| Work-in-process | |||||||||||||||||
| Finished goods | |||||||||||||||||
Total current inventories | |||||||||||||||||
| Stockpiled ore | |||||||||||||||||
Leach pad inventory | |||||||||||||||||
Total non-current inventories | $ | $ | |||||||||||||||
15.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) | $ | $ | |||||||||||||||
Construction in process | |||||||||||||||||
Mineral properties subject to depletion | |||||||||||||||||
Mineral properties not yet subject to depletion | |||||||||||||||||
Exploration and evaluation assets | |||||||||||||||||
| Total mineral properties, plant, and equipment | |||||||||||||||||
Accumulated depreciation, plant and equipment | ( | ( | |||||||||||||||
| Accumulated depletion, mineral properties | ( | ( | |||||||||||||||
| Mineral properties, plant, and equipment, net | $ | $ | |||||||||||||||
(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.
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.
31
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
16.ACCRUED LIABILITIES AND OTHER
The components of Accrued liabilities and other are as follows (in thousands):
| September 30, 2025 | December 31, 2024 | ||||||||||||||||
| Accrued liabilities | $ | $ | |||||||||||||||
| Royalties payable | |||||||||||||||||
| Stock-based compensation liabilities | |||||||||||||||||
| Income taxes payable | |||||||||||||||||
| Other | |||||||||||||||||
| Total accrued liabilities and other | $ | $ | |||||||||||||||
17.DEBT
The following tables summarize the Company’s debt balances (in thousands):
| September 30, 2025 | December 31, 2024 | ||||||||||||||||||||||
2019 Notes (1) | $ | $ | |||||||||||||||||||||
Current Portion | $ | $ | |||||||||||||||||||||
Non-Current Portion | $ | $ | |||||||||||||||||||||
(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 a twenty 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.
18.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 a twelve-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.
32
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
19.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 | $ | ( | $ | ||||||||||||||
| Inventories | ( | ( | |||||||||||||||
Prepayments, related party | ( | ||||||||||||||||
| Other operating assets | |||||||||||||||||
| Increase (decrease) in operating liabilities: | |||||||||||||||||
| Accounts payable | ( | ( | |||||||||||||||
Accrued liabilities and other | ( | ||||||||||||||||
| Other operating liabilities | ( | ( | |||||||||||||||
| $ | ( | $ | ( | ||||||||||||||
Other cash information was as follows (in thousands):
| Nine Months Ended September 30, | |||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
| Interest paid | $ | ( | $ | ( | |||||||||||||
| Interest received | $ | $ | |||||||||||||||
| Income taxes paid | $ | ( | $ | ( | |||||||||||||
Insurance proceeds received related to the Çöpler Incident (1) | $ | $ | |||||||||||||||
33
SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
20.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 a five 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
21.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.
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SSR Mining Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
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 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
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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following Management’s Discussion and Analysis (“MD&A”) provides information that management believes is relevant to an assessment and understanding of the consolidated financial condition and results of operations of SSR Mining Inc. and its subsidiaries (collectively, “SSR Mining” or the “Company”). The Company uses certain non-GAAP financial measures in this MD&A; for a description of each of these measures, please see the discussion under “Non-GAAP Financial Measures” in Part I, Item 2, Management’s Discussion and Analysis herein.
This item should be read in conjunction with the Condensed Consolidated Financial Statements and the notes thereto included in this quarterly report. Additionally, the following discussion and analysis should be read in conjunction with the Consolidated Financial Statements, the related Management’s Discussion and Analysis of Financial Condition and Results of Operations and the discussion of Business Properties included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission (“SEC”) on February 18, 2025 (“Form 10-K”).
Business Overview
SSR Mining is a precious metals mining company with five operations located in the United States, Türkiye, Canada and Argentina. The Company is primarily 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.
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 28, 2025 (“Acquisition Date”), the Company acquired all of the issued and outstanding common shares of Cripple Creek and Victor Gold Mining Company (“CC&V”) from Newmont Corporation for $100.0 million in upfront consideration and up to $175.0 million in cash in additional milestone-based payments payable in connection with the approval to amend the permit application to extend the life of mine and obtaining regulatory relief relating to flow related permitting requirements. See Note 3 of the Condensed Consolidated Financial Statements for additional details related to the CC&V acquisition.
On February 13, 2024, the Company suspended all operations at its Çöpler property as a result of a significant slip on the heap leach pad (the “Çöpler Incident”). The Çöpler Incident is expected to have a significant impact on the Company’s operations, results of operations, cash flows and financial condition. Following the Çöpler Incident, the heap leach pad will be permanently closed, and heap leach processing will no longer take place at Çöpler. At this time, the Company is not able to estimate or predict when and under what conditions it will resume operations at Çöpler. For more information on the Çöpler Incident, please see the Company’s Form 10-K.
Refer to the “Consolidation Results of Operations”, “Results of Operations”, “Liquidity and Capital Resources” and “Non-GAAP Financial Measures” for information for the nine months ended September 30, 2025.
Consolidated Results of Operations
A summary of the Company's consolidated financial and operating results for the three and nine months ended September 30, 2025 and 2024 are presented below (in thousands):
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| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change (%)* | 2025 | 2024 | Change (%) | |||||||||||||||||||||||||||||||||||||||||||||
| Financial Results | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenue | $ | 385,839 | $ | 257,356 | 49.9 | % | $ | 1,107,912 | $ | 672,431 | 64.8 | % | ||||||||||||||||||||||||||||||||||||||
Cost of sales (1) | $ | 165,682 | $ | 138,281 | 19.8 | % | $ | 465,271 | $ | 360,764 | 29.0 | % | ||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion, and amortization | $ | 28,218 | $ | 30,443 | (7.2) | % | $ | 85,068 | $ | 91,852 | (7.4) | % | ||||||||||||||||||||||||||||||||||||||
General and administrative expenses | $ | 40,228 | $ | 19,016 | 111.5 | % | $ | 90,757 | $ | 45,329 | 100.2 | % | ||||||||||||||||||||||||||||||||||||||
Exploration and evaluation | $ | 10,376 | $ | 11,364 | (8.7) | % | $ | 24,044 | $ | 32,850 | (26.8) | % | ||||||||||||||||||||||||||||||||||||||
| Reclamation and remediation costs | $ | 7,135 | $ | 2,414 | 195.6 | % | $ | 81,305 | $ | 280,146 | (71.0) | % | ||||||||||||||||||||||||||||||||||||||
Impairment charges of long-lived and other assets | $ | — | $ | 369 | (100.0) | % | $ | — | $ | 114,599 | (100.0) | % | ||||||||||||||||||||||||||||||||||||||
Care and maintenance | $ | 37,291 | $ | 39,374 | (5.3) | % | $ | 110,813 | $ | 84,339 | 31.4 | % | ||||||||||||||||||||||||||||||||||||||
Other operating expenses (income), net | $ | 13,576 | $ | 7,058 | 92.3 | % | $ | (8,455) | $ | 19,219 | (144.0) | % | ||||||||||||||||||||||||||||||||||||||
Operating income (loss) | $ | 83,333 | $ | 9,037 | 822.1 | % | $ | 259,109 | $ | (356,667) | 172.6 | % | ||||||||||||||||||||||||||||||||||||||
Net income (loss) | $ | 57,092 | $ | 6,251 | 813.3 | % | $ | 191,900 | $ | (349,447) | 154.9 | % | ||||||||||||||||||||||||||||||||||||||
Net income (loss) attributable to SSR Mining shareholders | $ | 65,441 | $ | 10,557 | 519.9 | % | $ | 214,297 | $ | (266,832) | 180.3 | % | ||||||||||||||||||||||||||||||||||||||
Basic net income (loss) per share attributable to SSR Mining shareholders | $ | 0.32 | $ | 0.05 | 540.0 | % | $ | 1.06 | $ | (1.32) | 180.3 | % | ||||||||||||||||||||||||||||||||||||||
Diluted net income (loss) per share attributable to SSR Mining shareholders | $ | 0.31 | $ | 0.05 | 520.0 | % | $ | 1.00 | $ | (1.32) | 175.8 | % | ||||||||||||||||||||||||||||||||||||||
Adjusted attributable net income (loss) (2) | $ | 68,354 | $ | 6,360 | NM | $ | 240,003 | $ | 36,325 | 560.7 | % | |||||||||||||||||||||||||||||||||||||||
Adjusted basic attributable net income (loss) per share (2) | $ | 0.34 | $ | 0.03 | NM | $ | 1.18 | $ | 0.18 | 555.6 | % | |||||||||||||||||||||||||||||||||||||||
Adjusted diluted attributable net income (loss) per share (2) | $ | 0.32 | $ | 0.03 | NM | $ | 1.12 | $ | 0.18 | 523.9 | % | |||||||||||||||||||||||||||||||||||||||
| Operating Results | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Gold produced (oz) | 75,212 | 63,155 | 19.1 | % | 242,047 | 185,835 | 30.2 | % | ||||||||||||||||||||||||||||||||||||||||||
| Gold sold (oz) | 74,268 | 63,052 | 17.8 | % | 242,715 | 192,801 | 25.9 | % | ||||||||||||||||||||||||||||||||||||||||||
| Silver produced ('000 oz) | 2,409 | 2,885 | (16.5) | % | 7,764 | 7,531 | 3.1 | % | ||||||||||||||||||||||||||||||||||||||||||
| Silver sold ('000 oz) | 2,657 | 2,785 | (4.6) | % | 7,566 | 6,933 | 9.1 | % | ||||||||||||||||||||||||||||||||||||||||||
Lead produced ('000 lb) (3) | 11,152 | 15,005 | (25.7) | % | 36,517 | 38,294 | (4.6) | % | ||||||||||||||||||||||||||||||||||||||||||
Lead sold ('000 lb) (3) | 13,089 | 14,304 | (8.5) | % | 37,199 | 35,355 | 5.2 | % | ||||||||||||||||||||||||||||||||||||||||||
Zinc produced ('000 lb) (3) | 1,103 | 878 | 25.6 | % | 2,986 | 2,954 | 1.1 | % | ||||||||||||||||||||||||||||||||||||||||||
Zinc sold ('000 lb) (3) | 954 | 660 | 44.6 | % | 2,496 | 2,589 | (3.6) | % | ||||||||||||||||||||||||||||||||||||||||||
Gold equivalent produced (oz) (4) | 102,673 | 97,429 | 5.4 | % | 326,940 | 275,113 | 18.8 | % | ||||||||||||||||||||||||||||||||||||||||||
Gold equivalent sold (oz) (4) | 104,549 | 96,143 | 8.7 | % | 325,440 | 274,996 | 18.3 | % | ||||||||||||||||||||||||||||||||||||||||||
| Average realized gold price ($/oz sold) | $ | 3,503 | $ | 2,531 | 38.4 | % | $ | 3,259 | $ | 2,281 | 42.9 | % | ||||||||||||||||||||||||||||||||||||||
| Average realized silver price ($/oz sold) | $ | 41.92 | $ | 30.05 | 39.5 | % | $ | 36.72 | $ | 28.23 | 30.1 | % | ||||||||||||||||||||||||||||||||||||||
Cost of sales per gold equivalent ounce sold (1, 4) | $ | 1,585 | $ | 1,438 | 10.2 | % | $ | 1,430 | $ | 1,312 | 9.0 | % | ||||||||||||||||||||||||||||||||||||||
Cash cost per gold equivalent ounce sold (2, 4) | $ | 1,449 | $ | 1,312 | 10.4 | % | $ | 1,312 | $ | 1,198 | 9.5 | % | ||||||||||||||||||||||||||||||||||||||
AISC per gold equivalent ounce sold (2, 4) | $ | 2,359 | $ | 2,065 | 14.2 | % | $ | 2,131 | $ | 1,886 | 13.0 | % | ||||||||||||||||||||||||||||||||||||||
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* NM: Not meaningful
(1)Excludes depreciation, depletion, and amortization.
(2)The Company reports non-GAAP financial measures including adjusted attributable net income (loss), adjusted basic attributable net income (loss) per share, cash costs and all in sustaining costs (“AISC”) per ounce sold to manage and evaluate its operating performance at its mines. See “Non-GAAP Financial Measures” for an explanation of these financial measures and a reconciliation of these financial measures to Net income (loss) attributable to SSR Mining shareholders and Cost of sales, which are the comparable GAAP financial measures.
(3)Data for lead production and sales relate only to lead in lead concentrate. Data for zinc production and sales relate only to zinc in zinc concentrate.
(4)Gold equivalent ounces are calculated multiplying the silver ounces by the ratio of the silver price to the gold price, using the average closing commodity prices for the period. The Company does not include by-products in the gold equivalent ounce calculations.
Revenue
Revenue increased by $128.5 million, or 49.9%, to $385.8 million, for the three months ended September 30, 2025 as compared to $257.4 million for the three months ended September 30, 2024. The increase was primarily due to a 38.4% increase in average realized gold price, or $72.2 million, a 39.5% increase in realized silver price, or $31.5 million, and a 17.8% increase in gold ounces sold, or $28.4 million, partially offset by a 4.6% decrease in silver ounces sold, or $3.8 million. The increase in gold ounces sold was attributable to the acquisition of CC&V, partially offset by fewer gold ounces sold at the other sites. For a discussion of revenue by segment, refer to the Results of Operations below.
Revenue increased by $435.5 million, or 64.8%, to $1,107.9 million, for the nine months ended September 30, 2025 as compared to $672.4 million for the nine months ended September 30, 2024. The increase was primarily due to a 42.9% higher average realized gold price, or $237.4 million, 25.9%, higher gold ounces sold, or $113.9 million, a 30.1% higher average realized silver price, or $64.2 million, and a 9.1% increase in silver ounces sold, or $17.9 million. The increase in gold ounces sold was attributable to the acquisition of CC&V and higher sales at Marigold, partially offset by fewer gold ounces sold at Seabee and Çöpler. For a discussion of revenue by segment, refer to the Results of Operations below.
Cost of sales
Cost of sales increased by $27.4 million, or 19.8%, to $165.7 million for the three months ended September 30, 2025, as compared to $138.3 million for the three months ended September 30, 2024. The increase was primarily due to the acquisition of CC&V, partially offset by lower cost of sales at Marigold. For a discussion of cost of sales by segment, refer to the Results of Operations below.
Cost of sales increased by $104.5 million, or 29.0%, to $465.3 million for the nine months ended September 30, 2025, as compared to $360.8 million for the nine months ended September 30, 2024. The increase was primarily due to the acquisition of CC&V and higher cost of sales at Marigold and Puna, partially offset by a decrease in cost of sales at Çöpler due to the suspension of operations following the Çöpler Incident. For a discussion of cost of sales by segment, refer to the Results of Operations below.
Depreciation, depletion, and amortization
Depreciation, depletion, and amortization decreased by $2.2 million, or 7.2%, to $28.2 million for the three months ended September 30, 2025, as compared to $30.4 million for the three months ended September 30, 2024, primarily due to the acquisition of CC&V.
Depreciation, depletion, and amortization decreased by $6.8 million, or 7.4%, to $85.1 million for the nine months ended September 30, 2025, as compared to $91.9 million for the nine months ended September 30, 2024, primarily due to the suspension of operations at Çöpler following the Çöpler Incident, partially offset by the acquisition of CC&V.
General and administrative expense
General and administrative expense for the three months ended September 30, 2025 was $40.2 million as compared to $19.0 million for the three months ended September 30, 2024. General and administrative expenses increased primarily due to a $19.8 million increase in share based compensation expense attributable to higher share prices in 2025.
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General and administrative expense for the nine months ended September 30, 2025 was $90.8 million as compared to $45.3 million for the nine months ended September 30, 2024. General and administrative expenses increased primarily due to a $38.7 million increase in share based compensation expense attributable to higher share prices in 2025 and a $4.5 million increase in employee compensation expense.
Exploration and evaluation costs
Exploration and evaluation costs for the three months ended September 30, 2025 were $10.4 million compared to $11.4 million for three months ended September 30, 2024. Exploration and evaluation costs for the nine months ended September 30, 2025 were $24.0 million compared to $32.9 million for nine months ended September 30, 2024. Exploration and evaluation costs were lower due to reduced exploration drilling during 2025 as compared to 2024. Exploration and evaluation costs were focused on drilling activities at the Porky and Santoy mine areas at Seabee, and Cortaderas at Puna.
Reclamation and remediation costs
Reclamation and remediation costs for the three months ended September 30, 2025 were $7.1 million as compared to $2.4 million for the three months ended September 30, 2024. Reclamation and remediation costs increased by $4.7 million primarily due to higher reclamation cost accretion expense.
Reclamation and remediation costs for the nine months ended September 30, 2025 were $81.3 million as compared to $280.1 million for the nine months ended September 30, 2024. For the nine months ended September 30, 2025, reclamation and remediation costs were primarily related to the Company revising its estimate related to the Çöpler heap leach pad during the second quarter of 2025. The revision in estimate reflects the Company's advancement of engineering designs for the construction of the permanent storage facility and closure studies for the heap leach pad during the second quarter of 2025. See Note 6 to the Condensed Consolidated Financial Statements for further details. For the nine months ended September 30, 2024, reclamation and remediation costs were primarily related to reclamation and remediation costs related to the Çöpler Incident.
Impairment charges of long-lived and other assets
Impairment charges for the three months ended September 30, 2025 were nil compared to $0.4 million for the three months ended September 30, 2024. The non-cash impairment charges of $0.4 million were a result from the damage to remote equipment due to the forest fires at Seabee.
Impairment charges for the nine months ended September 30, 2025 were nil compared to $114.6 million for the nine months ended September 30, 2024. Impairment charges of long-lived and other assets for the nine months ended September 30, 2024 represent non-cash impairment charges of the heap leach pad inventory and related heap leach facilities due to the decommissioning of the heap leach due to the Çöpler Incident.
Care and maintenance
Care and maintenance costs for the three months ended September 30, 2025 were $37.3 million as compared to $39.4 million for the three months ended September 30, 2024. Care and maintenance expense incurred during the third quarter of 2025 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.
Care and maintenance costs for the nine months ended September 30, 2025 were $110.8 million as compared to $84.3 million for the nine months ended September 30, 2024. Care and maintenance expense incurred during 2025 represents $64.9 million of direct costs, excluding costs associated with environmental reclamation and remediation, and $45.9 million of depreciation incurred during the suspension of operations at Çöpler and temporary suspension of operations at Seabee during the second quarter of 2025.
Other operating expense (income), net
Other operating expense (income), net for the three months ended September 30, 2025 was $13.6 million as compared to $7.1 million for the three months ended September 30, 2024. The change is primarily due to $7.3 million of CC&V transaction and integration costs and $1.9 million of change in fair value of contingent consideration, partially offset by a $4.3 million decrease in other taxes.
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Other operating expense (income), net for the nine months ended September 30, 2025 was $(8.5) million as compared to $19.2 million for the nine months ended September 30, 2024. The change is due to the receipt of $44.4 million of insurance proceeds associated with the Çöpler Incident, $13.0 million lower contingencies and expenses related to the Çöpler Incident, partially offset by $19.0 million of transaction and integration costs related to CC&V, a $6.7 million change in gain (loss) on sale and disposal of assets, and a $5.6 million of change in fair value of contingent consideration.
Interest expense
Interest expense for the three months ended September 30, 2025 was $3.6 million as compared to $2.9 million for the three months ended September 30, 2024. Interest expense for the nine months ended September 30, 2025 was $11.2 million as compared to $9.7 million for the nine months ended September 30, 2024. The increases were primarily due to higher related debt balances outstanding during 2025.
Other income (expense)
Other income (expense) for the three months ended September 30, 2025 was $5.3 million as compared to $8.6 million for the three months ended September 30, 2024. The decrease was primarily due to a $3.7 million change in the fair value of contingent and deferred consideration, a $2.7 million decrease in change in fair value of marketable securities, and a lower interest income of $0.7 million, partially offset by an increase in the gain on marketable securities sales of $5.3 million.
Other income (expense) for the nine months ended September 30, 2025 was consistent for the nine months ended September 30, 2024.
Foreign exchange gain (loss)
Foreign exchange loss for the three months ended September 30, 2025 was $12.8 million compared to $7.5 million for the three months ended September 30, 2024. During the three months ended September 30, 2025, the foreign exchange loss was primarily due to the weakening of the ARS against the USD and its impact on ARS-denominated assets.
Foreign exchange loss for the nine months ended September 30, 2025 was $29.1 million compared to $7.6 million for the nine months ended September 30, 2024. During the nine months ended September 30, 2025, the change in foreign exchange loss was primarily due to the weakening of the ARS against the USD and its impact on ARS-denominated assets.
Income and mining tax benefit (expense)
Income and mining tax expense for the three months ended September 30, 2025 was $15.0 million as compared to an expense of $0.9 million for the three months ended September 30, 2024. The change in income tax expense was primarily due to higher quarter-to-date operating income compared to 2024, partially offset by increased deferred tax benefits resulting from foreign currency fluctuations.
Income and mining tax expense for the nine months ended September 30, 2025 was $44.3 million as compared to a benefit of $7.6 million for the nine months ended September 30, 2024. The change in income tax expense was primarily due to higher year-to-date operating income compared to 2024, partially offset by lower additions to the valuation allowance.
The Organization for Economic Co-operation and Development (“OECD”) has issued the Global Anti-Base Erosion Model Rules (“Pillar Two”), which generally require multinational organizations to maintain a minimum effective corporate tax rate of 15% in each jurisdiction where they operate. These rules went into effect in 2024. The Company has limited exposure to Pillar Two taxes, as most of its jurisdictions have effective tax rates above 15%. However, the Company may have exposure to taxes under Pillar Two in the range of $0 to $10.0 million for the 2025 year.
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Results of Operations
Çöpler, Türkiye
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||||||||||||||
Operating Data (1) | 2025 | 2024 (2) | Change (%) | 2025 | 2024 | Change (%) | |||||||||||||||||||||||||||||||||||||||||
Gold produced (oz) | — | 4,714 | (100.0) | % | — | 26,541 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
| Gold sold (oz) | — | 4,702 | (100.0) | % | — | 28,662 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Average realized gold price ($/oz sold) | $ | — | $ | 2,510 | (100.0) | % | $ | — | $ | 2,095 | (100.0) | % | |||||||||||||||||||||||||||||||||||
Ore mined (kt) | — | — | — | % | — | 266 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Waste removed (kt) | — | — | — | % | — | 3,571 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Total material mined (kt) | — | — | — | % | — | 3,837 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Ore milled (kt) | — | — | — | % | — | 343 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Gold mill feed grade (g/t) | — | — | — | % | — | 2.39 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Gold recovery (%) | — | — | — | % | — | 78.9 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Ore stacked (kt) | — | — | — | % | — | 184 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Gold grade stacked (g/t) | — | — | — | % | — | 1.17 | (100.0) | % | |||||||||||||||||||||||||||||||||||||||
Cost of sales (3) | $ | — | $ | 5,047 | (100.0) | % | $ | — | $ | 29,471 | (100.0) | % | |||||||||||||||||||||||||||||||||||
Cost of sales ($/oz gold sold) (3) | $ | N/A | $ | 1,073 | — | % | $ | N/A | $ | 1,028 | — | % | |||||||||||||||||||||||||||||||||||
Cash costs ($/oz gold sold) (4) | $ | N/A | $ | 1,080 | — | % | $ | N/A | $ | 1,030 | — | % | |||||||||||||||||||||||||||||||||||
AISC ($/oz gold sold) (4) | $ | N/A | $ | 5,266 | — | % | $ | N/A | $ | 2,959 | — | % | |||||||||||||||||||||||||||||||||||
(1)Operations at Çöpler were suspended on February 13, 2024 following the Çöpler Incident and have not restarted. As a result, operating data for the three and nine months ended September 30, 2025 are null.
(2)For the three months ended September 30, 2024, Çöpler produced and sold inventory that was in-circuit prior to the Çöpler incident.
(3)Excludes depreciation, depletion, and amortization.
(4)The Company reports the non-GAAP financial measures of cash costs and AISC per ounce of gold sold to manage and evaluate operating performance at Çöpler. See “Non-GAAP Financial Measures” for an explanation of these financial measures and a reconciliation to cost of sales, which is the comparable GAAP financial measure.
Three months ended September 30, 2025 compared to three months ended September 30, 2024
Operations remained suspended following the Çöpler Incident on February 13, 2024. Care and maintenance expense recorded for the three months ended September 30, 2025 and 2024 of $37.3 million and $29.8 million, respectively, represents direct costs, excluding costs associated with environmental reclamation and remediation, and depreciation.
Nine months ended September 30, 2025 compared to nine months ended September 30, 2024
Operations were suspended following the Çöpler Incident on February 13, 2024. Care and maintenance expense recorded for the nine months ended September 30, 2025 and 2024 of $109.8 million and $74.7 million, respectively, represents direct costs, excluding costs associated with environmental reclamation and remediation, and depreciation.
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Marigold, USA
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||||||||||||||
| Operating Data | 2025 | 2024 | Change (%) | 2025 | 2024 | Change (%) | |||||||||||||||||||||||||||||||||||||||||
Gold produced (oz) | 36,273 | 48,189 | (24.7) | % | 110,765 | 108,560 | 2.0 | % | |||||||||||||||||||||||||||||||||||||||
| Gold sold (oz) | 37,318 | 47,100 | (20.8) | % | 113,315 | 109,419 | 3.6 | % | |||||||||||||||||||||||||||||||||||||||
Average realized gold price ($/oz sold) | $ | 3,502 | $ | 2,546 | 37.5 | % | $ | 3,235 | $ | 2,351 | 37.6 | % | |||||||||||||||||||||||||||||||||||
Ore mined (kt) | 3,379 | 7,151 | (52.7) | % | 12,160 | 20,347 | (40.2) | % | |||||||||||||||||||||||||||||||||||||||
Waste removed (kt) | 20,112 | 15,392 | 30.7 | % | 61,479 | 54,757 | 12.3 | % | |||||||||||||||||||||||||||||||||||||||
Total material mined (kt) | 23,491 | 22,543 | 4.2 | % | 73,639 | 75,104 | (2.0) | % | |||||||||||||||||||||||||||||||||||||||
Ore stacked (kt) | 3,379 | 7,151 | (52.7) | % | 12,161 | 20,347 | (40.2) | % | |||||||||||||||||||||||||||||||||||||||
Gold grade stacked (g/t) | 0.35 | 0.36 | (1.8) | % | 0.42 | 0.24 | 74.0 | % | |||||||||||||||||||||||||||||||||||||||
Cost of sales (1) | $ | 62,436 | $ | 74,106 | (15.7) | % | $ | 177,538 | $ | 162,414 | 9.3 | % | |||||||||||||||||||||||||||||||||||
Cost of sales ($/oz gold sold) (1) | $ | 1,673 | $ | 1,573 | 6.4 | % | $ | 1,567 | $ | 1,484 | 5.6 | % | |||||||||||||||||||||||||||||||||||
Cash costs ($/oz gold sold) (2) | $ | 1,673 | $ | 1,575 | 6.2 | % | $ | 1,568 | $ | 1,486 | 5.5 | % | |||||||||||||||||||||||||||||||||||
AISC ($/oz gold sold) (2) | $ | 1,840 | $ | 1,828 | 0.7 | % | $ | 1,856 | $ | 1,749 | 6.1 | % | |||||||||||||||||||||||||||||||||||
(1)Excludes depreciation, depletion, and amortization.
(2)The Company reports the non-GAAP financial measures of cash costs and AISC per ounce of gold sold to manage and evaluate operating performance at Marigold. See “Non-GAAP Financial Measures” for an explanation of these financial measures and a reconciliation to Cost of sales, which is the comparable GAAP financial measure.
Three months ended September 30, 2025 compared to three months ended September 30, 2024
Gold production decreased 24.7% primarily due to fewer tonnes stacked as a result of a higher strip ratio. Revenue increased by $10.8 million, or 9.0%, of which an increase of $35.7 million was due to a higher average realized gold price, partially offset by a decrease of $24.9 million due to fewer gold ounces sold. Cost of sales decreased by $11.7 million, or 15.7%, due to fewer gold ounces sold, partially offset by higher costs related to a higher strip ratio. Cost of sales per ounce of gold sold and cash costs per ounce of gold sold increased 6.4% and 6.2%, respectively, due to a higher strip ratio and fewer tonnes stacked. AISC per ounce of gold sold was consistent for the three months ended September 30, 2025 and 2024, despite a higher cash cost per ounce of gold sold due to a decrease in sustaining capital expenditures.
Nine months ended September 30, 2025 compared to nine months ended September 30, 2024
Gold production increased 2.0% due to higher gold grade stacked, partially offset by fewer tonnes stacked. Revenue increased by $109.2 million, or 42.4%, of which $100.2 million was due to a higher average realized gold price and $9.0 million due to more gold ounces sold. Cost of sales increased by $15.1 million, or 9.3%, due to higher gold ounces sold and higher royalty expense resulting from higher average realized gold prices during 2025. Cost of sales per ounce of gold sold and cash costs per ounce of gold sold increased 5.6% and 5.5%, respectively, due to the higher mining costs and higher royalty expense. AISC per ounce of gold sold increased 6.1% due to higher cash costs per ounce of gold sold and higher sustaining capital expenditures during 2025 as compared to 2024.
42
Cripple Creek & Victor, USA
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
Operating Data (1) | 2025 | 2025 | |||||||||||||||
Gold produced (oz) | 29,821 | 85,165 | |||||||||||||||
| Gold sold (oz) | 27,950 | 84,050 | |||||||||||||||
Average realized gold price ($/oz sold) | $ | 3,505 | $ | 3,356 | |||||||||||||
| Ore mined (kt) | 6,923 | 12,188 | |||||||||||||||
| Waste removed (kt) | 2,496 | 8,947 | |||||||||||||||
| Total material mined (kt) | 9,419 | 21,135 | |||||||||||||||
| Ore stacked (kt) | 7,020 | 12,398 | |||||||||||||||
| Gold grade stacked (g/t) | 0.40 | 0.42 | |||||||||||||||
Cost of sales (2) | $ | 38,961 | $ | 106,929 | |||||||||||||
Cost of sales ($/oz gold sold) (2) | $ | 1,394 | $ | 1,272 | |||||||||||||
Cash costs ($/oz gold sold) (3) | $ | 1,381 | $ | 1,260 | |||||||||||||
AISC ($/oz gold sold) (3) | $ | 1,756 | $ | 1,536 | |||||||||||||
(1)The operating data presented represents the period from February 28, 2025 to September 30, 2025, the period for which the Company was entitled to the economic benefits of CC&V following the acquisition.
(2)Excludes depreciation, depletion, and amortization.
(3)The Company reports the non-GAAP financial measures of cash costs and AISC per ounce of gold sold to manage and evaluate operating performance at CC&V. See “Non-GAAP Financial Measures” for an explanation of these financial measures and a reconciliation to Cost of sales, which is the comparable GAAP financial measure.
Three and nine months ended September 30, 2025 compared to three and nine months ended September 30, 2024
The Company acquired CC&V on February 28, 2025; thus, there were no historical results reported for the three and nine months ended September 30, 2024. See Note 3 and Note 4 of the Condensed Consolidated Financial Statements for additional information related to CC&V and the CC&V acquisition.
43
Seabee, Canada
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||||||||||||||
| Operating Data | 2025 | 2024 (1) | Change (%) | 2025 (2) | 2024 (1) | Change (%) | |||||||||||||||||||||||||||||||||||||||||
Gold produced (oz) | 9,118 | 10,252 | (11.1) | % | 46,117 | 50,734 | (9.1) | % | |||||||||||||||||||||||||||||||||||||||
| Gold sold (oz) | 9,000 | 11,250 | (20.0) | % | 45,350 | 54,720 | (17.1) | % | |||||||||||||||||||||||||||||||||||||||
Average realized gold price ($/oz sold) | $ | 3,503 | $ | 2,479 | 41.3 | % | $ | 3,138 | $ | 2,232 | 40.6 | % | |||||||||||||||||||||||||||||||||||
Ore mined (kt) | 85 | 56 | 52.7 | % | 233 | 275 | (15.2) | % | |||||||||||||||||||||||||||||||||||||||
Ore milled (kt) | 83 | 56 | 47.9 | % | 241 | 274 | (12.1) | % | |||||||||||||||||||||||||||||||||||||||
Gold mill feed grade (g/t) | 3.46 | 6.10 | (43.2) | % | 6.04 | 6.01 | 0.4 | % | |||||||||||||||||||||||||||||||||||||||
Gold recovery (%) | 95.1 | 95.9 | (0.8) | % | 96.7 | 96.0 | 0.7 | % | |||||||||||||||||||||||||||||||||||||||
Cost of sales (3) | $ | 19,661 | $ | 14,404 | 36.5 | % | $ | 61,265 | $ | 56,111 | 9.2 | % | |||||||||||||||||||||||||||||||||||
Cost of sales ($/oz gold sold) (3) | $ | 2,185 | $ | 1,280 | 70.7 | % | $ | 1,351 | $ | 1,025 | 31.8 | % | |||||||||||||||||||||||||||||||||||
Cash costs ($/oz gold sold) (4) | $ | 2,184 | $ | 1,281 | 70.5 | % | $ | 1,351 | $ | 1,026 | 31.7 | % | |||||||||||||||||||||||||||||||||||
AISC ($/oz gold sold) (4) | $ | 3,003 | $ | 2,301 | 30.5 | % | $ | 2,002 | $ | 1,655 | 21.0 | % | |||||||||||||||||||||||||||||||||||
(1)On August 21, 2024, the Company temporarily suspended operations at Seabee due to forest fires in the vicinity of the mine. Mining operations resumed at Seabee on October 11, 2024.
(2)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. Seabee resumed operations on June 13, 2025.
(3)Excludes depreciation, depletion, and amortization.
(4)The Company reports the non-GAAP financial measures of cash costs and AISC per ounce of gold sold to manage and evaluate operating performance at Seabee. See “Non-GAAP Financial Measures” for an explanation of these financial measures and a reconciliation to Cost of sales, which is the comparable GAAP financial measure.
Three months ended September 30, 2025 compared to three months ended September 30, 2024
Gold production decreased 11.1% primarily due to lower mill feed grade, partially offset by higher mill throughput. Revenue increased by $3.6 million, or 13.1%, of which $9.2 million was due to higher average realized gold price, partially offset by $5.6 million due to fewer gold ounces sold. Cost of sales increased by $5.3 million, or 36.5%, due to higher milling costs due to unplanned mill maintenance and higher site support costs. Cost of sales per ounce of gold sold and cash costs per ounce of gold sold increased by 70.7% and 70.5%, respectively, primarily due to lower mill feed grade. AISC per ounce of gold sold increased 30.5% due to higher cash costs per ounce of gold sold and sustaining capital expenditures, partially offset by lower care and maintenance costs.
Nine months ended September 30, 2025 compared to nine months ended September 30, 2024
Gold production decreased 9.1% primarily due to fewer ore tonnes mined and milled. Revenue increased by $20.0 million, or 16.3%, of which $41.1 million was due to higher average realized gold price, partially offset by $21.2 million due to fewer gold ounces sold. Cost of sales increased by $5.2 million, or 9.2%, due to higher milling and site support costs. Cost of sales per ounce of gold sold and cash costs per ounce of gold sold increased 31.8% and 31.7%, respectively, due to fewer ore tonnes mined and milled due to unplanned mill maintenance and the temporary suspension of operations. AISC per ounce of gold sold increased 21.0% primarily due to higher cash cost per ounce of gold sold.
44
Puna, Argentina
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||||||||||||||
| Operating Data | 2025 | 2024 | Change (%) | 2025 | 2024 | Change (%) | |||||||||||||||||||||||||||||||||||||||||
| Silver produced ('000 oz) | 2,409 | 2,885 | (16.5) | % | 7,764 | 7,531 | 3.1 | % | |||||||||||||||||||||||||||||||||||||||
| Silver sold ('000 oz) | 2,657 | 2,785 | (4.6) | % | 7,566 | 6,933 | 9.1 | % | |||||||||||||||||||||||||||||||||||||||
| Lead produced ('000 lb) | 11,152 | 15,005 | (25.7) | % | 36,517 | 38,294 | (4.6) | % | |||||||||||||||||||||||||||||||||||||||
| Lead sold ('000 lb) | 13,089 | 14,304 | (8.5) | % | 37,199 | 35,355 | 5.2 | % | |||||||||||||||||||||||||||||||||||||||
| Zinc produced ('000 lb) | 1,103 | 878 | 25.6 | % | 2,986 | 2,954 | 1.1 | % | |||||||||||||||||||||||||||||||||||||||
| Zinc sold ('000 lb) | 954 | 660 | 44.6 | % | 2,496 | 2,589 | (3.6) | % | |||||||||||||||||||||||||||||||||||||||
Gold equivalent sold (oz) (1) | 30,281 | 33,091 | (8.5) | % | 82,725 | 82,195 | 0.6 | % | |||||||||||||||||||||||||||||||||||||||
| Average realized silver price ($/oz) | $ | 41.92 | $ | 30.05 | 39.5 | % | $ | 36.72 | $ | 28.23 | 30.1 | % | |||||||||||||||||||||||||||||||||||
Ore mined (kt) | 367 | 648 | (43.4) | % | 1,469 | 1,578 | (6.9) | % | |||||||||||||||||||||||||||||||||||||||
Waste removed (kt) | 1,833 | 1,535 | 19.4 | % | 4,513 | 4,564 | (1.1) | % | |||||||||||||||||||||||||||||||||||||||
Total material mined (kt) | 2,199 | 2,183 | 0.8 | % | 5,983 | 6,142 | (2.6) | % | |||||||||||||||||||||||||||||||||||||||
Ore milled (kt) | 506 | 486 | 4.1 | % | 1,452 | 1,372 | 5.8 | % | |||||||||||||||||||||||||||||||||||||||
| Silver mill feed grade (g/t) | 155.94 | 190.54 | (18.2) | % | 173.17 | 176.32 | (1.8) | % | |||||||||||||||||||||||||||||||||||||||
| Lead mill feed grade (%) | 1.09 | 1.46 | (25.6) | % | 1.22 | 1.33 | (8.3) | % | |||||||||||||||||||||||||||||||||||||||
| Zinc mill feed grade (%) | 0.25 | 0.19 | 32.7 | % | 0.24 | 0.21 | 12.9 | % | |||||||||||||||||||||||||||||||||||||||
| Silver recovery (%) | 95.0 | 97.0 | (2.0) | % | 96.1 | 96.8 | (0.8) | % | |||||||||||||||||||||||||||||||||||||||
| Lead recovery (%) | 92.1 | 96.0 | (4.1) | % | 93.6 | 95.3 | (1.8) | % | |||||||||||||||||||||||||||||||||||||||
| Zinc recovery (%) | 39.0 | 43.5 | (10.4) | % | 39.4 | 46.6 | (15.5) | % | |||||||||||||||||||||||||||||||||||||||
Cost of sales (2) | $ | 44,624 | $ | 44,724 | (0.2) | % | $ | 119,539 | $ | 112,768 | 6.0 | % | |||||||||||||||||||||||||||||||||||
Cost of sales ($/oz silver sold) (2) | $ | 16.80 | $ | 16.06 | 4.6 | % | $ | 15.80 | $ | 16.27 | (2.9) | % | |||||||||||||||||||||||||||||||||||
Cost of sales ($/oz gold equivalent sold) (1, 2) | $ | 1,474 | $ | 1,352 | 9.0 | % | $ | 1,445 | $ | 1,372 | 5.3 | % | |||||||||||||||||||||||||||||||||||
Cash costs ($/oz silver sold) (3) | $ | 11.58 | $ | 11.66 | (0.7) | % | $ | 10.85 | $ | 11.71 | (7.3) | % | |||||||||||||||||||||||||||||||||||
Cash costs ($/oz gold equivalent sold) (1, 3) | $ | 1,016 | $ | 982 | 3.5 | % | $ | 992 | $ | 988 | 0.4 | % | |||||||||||||||||||||||||||||||||||
AISC ($/oz silver sold) (3) | $ | 13.54 | $ | 15.37 | (11.9) | % | $ | 13.09 | $ | 15.36 | (14.8) | % | |||||||||||||||||||||||||||||||||||
AISC ($/oz gold equivalent sold) (1, 3) | $ | 1,188 | $ | 1,294 | (8.2) | % | $ | 1,198 | $ | 1,296 | (7.6) | % | |||||||||||||||||||||||||||||||||||
(1)Gold equivalent ounces are calculated multiplying the silver ounces by the ratio of the silver price to the gold price, using the average closing commodity prices for the period. The Company does not include by-products in the gold equivalent ounce calculations.
(2)Excludes depreciation, depletion, and amortization.
(3)The Company reports the non-GAAP financial measures of cash costs and AISC per ounce of silver sold to manage and evaluate operating performance at Puna. See “Non-GAAP Financial Measures” for an explanation of these financial measures and a reconciliation to Cost of sales, which is the comparable GAAP financial measure.
45
Three months ended September 30, 2025 compared to three months ended September 30, 2024
Silver production decreased 16.5% primarily due to lower mill feed grade, partially offset by more ore tonnes milled. Revenue increased by $27.6 million, or 28.2%, of which $31.5 million was due to a higher average realized silver price and $0.6 million was due to higher average realized lead price, partially offset by $3.9 million due to fewer silver ounces sold and $1.1 million due to lower volume of lead concentrate sold. Cost of sales was consistent for the three months ended September 30, 2025 and 2024. Cost of sales per ounce of silver sold and cash costs per ounce of silver sold were consistent for the three months ended September 30, 2025 and 2024. AISC per ounce of silver sold decreased by 11.9% primarily due to lower reclamation cost accretion and amortization.
Nine months ended September 30, 2025 compared to nine months ended September 30, 2024
Silver production increased 3.1% primarily due to more ore tonnes milled. Revenue increased by $83.6 million, or 36.0%, of which $64.2 million was due to a higher average realized silver price and $17.9 million was due to higher silver ounces sold. Cost of sales increased by $6.8 million, or 6.0%, due to more ounces of silver sold. Cost of sales per ounce of silver sold were consistent for the nine months ended September 30, 2025 and 2024. Cash costs per ounce of silver sold decreased by 7.3% due to lower treatment and refining charges. AISC per ounce of silver sold decreased by 14.8% due to lower reclamation cost accretion and amortization and lower sustaining capital expenditures.
46
Liquidity and Capital Resources
The Company analyzes its liquidity position, taking into consideration its available cash and cash equivalents; expected revenues and operating and capital expenditures; potential penalties and fines, restitution, and legal obligations; estimates of reclamation and remediation related costs; and care and maintenance expenditures at Çöpler over the next twelve months. As of September 30, 2025, the Company had $409.3 million of cash and cash equivalents, and the Company has no borrowings outstanding on the Second Amended Credit Agreement at this time. Each of the Company’s mines operates independently and are not dependent on cash flows or operational synergies. Based on this analysis, the Company believes that its current liquidity position is sufficient to sustain the operational needs of the Company for the next twelve months without needing to borrow under its Second Amended Credit Agreement. The Company may still elect to borrow under the Second Amended Credit Agreement or seek alternate sources of capital for any liquidity needs. All debts, liabilities and obligations under the Second Amended Credit Agreement are guaranteed by the Company’s material subsidiaries and secured by certain of the Company’s assets and material subsidiaries and pledges of the securities of the Company’s material subsidiaries, but does not include the Çöpler assets and subsidiaries and other Alacer entities.
To borrow under the Second Amended Credit Agreement, the Company will be required to satisfy certain financial ratios related to interest coverage and net leverage and make certain representations and warranties on a quarterly basis, including assessing financial ratios over a twelve-month period. Subject to the timing of any borrowings we may make under the Second Amended Credit Agreement, if any, we may be required to seek an amendment from the lenders to permit borrowings if we cannot meet the financial ratios or other requirements due to lower cash flows resulting from the Çöpler Incident or otherwise. As of September 30, 2025, the Company was in compliance with its covenants.
The Company manages its liquidity risk through the planning, budgeting and forecasting process, which is reviewed and updated on a regular basis, to help determine the funding requirements to support its current operations, expansion and development plans, and by managing its capital structure.
Cash and Cash Equivalents
At September 30, 2025, the Company had $409.3 million of cash and cash equivalents, an increase of $21.5 million from December 31, 2024. Refer to the Cash Flows section below for additional detail of the Company’s cash flow activities. The Company held $345.4 million of its cash and cash equivalents balance in USD. Additionally, the Company held cash and cash equivalents of $54.9 million, $6.9 million and $1.8 million in ARS, CAD and TRY, respectively.
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. All cash is invested in short-term investments or high interest savings accounts in accordance with the Company’s investment policy with original maturities of 90 days or less, providing the Company with sufficient liquidity to meet its foreseeable capital needs.
Debt
The 2019 Notes were reclassified from Debt, non-current to Current portion of debt in the Condensed Consolidated Financial Statements 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 a twenty business day notice period. Refer to Part II, Item 8, Note 20 in the Annual Report on Form 10-K for further details.
Cash Dividends
During the three and nine months ended September 30, 2025 and 2024, the Company declared no dividends.
47
Cash Flows
The following table summarizes the Company's cash flow activity for nine months ended September 30:
| Nine Months Ended September 30, | |||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
Net cash provided by (used in) operating activities | $ | 299,802 | $ | (54,849) | |||||||||||||
Cash used in investing activities | (286,355) | (103,556) | |||||||||||||||
Cash provided by financing activities | 20,727 | 4,610 | |||||||||||||||
| Effect of foreign exchange rate changes on cash and cash equivalents | (12,724) | (4,358) | |||||||||||||||
| Increase (decrease) in cash, cash equivalents and restricted cash | 21,450 | (158,153) | |||||||||||||||
| Cash, cash equivalents, and restricted cash, beginning of period | 387,882 | 492,494 | |||||||||||||||
| Cash, cash equivalents, and restricted cash, end of period | $ | 409,332 | $ | 334,341 | |||||||||||||
Cash provided by operating activities
For the nine months ended September 30, 2025, cash provided by (used in) operating activities was $299.8 million compared to $(54.8) million for the nine months ended September 30, 2024. The change in cash provided by (used in) operating activities is primarily due to a $435.5 million increase in revenues attributable to 42.9% higher average realized gold price and 25.9% increase in gold ounces sold, $44.4 million of business interruption insurance proceeds received associated with the Çöpler Incident, and decrease in payments related to reclamation and remediation liabilities.
Cash used in investing activities
For the nine months ended September 30, 2025, cash used in investing activities was $286.4 million compared to $103.6 million for the nine months ended September 30, 2024. The increase of $182.8 million of cash used in investing activities is primarily due to the $106.0 million used for the acquisition of CC&V, $59.6 million in higher capital expenditures, and $62.2 million in increased purchases of marketable securities. The increases were partially offset by $48.6 million in higher net proceeds from the sale of marketable securities when compared to the nine months ended September 30, 2024.
Cash provided by financing activities
For the nine months ended September 30, 2025, cash provided by financing activities was $20.7 million compared to $4.6 million for the nine months ended September 30, 2024. The change in cash provided by (used in) financing activities was primarily due to a $9.8 million decrease in the purchases and cancellation of common shares in 2025 as compared to 2024 and an increase of $5.9 million of proceeds from related party debt.
Contractual Obligations
Except as discussed below, there have been no material changes in the Company’s contractual obligations since December 31, 2024.
During the nine months ended September 30, 2025, the Company became liable for milestone-based payments totaling up to $175.0 million in connection with the acquisition of CC&V. Refer to Note 3 of the Condensed Consolidated Financial Statements for further details regarding the CC&V acquisition.
Refer to Part II, Item 7 in the Annual Report on Form 10-K for information regarding the Company’s contractual obligations.
48
Non-GAAP Financial Measures
The Company has included certain non-GAAP financial measures to assist in understanding the Company's financial results. The non-GAAP financial measures are employed by the Company to measure its operating and economic performance and to assist in decision-making, as well as to provide key performance information to senior management. The Company believes that, in addition to conventional measures prepared in accordance with GAAP, certain investors and other stakeholders will find this information useful to evaluate the Company's operating and financial performance; however, these non-GAAP performance measures do not have any standardized meaning. These performance measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. These non-GAAP measures should be read in conjunction with the Company's Condensed Consolidated Financial Statements.
Non-GAAP Measure - Cash Costs and AISC
Cash Costs and All-In Sustaining Costs (“AISC”) per payable ounce of gold and respective unit cost measures are non-U.S. GAAP metrics developed by the World Gold Council to provide transparency into the costs associated with producing gold and provide a standard for comparison across the industry. The World Gold Council is a market development organization for the gold industry.
The Company uses cash costs per ounce of precious metals sold to monitor its operating performance internally. The most directly comparable measure prepared in accordance with GAAP is Cost of sales. The Company believes this measure provides investors and analysts with useful information about its underlying cash costs of operations and the impact of by-product credits on its cost structure. The Company also believes it is a relevant metric used to understand its operating profitability. When deriving the cost of sales associated with an ounce of precious metal, the Company includes by-product credits, which allows management and other stakeholders to assess the net costs of gold and silver production.
AISC includes total Cost of sales incurred at the Company’s mining operations, which forms the basis of cash costs. Additionally, the Company includes sustaining capital and lease related expenditures, sustaining mine-site exploration and evaluation costs, reclamation cost accretion and amortization, and general and administrative expenses. This measure seeks to reflect the ongoing cost of gold and silver production from current operations; therefore, growth capital is excluded. The Company determines sustaining capital to be capital expenditures that are necessary to maintain current production and execute the current mine plan. The Company determines growth capital to be those payments used to develop new operations or related to projects at existing operations where those projects will materially benefit the operation.
The Company believes that AISC provides additional information to management and stakeholders that provides visibility to better define the total costs associated with production and better understanding of the economics of the Company's operations and performance compared to other producers.
In deriving the number of ounces of precious metal sold, the Company considers the physical ounces available for sale after the treatment and refining process, commonly referred to as payable metal, as this is what is sold to third parties.
49
The following tables provide a reconciliation of cost of sales to cash costs and AISC:
| Three Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||
(in thousands, unless otherwise noted) | Çöpler | Marigold | CC&V | Seabee | Puna | Corporate | Total | |||||||||||||||||||||||||||||||||||||
Cost of sales (GAAP) (1) | $ | — | $ | 62,436 | $ | 38,961 | $ | 19,661 | $ | 44,624 | $ | — | $ | 165,682 | ||||||||||||||||||||||||||||||
| By-product credits | — | (45) | (352) | (15) | (12,806) | — | (13,218) | |||||||||||||||||||||||||||||||||||||
| Treatment and refining charges | — | 49 | 2 | 11 | (1,060) | — | (998) | |||||||||||||||||||||||||||||||||||||
| Cash costs (non-GAAP) | — | 62,440 | 38,611 | 19,657 | 30,758 | — | 151,466 | |||||||||||||||||||||||||||||||||||||
Sustaining capital and lease related expenditures | 2,826 | 5,439 | 6,638 | 6,842 | 3,101 | — | 24,846 | |||||||||||||||||||||||||||||||||||||
| Sustaining exploration and evaluation expense | — | 134 | — | — | — | — | 134 | |||||||||||||||||||||||||||||||||||||
Care and maintenance (2) | 22,361 | — | — | — | — | — | 22,361 | |||||||||||||||||||||||||||||||||||||
| Reclamation cost accretion and amortization | 449 | 661 | 3,838 | 525 | 2,114 | — | 7,587 | |||||||||||||||||||||||||||||||||||||
| General and administrative expense and stock-based compensation expense | — | — | — | — | — | 40,228 | 40,228 | |||||||||||||||||||||||||||||||||||||
| Total AISC (non-GAAP) | $ | 25,636 | $ | 68,674 | $ | 49,087 | $ | 27,024 | $ | 35,973 | $ | 40,228 | $ | 246,622 | ||||||||||||||||||||||||||||||
| Gold sold (oz) | — | 37,318 | 27,950 | 9,000 | — | — | 74,268 | |||||||||||||||||||||||||||||||||||||
| Silver sold (oz) | — | — | — | — | 2,656,819 | — | 2,656,819 | |||||||||||||||||||||||||||||||||||||
Gold equivalent sold (oz) (3) | — | 37,318 | 27,950 | 9,000 | 30,281 | — | 104,549 | |||||||||||||||||||||||||||||||||||||
Cost of sales per gold equivalent ounce sold (1)(3) | N/A | $ | 1,673 | $ | 1,394 | $ | 2,185 | $ | 1,474 | N/A | $ | 1,585 | ||||||||||||||||||||||||||||||||
| Cash cost per gold ounce sold | N/A | $ | 1,673 | $ | 1,381 | $ | 2,184 | N/A | N/A | N/A | ||||||||||||||||||||||||||||||||||
| Cash cost per silver ounce sold | N/A | N/A | N/A | N/A | $ | 11.58 | N/A | N/A | ||||||||||||||||||||||||||||||||||||
Cash cost per gold equivalent ounce sold (3) | N/A | $ | 1,673 | $ | 1,381 | $ | 2,184 | $ | 1,016 | N/A | $ | 1,449 | ||||||||||||||||||||||||||||||||
| AISC per gold ounce sold | N/A | $ | 1,840 | $ | 1,756 | $ | 3,003 | N/A | N/A | N/A | ||||||||||||||||||||||||||||||||||
| AISC per silver ounce sold | N/A | N/A | N/A | N/A | $ | 13.54 | N/A | N/A | ||||||||||||||||||||||||||||||||||||
AISC per gold equivalent ounce sold (3) | N/A | $ | 1,840 | $ | 1,756 | $ | 3,003 | $ | 1,188 | N/A | $ | 2,359 | ||||||||||||||||||||||||||||||||
(1)Excludes depreciation, depletion, and amortization.
(2)Care and maintenance expense only includes direct costs not associated with environmental reclamation and remediation costs, as depreciation is not included in the calculation of AISC.
(3)Gold equivalent ounces are calculated multiplying the silver ounces by the ratio of the silver price to the gold price, using the average closing commodity prices for the period. The Company does not include by-products in the gold equivalent ounce calculations. Gold equivalent ounces sold may not re-calculate based on amounts presented in this table due to rounding.
50
| Three Months Ended September 30, 2024 | ||||||||||||||||||||||||||||||||||||||
(in thousands, unless otherwise noted) | Çöpler | Marigold | Seabee | Puna | Corporate | Total | ||||||||||||||||||||||||||||||||
Cost of sales (GAAP) (1) | $ | 5,047 | $ | 74,106 | $ | 14,404 | $ | 44,724 | — | $ | 138,281 | |||||||||||||||||||||||||||
| By-product credits | — | (22) | (12) | (13,813) | — | (13,847) | ||||||||||||||||||||||||||||||||
| Treatment and refining charges | 33 | 119 | 22 | 1,577 | — | 1,751 | ||||||||||||||||||||||||||||||||
| Cash costs (non-GAAP) | 5,080 | 74,203 | 14,414 | 32,488 | — | 126,185 | ||||||||||||||||||||||||||||||||
Sustaining capital and lease related expenditures | 2,678 | 10,413 | 3,078 | 4,928 | — | 21,097 | ||||||||||||||||||||||||||||||||
Sustaining exploration and evaluation expense | — | 790 | — | — | — | 790 | ||||||||||||||||||||||||||||||||
Care and maintenance(2) | 16,507 | — | 7,713 | — | — | 24,220 | ||||||||||||||||||||||||||||||||
| Reclamation cost accretion and amortization | 493 | 680 | 678 | 5,388 | — | 7,239 | ||||||||||||||||||||||||||||||||
| General and administrative expense and stock-based compensation expense | — | — | — | — | 19,016 | 19,016 | ||||||||||||||||||||||||||||||||
| Total AISC (non-GAAP) | $ | 24,758 | $ | 86,086 | $ | 25,883 | $ | 42,804 | $ | 19,016 | $ | 198,547 | ||||||||||||||||||||||||||
| Gold sold (oz) | 4,702 | 47,100 | 11,250 | — | — | 63,052 | ||||||||||||||||||||||||||||||||
| Silver sold (oz) | — | — | — | 2,785,411 | — | 2,785,411 | ||||||||||||||||||||||||||||||||
Gold equivalent sold (oz) (3) | 4,702 | 47,100 | 11,250 | 33,091 | — | 96,143 | ||||||||||||||||||||||||||||||||
Cost of sales per gold equivalent ounce sold (1)(3) | $ | 1,073 | $ | 1,573 | $ | 1,280 | $ | 1,352 | N/A | $ | 1,438 | |||||||||||||||||||||||||||
| Cash cost per gold ounce sold | $ | 1,080 | $ | 1,575 | $ | 1,281 | N/A | N/A | N/A | |||||||||||||||||||||||||||||
| Cash cost per silver ounce sold | N/A | N/A | N/A | $ | 11.66 | N/A | N/A | |||||||||||||||||||||||||||||||
Cash cost per gold equivalent ounce sold (3) | $ | 1,080 | $ | 1,575 | $ | 1,281 | $ | 982 | N/A | $ | 1,312 | |||||||||||||||||||||||||||
| AISC per gold ounce sold | $ | 5,266 | $ | 1,828 | $ | 2,301 | N/A | N/A | N/A | |||||||||||||||||||||||||||||
| AISC per silver ounce sold | N/A | N/A | N/A | $ | 15.37 | N/A | N/A | |||||||||||||||||||||||||||||||
AISC per gold equivalent ounce sold (3) | $ | 5,266 | $ | 1,828 | $ | 2,301 | $ | 1,294 | N/A | $ | 2,065 | |||||||||||||||||||||||||||
(1)Excludes depreciation, depletion, and amortization.
(2)Care and maintenance expense only includes direct costs not associated with environmental reclamation and remediation costs, as depreciation is not included in the calculation of AISC.
(3)Gold equivalent ounces are calculated multiplying the silver ounces by the ratio of the silver price to the gold price, using the average closing commodity prices for the period. The Company does not include by-products in the gold equivalent ounce calculations. Gold equivalent ounces sold may not re-calculate based on amounts presented in this table due to rounding.
51
| Nine Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||
(in thousands, unless otherwise noted) | Çöpler | Marigold | CC&V | Seabee | Puna | Corporate | Total | |||||||||||||||||||||||||||||||||||||
Cost of sales (GAAP)(1) | $ | — | $ | 177,538 | $ | 106,929 | $ | 61,265 | $ | 119,539 | $ | — | $ | 465,271 | ||||||||||||||||||||||||||||||
| By-product credits | — | (116) | (1,066) | (55) | (36,061) | — | (37,298) | |||||||||||||||||||||||||||||||||||||
| Treatment and refining charges | — | 207 | 6 | 76 | (1,403) | — | (1,114) | |||||||||||||||||||||||||||||||||||||
| Cash costs (non-GAAP) | — | 177,629 | 105,869 | 61,286 | 82,075 | — | 426,859 | |||||||||||||||||||||||||||||||||||||
Sustaining capital and lease related expenditures | 7,447 | 28,878 | 14,305 | 27,352 | 9,078 | — | 87,060 | |||||||||||||||||||||||||||||||||||||
| Sustaining exploration and evaluation expense | — | 1,808 | — | — | — | — | 1,808 | |||||||||||||||||||||||||||||||||||||
Care and maintenance (2) | 64,719 | — | — | 234 | — | — | 64,953 | |||||||||||||||||||||||||||||||||||||
| Reclamation cost accretion and amortization | 1,295 | 2,024 | 8,954 | 1,913 | 7,918 | — | 22,104 | |||||||||||||||||||||||||||||||||||||
| General and administrative expense and stock-based compensation expense | — | — | — | — | — | 90,757 | 90,757 | |||||||||||||||||||||||||||||||||||||
| Total AISC (non-GAAP) | $ | 73,461 | $ | 210,339 | $ | 129,128 | $ | 90,785 | $ | 99,071 | $ | 90,757 | $ | 693,541 | ||||||||||||||||||||||||||||||
| Gold sold (oz) | — | 113,315 | 84,050 | 45,350 | — | — | 242,715 | |||||||||||||||||||||||||||||||||||||
| Silver sold (oz) | — | — | — | — | 7,565,557 | — | 7,565,557 | |||||||||||||||||||||||||||||||||||||
Gold equivalent sold (oz) (3) | — | 113,315 | 84,050 | 45,350 | 82,725 | — | 325,440 | |||||||||||||||||||||||||||||||||||||
Cost of sales per gold equivalent ounce sold(1)(3) | N/A | $ | 1,567 | $ | 1,272 | $ | 1,351 | $ | 1,445 | N/A | $ | 1,430 | ||||||||||||||||||||||||||||||||
| Cash cost per gold ounce sold | N/A | $ | 1,568 | $ | 1,260 | $ | 1,351 | N/A | N/A | N/A | ||||||||||||||||||||||||||||||||||
| Cash cost per silver ounce sold | N/A | N/A | N/A | N/A | $ | 10.85 | N/A | N/A | ||||||||||||||||||||||||||||||||||||
Cash cost per gold equivalent ounce sold (3) | N/A | $ | 1,568 | $ | 1,260 | $ | 1,351 | $ | 992 | N/A | $ | 1,312 | ||||||||||||||||||||||||||||||||
| AISC per gold ounce sold | N/A | $ | 1,856 | $ | 1,536 | $ | 2,002 | N/A | N/A | N/A | ||||||||||||||||||||||||||||||||||
| AISC per silver ounce sold | N/A | N/A | N/A | N/A | $ | 13.09 | N/A | N/A | ||||||||||||||||||||||||||||||||||||
AISC per gold equivalent ounce sold (3) | N/A | $ | 1,856 | $ | 1,536 | $ | 2,002 | $ | 1,198 | N/A | $ | 2,131 | ||||||||||||||||||||||||||||||||
(1)Excludes depreciation, depletion, and amortization.
(2)Care and maintenance expense only includes direct costs not associated with environmental reclamation and remediation costs, as depreciation is not included in the calculation of AISC.
(3)Gold equivalent ounces are calculated multiplying the silver ounces by the ratio of the silver price to the gold price, using the average closing commodity prices for the period. The Company does not include by-products in the gold equivalent ounce calculations. Gold equivalent ounces sold may not re-calculate based on amounts presented in this table due to rounding.
52
| Nine Months Ended September 30, 2024 | ||||||||||||||||||||||||||||||||||||||
(in thousands, unless otherwise noted) | Çöpler | Marigold | Seabee | Puna | Corporate | Total | ||||||||||||||||||||||||||||||||
Cost of sales (GAAP)(1) | $ | 29,471 | $ | 162,414 | $ | 56,111 | $ | 112,768 | $ | — | $ | 360,764 | ||||||||||||||||||||||||||
| By-product credits | (345) | (84) | (51) | (36,661) | — | (37,141) | ||||||||||||||||||||||||||||||||
| Treatment and refining charges | 384 | 266 | 102 | 5,097 | — | 5,849 | ||||||||||||||||||||||||||||||||
| Cash costs (non-GAAP) | 29,510 | 162,596 | 56,162 | 81,204 | — | 329,472 | ||||||||||||||||||||||||||||||||
Sustaining capital and lease related expenditures | 12,368 | 25,150 | 24,184 | 11,837 | — | 73,539 | ||||||||||||||||||||||||||||||||
| Sustaining exploration and evaluation expense | — | 1,418 | — | — | — | 1,418 | ||||||||||||||||||||||||||||||||
Care and maintenance(2) | 41,468 | — | 7,713 | — | — | 49,181 | ||||||||||||||||||||||||||||||||
| Reclamation cost accretion and amortization | 1,472 | 2,221 | 2,526 | 13,463 | — | 19,682 | ||||||||||||||||||||||||||||||||
| General and administrative expense and stock-based compensation expense | — | — | — | — | 45,329 | 45,329 | ||||||||||||||||||||||||||||||||
| Total AISC (non-GAAP) | $ | 84,818 | $ | 191,385 | $ | 90,585 | $ | 106,504 | $ | 45,329 | $ | 518,621 | ||||||||||||||||||||||||||
| Gold sold (oz) | 28,662 | 109,419 | 54,720 | — | — | 192,801 | ||||||||||||||||||||||||||||||||
| Silver sold (oz) | — | — | — | 6,933,096 | — | 6,933,096 | ||||||||||||||||||||||||||||||||
Gold equivalent sold (oz) (3) | 28,662 | 109,419 | 54,720 | 82,195 | — | 274,996 | ||||||||||||||||||||||||||||||||
Cost of sales per gold equivalent ounce sold(1)(3) | $ | 1,028 | $ | 1,484 | $ | 1,025 | $ | 1,372 | N/A | $ | 1,312 | |||||||||||||||||||||||||||
| Cash cost per gold ounce sold | $ | 1,030 | $ | 1,486 | $ | 1,026 | N/A | N/A | N/A | |||||||||||||||||||||||||||||
| Cash cost per silver ounce sold | N/A | N/A | N/A | $ | 11.71 | N/A | N/A | |||||||||||||||||||||||||||||||
Cash cost per gold equivalent ounce sold (3) | $ | 1,030 | $ | 1,486 | $ | 1,026 | $ | 988 | N/A | $ | 1,198 | |||||||||||||||||||||||||||
| AISC per gold ounce sold | $ | 2,959 | $ | 1,749 | $ | 1,655 | N/A | N/A | N/A | |||||||||||||||||||||||||||||
| AISC per silver ounce sold | N/A | N/A | N/A | $ | 15.36 | N/A | N/A | |||||||||||||||||||||||||||||||
AISC per gold equivalent ounce sold (3) | $ | 2,959 | $ | 1,749 | $ | 1,655 | $ | 1,296 | N/A | $ | 1,886 | |||||||||||||||||||||||||||
(1)Excludes depreciation, depletion, and amortization.
(2)Care and maintenance expense only includes direct costs not associated with environmental reclamation and remediation costs, as depreciation is not included in the calculation of AISC.
(3)Gold equivalent ounces are calculated multiplying the silver ounces by the ratio of the silver price to the gold price, using the average closing commodity prices for the period. The Company does not include by-products in the gold equivalent ounce calculations. Gold equivalent ounces sold may not re-calculate based on amounts presented in this table due to rounding.
53
Non-GAAP Measure - Adjusted Attributable Net Income (Loss)
Adjusted attributable net income (loss) and adjusted attributable net income (loss) per share are used by management and investors to measure the Company’s underlying operating performance. The most directly comparable financial measures prepared in accordance with GAAP are Net income (loss) attributable to SSR Mining shareholders and Net income (loss) per share attributable to SSR Mining shareholders. Adjusted attributable net income (loss) is defined as net income (loss) adjusted to exclude the after-tax impact of specific items that are significant, but not reflective of the Company’s underlying operations, including impairment charges; and inflationary impacts on tax balances.
The following table provides a reconciliation of Net income (loss) attributable to SSR Mining shareholders to adjusted net income (loss) attributable to SSR Mining shareholders:
54
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
(in thousands, except per share) | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||||||||||
| Net income (loss) attributable to SSR Mining shareholders (GAAP) | $ | 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 shares used in the calculation of net income (loss) per share | |||||||||||||||||||||||||||||||||||
| Basic | 202,783 | 202,140 | 202,660 | 202,209 | |||||||||||||||||||||||||||||||
| Diluted | 217,464 | 202,447 | 217,018 | 202,209 | |||||||||||||||||||||||||||||||
| Net income (loss) per share attributable to SSR Mining shareholders (GAAP) | |||||||||||||||||||||||||||||||||||
| Basic | $ | 0.32 | $ | 0.05 | $ | 1.06 | $ | (1.32) | |||||||||||||||||||||||||||
| Diluted | $ | 0.31 | $ | 0.05 | $ | 1.00 | $ | (1.32) | |||||||||||||||||||||||||||
| Adjustments: | |||||||||||||||||||||||||||||||||||
CC&V transaction and integration costs | 7,287 | — | 19,040 | — | |||||||||||||||||||||||||||||||
Effects of the Çöpler Incident (1) | 1,929 | (1,939) | 55,359 | 319,981 | |||||||||||||||||||||||||||||||
Insurance proceeds received related to the Çöpler Incident (2) | — | — | (35,527) | — | |||||||||||||||||||||||||||||||
| Impairment of long lived and other assets | — | 369 | — | 369 | |||||||||||||||||||||||||||||||
| Change in fair value of marketable securities | (3,021) | (330) | (6,742) | (6,749) | |||||||||||||||||||||||||||||||
| Income tax impact related to above adjustments | 638 | 187 | 1,593 | 1,208 | |||||||||||||||||||||||||||||||
| Inflationary impacts on tax balances | (3,920) | (2,484) | (8,017) | (11,652) | |||||||||||||||||||||||||||||||
| Adjusted net income (loss) attributable to SSR Mining shareholders (Non-GAAP) | $ | 68,354 | $ | 6,360 | $ | 240,003 | $ | 36,325 | |||||||||||||||||||||||||||
| Adjusted net income (loss) per share attributable to SSR Mining shareholders (Non-GAAP) | |||||||||||||||||||||||||||||||||||
| Basic | $ | 0.34 | $ | 0.03 | $ | 1.18 | $ | 0.18 | |||||||||||||||||||||||||||
Diluted (3) | $ | 0.32 | $ | 0.03 | $ | 1.12 | $ | 0.18 | |||||||||||||||||||||||||||
(1)For the three months ended September 30, 2025, the effects of the Çöpler Incident represent contingencies and expenses of $1.9 million (presented net of pre-tax attributable non-controlling interest of $0.5 million).
For the nine months ended September 30, 2025, the effects of the Çöpler Incident represent (1) reclamation costs of $7.5 million (presented net of pre-tax attributable non-controlling interest of $1.9 million) and remediation costs of $42.8 million (presented net of pre-tax attributable non-controlling interest of $10.7 million) and (2) contingencies and expenses of $5.0 million (presented net of pre-tax attributable non-controlling interest of $1.3 million).
For the nine months ended September 30, 2024, the effects of the Çöpler Incident represent (1) reclamation costs of $9.0 million (presented net of pre-tax attributable non-controlling interest of $2.2 million) and remediation costs of $209.3 million (presented net of pre-tax attributable non-controlling interest of $52.4 million); (2) impairment charges of $91.4 million (presented net of pre-tax attributable non-controlling interest of $22.8 million) related to plans to permanently close the heap leach pad; and (3) contingencies and expenses of $10.3 million (presented net of pre-tax attributable non-controlling interest of $2.6 million).
For the nine months ended September 30, 2025, the effects of the Çöpler Incident represent (1) reclamation costs of $7.5 million (presented net of pre-tax attributable non-controlling interest of $1.9 million) and remediation costs of $42.8 million (presented net of pre-tax attributable non-controlling interest of $10.7 million) and (2) contingencies and expenses of $5.0 million (presented net of pre-tax attributable non-controlling interest of $1.3 million).
For the nine months ended September 30, 2024, the effects of the Çöpler Incident represent (1) reclamation costs of $9.0 million (presented net of pre-tax attributable non-controlling interest of $2.2 million) and remediation costs of $209.3 million (presented net of pre-tax attributable non-controlling interest of $52.4 million); (2) impairment charges of $91.4 million (presented net of pre-tax attributable non-controlling interest of $22.8 million) related to plans to permanently close the heap leach pad; and (3) contingencies and expenses of $10.3 million (presented net of pre-tax attributable non-controlling interest of $2.6 million).
(2)For the nine months ended September 30, 2025, represents $35.5 million (presented net of pre-tax attributable non-controlling interest of $8.9 million) of business interruption insurance proceeds received associated with the Çöpler Incident.
(3)Adjusted net income (loss) per diluted share attributable to SSR Mining shareholders is calculated using diluted common shares, which are calculated in accordance with GAAP. For the three months ended September 30, 2024, $1.2 million of interest savings on 2019 Notes, net of tax, and dilutive potential shares of approximately 13.0 million were excluded from the computation of diluted loss per common share attributable to SSR Mining shareholders in the Condensed Consolidated Statement of Operations as they were antidilutive. For the nine months ended September 30, 2024, $3.7 million of interest savings on 2019 Notes, net of tax, and dilutive potential shares of approximately 13.3 million were excluded from the computation of diluted loss per common share attributable to SSR Mining shareholders in the Condensed Consolidated Statement of Operations as they were antidilutive. These interest savings and shares were included in the computation of adjusted net income (loss) per diluted share attributable to SSR Mining shareholders for the nine months ended September 30, 2024.
55
Non-GAAP Measure - Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) and Adjusted EBITDA
EBITDA represents net income (loss) before interest, taxes, depreciation, and amortization. EBITDA is an indicator of the Company’s ability to generate liquidity by producing operating cash flow to fund working capital needs, service debt obligations, and fund capital expenditures.
Adjusted EBITDA represents net income (loss) before interest, taxes, depreciation, and amortization, adjusted to exclude the impact of specific items that are significant, but not reflective of the Company’s underlying operations, including impairment charges.
The most directly comparable financial measure prepared in accordance with GAAP to EBITDA and Adjusted EBITDA is Net income (loss) attributable to SSR Mining shareholders.
The following is a reconciliation of Net income (loss) attributable to SSR Mining shareholders to EBITDA and adjusted EBITDA:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
(in thousands) | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||||||||||
| Net income (loss) attributable to SSR Mining shareholders (GAAP) | $ | 65,441 | $ | 10,557 | $ | 214,297 | $ | (266,832) | |||||||||||||||||||||||||||
| Net income (loss) attributable to non-controlling interests | (8,349) | (4,306) | (22,397) | (82,615) | |||||||||||||||||||||||||||||||
| Depletion, depreciation and amortization | 28,218 | 30,443 | 85,068 | 91,852 | |||||||||||||||||||||||||||||||
| Interest expense | 3,584 | 2,942 | 11,180 | 9,702 | |||||||||||||||||||||||||||||||
| Income and mining tax expense (benefit) | 14,950 | 869 | 44,321 | (7,641) | |||||||||||||||||||||||||||||||
| EBITDA (non-GAAP) | 103,844 | 40,505 | 332,469 | (255,534) | |||||||||||||||||||||||||||||||
CC&V transaction and integration costs | 7,287 | — | 19,040 | — | |||||||||||||||||||||||||||||||
Effects of the Çöpler Incident (1) | 2,411 | (2,424) | 69,199 | 399,976 | |||||||||||||||||||||||||||||||
Insurance proceeds received related to the Çöpler Incident (2) | — | — | (44,409) | — | |||||||||||||||||||||||||||||||
Impairments of long lived and other assets | — | 369 | — | 369 | |||||||||||||||||||||||||||||||
| Change in fair value of marketable securities | (3,021) | (330) | (6,742) | (6,749) | |||||||||||||||||||||||||||||||
| Adjusted EBITDA (non-GAAP) | $ | 110,521 | $ | 38,120 | $ | 369,557 | $ | 138,062 | |||||||||||||||||||||||||||
(1)For the three months ended September 30, 2025, the effects of the Çöpler Incident represent contingencies and expenses of $2.4 million.
For the nine months ended September 30, 2025, the effects of the Çöpler Incident represent (1) reclamation costs of $9.4 million and remediation costs of $53.5 million and (2) contingencies and expenses of $6.3 million.
For the nine months ended September 30, 2024, the effects of the Çöpler Incident represent (1) reclamation costs of $11.2 million and remediation costs of $261.7 million; (2) impairment charges of $114.2 million related to plans to permanently close the heap leach pad; and (3) contingencies and expenses of $12.9 million.
For the nine months ended September 30, 2025, the effects of the Çöpler Incident represent (1) reclamation costs of $9.4 million and remediation costs of $53.5 million and (2) contingencies and expenses of $6.3 million.
For the nine months ended September 30, 2024, the effects of the Çöpler Incident represent (1) reclamation costs of $11.2 million and remediation costs of $261.7 million; (2) impairment charges of $114.2 million related to plans to permanently close the heap leach pad; and (3) contingencies and expenses of $12.9 million.
(2)For the nine months ended September 30, 2025, represents business interruption insurance proceeds received associated with the Çöpler Incident.
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Non-GAAP Measure - Free Cash Flow
The Company uses free cash flow to supplement information in its consolidated financial statements. The most directly comparable financial measures prepared in accordance with GAAP is Cash provided by (used in) operating activities. The Company believes that in addition to conventional measures prepared in accordance with US GAAP, certain investors and analysts use this information to evaluate the ability of the Company to generate cash flow after capital investments and build the Company’s cash resources. The Company calculates free cash flow by deducting cash capital spending from cash generated by operating activities. The Company does not deduct payments made for business acquisitions.
The following table provides a reconciliation of Cash provided by (used in) operating activities to free cash flow:
| Nine Months Ended September 30, | ||||||||||||||||||||
(in thousands) | 2025 | 2024 | ||||||||||||||||||
Cash provided by (used in) operating activities (GAAP) | $ | 299,802 | $ | (54,849) | ||||||||||||||||
| Expenditures on mineral properties, plant and equipment | (164,519) | (104,961) | ||||||||||||||||||
| Free cash flow (non-GAAP) | $ | 135,283 | $ | (159,810) | ||||||||||||||||
Critical Accounting Estimates
This MD&A is based on the Company's unaudited Condensed Consolidated financial statements, which have been prepared in conformity with US GAAP. The preparation of these statements requires that the Company makes estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. The Company bases these estimates on historical experience and on assumptions that the Company considers reasonable under the circumstances; however, reported results could differ from those based on the current estimates under different assumptions or conditions. Refer to the Company’s Management’s Discussion and Analysis of Critical Accounting Estimates included in Part II of Form 10-K. There have been no changes to our critical accounting policies from those disclosed on our Form 10-K, except as noted below.
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.
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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), net in the Condensed Consolidated Statements of Operations and are reflected as operating cash flows in the Condensed Consolidated Statements of Cash Flows.
New Accounting Pronouncements
For a discussion of Recently Issued Accounting Pronouncements, see Note 2 of the Condensed Consolidated Financial Statements.
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in market risks during the three month period ended September 30, 2025.
For additional information on market risks, refer to “Disclosures About Market Risks” included in Part II, Items 7A of the Annual Report on Form 10-K for the year ended December 31, 2024.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
The Company’s Management assessed the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a–15(e) and 15d–15(e) under the Exchange Act) as of the end of the period covered by this quarterly report on Form 10-Q. Based upon its assessment, Management concluded that the Company’s disclosure controls and procedures were effective as of September 30, 2025.
Changes in Internal Control Over Financial Reporting
There were no changes in the Company’s internal control over financial reporting that occurred during the most recent quarter, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
From time to time, the Company and its subsidiaries have become involved in litigation relating to claims arising out of operations in the normal course of business. Information regarding legal proceedings is contained in Note 21 to the Condensed Consolidated Financial Statements contained in this Report and is incorporated herein by reference.
On March 18, 2024 and March 22, 2024, two related putative securities class actions, Karam Akhras v. SSR Mining Inc., et. al., Case No. 24-cv-00739 and Eric Lindemann v. SSR Mining Inc., et. al., Case No. 24-cv-00808, were filed in the United States District Court for the District of Colorado (collectively, the “US Securities Actions”). The US Securities Actions assert claims for alleged violations of Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder against the Company, as well as certain of its current and former members of management (the “Individual Defendants”, and together with the Company, the “Defendants”) and for alleged violations of Section 20(a) of the Exchange Act against the Individual Defendants. The complaints allege that certain public statements made by the Defendants were rendered materially false and misleading with respect to, among other things, the adequacy of the Company’s internal controls relating to its safety practices and operational integrity at its Çöpler mining facility in Türkiye. On August 2, 2024, the US Securities Actions were consolidated as Consolidated Civil Action No. 1:24-cv-00739-DDD-SBP (the “Consolidated US Securities Action”) and the court appointed lead counsel and a lead plaintiff for the putative class. On October 15, 2024, the lead plaintiff filed a consolidated amended complaint. Defendants filed a motion to dismiss the consolidated amended complaint on December 17, 2024, which was granted by the court, without prejudice, on September 30, 2025.
Additionally, two putative securities class actions, Glenna Padley v. SSR Mining Inc., et. al. (the “Padley Action”) and Abdurrazag Mutat v. SSR Mining Inc., et al. (the “Mutat Action”), were filed on March 27, 2024, and April 23, 2024, respectively, in the Supreme Court of British Columbia (the “BC Actions”). Two additional putative securities class actions, Chao Liang v. SSR Mining Inc., et. al. (the “Liang Action”) and Michael Jones v. SSR Mining., et. al. (the “Jones Action”), were filed on April 5, 2024, and May 1, 2024, respectively, in the Ontario Superior Court of Justice (the “Ontario Actions” and together with the BC Actions, the “Canadian Securities Actions”). The Canadian Securities Actions assert claims for alleged misrepresentations by the Defendants at common law and in contravention of applicable Provincial securities law disclosure obligations. On August 9, 2024, carriage of the proposed Ontario Actions was granted to the Liang Action, and on April 11, 2025, carriage of the proposed BC Actions was granted to the Padley Action. The Jones Action and Mutat Action are stayed as of such decisions.
The Consolidated US Securities Action and Canadian Securities Actions seek unspecified compensatory damages on behalf of the putative class members. The Company, along with the Individual Defendants, are defending themselves against these claims.
Certain of the Company’s subsidiaries are or may become subject to putative wage and hour class action litigation in Colorado and Nevada. These actions seek unspecified damages on behalf of the putative class members related to alleged violations of federal, state and municipal wage and hour laws. The Company is defending its subsidiaries against these claims.
ITEM 1A. RISK FACTORS
In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item IA., “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024. The risks described in the Annual Report and herein are not the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that is deemed to be immaterial may also materially adversely affect the business, financial condition, cash flows and/or future results.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
There were no unregistered sales of equity securities during the quarter ended September 30, 2025.
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ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
The Company is required to report certain mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K, and that required information is included in Exhibit 95 to this Quarterly Report, which is incorporated herein by reference.
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ITEM 5. OTHER INFORMATION
Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements by our Directors and Officers
During the quarterly period covered by this report, no directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended) adopted terminated
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ITEM 6. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
| Exhibit Number | ||||||||
| 31.1 + | ||||||||
| 31.2 + | ||||||||
| 32.1++ | ||||||||
| 32.2++ | ||||||||
| 95 + | ||||||||
| 101 | 101.INS 101.SCH 101.CAL 101.DEF 101.LAB 101.PRE | XBRL Instance - XBRL tags are embedded within the Inline XBRL document XBRL Taxonomy Extension Schema XBRL Taxonomy Extension Calculation XBRL Taxonomy Extension Definition XBRL Taxonomy Extension Labels XBRL Taxonomy Extension Presentation | ||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
| + | Filed herewith | |||||||
| ++ | Furnished herewith | |||||||
+++ | Previously filed | |||||||
| * | Indicates a management contract or compensatory plan or arrangement. | |||||||
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SSR MINING INC. Registrant | |||||
Date: November 4, 2025 | /s/ Michael J. Sparks | ||||
Name: Michael J. Sparks Title: Executive Vice President and Chief Financial Officer (Principal Financial Officer) | |||||
Date: November 4, 2025 | /s/ Russell Farnsworth | ||||
Name: Russell Farnsworth Title: Vice President, Controller (Principal Accounting Officer) | |||||
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Exhibit 31.1
SSR Mining Inc.
Certification of Chief Executive Officer Certification Pursuant to Rule 13a-14 or 15d-14 of The Securities Exchange Act Of 1934, as Adopted Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002
I, Rodney P. Antal, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q of SSR Mining Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Dated: November 4, 2025
/s/ Rodney P. Antal
Rodney P. Antal
Executive Chairman
Exhibit 31.2
SSR Mining Inc.
Certification of Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of The Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002
I, Michael J. Sparks, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q of SSR Mining Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Dated: November 4, 2025
/s/ Michael J. Sparks
Michael J. Sparks
Executive Vice President, Chief Financial Officer
Exhibit 32.1
SSR Mining Inc.
Certification of Chief Executive Officer Pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
In connection with the Quarterly Report on Form 10-Q of SSR Mining Inc. (the “Company”) for the quarter ended September 30, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Rodney P. Antal, Executive Chairman of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
By: /s/ Rodney P. Antal
Rodney P. Antal
Executive Chairman
Rodney P. Antal
Executive Chairman
Dated: November 4, 2025
Exhibit 32.2
SSR Mining Inc.
Certification of Chief Financial Officer Pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
In connection with the Quarterly Report on Form 10-Q of SSR Mining Inc. (the “Company”) for the quarter ended September 30, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael J. Sparks, Executive Vice President, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
By: /s/ Michael J. Sparks
Michael J. Sparks
Executive Vice President, Chief Financial Officer
Michael J. Sparks
Executive Vice President, Chief Financial Officer
Dated: November 4, 2025
Exhibit 95
Mine Safety Information
The following disclosures are provided pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which require certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”). The disclosures reflect our U.S. mining operations only as the requirements of the Act and Item 104 of Regulation S-K do not apply to our mines operated outside the United States.
Mine Safety Information. Whenever the Federal Mine Safety and Health Administration (“MSHA”) believes a violation of the Mine Act, any health or safety standard or any regulation has occurred, it may issue a citation which describes the alleged violation and fixes a time within which a U.S. mining operator must abate the alleged violation. In some situations, such as when MSHA believes that conditions pose a hazard to miners, MSHA may issue an order removing miners from the area of the mine affected by the condition until the alleged hazards are corrected. When MSHA issues a citation or order, it generally proposes a civil penalty, or fine, as a result of the alleged violation, that the operator is ordered to pay. Citations and orders can be contested and appealed, and as part of that process, are often reduced in severity and amount, and are sometimes dismissed. The number of citations, orders and proposed assessments vary depending on the size and type (underground or surface) of the mine as well as by the MSHA inspector(s) assigned. In addition to civil penalties, the Mine Act also provides for criminal penalties for an operator who willfully violates a health or safety standard or knowingly violates or fails or refuses to comply with an order issued under Section 107(a) or any final decision issued under the Act.
The below table reflects citations and orders issued to us by MSHA during the quarter ended September 30, 2025. The proposed assessments for the quarter ended September 30, 2025 were taken from the MSHA data retrieval system as of October 13, 2025.
Additional information about the Act and MSHA references used in the table follows.
•Section 104(a) Significant and Substantial ("S&S") Citations. Citations received from MSHA under section 104(a) of the Mine Act for violations of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a mine safety or health hazard.
•Section 104(b) Orders. Orders issued by MSHA under section 104(b) of the Mine Act, which represents a failure to abate a citation under section 104(a) within the period of time prescribed by MSHA. This results in an order of immediate withdrawal from the area of the mine affected by the condition until MSHA determines that the violation has been abated.
•Section 104(d) S&S Citations and Orders. Citations and orders issued by MSHA under section 104(d) of the Mine Act for unwarrantable failure to comply with mandatory, significant and substantial health or safety standards.
•Section 110(b)(2) Violations. Flagrant violations issued by MSHA under section 110(b)(2) of the Mine Act.
•Section 107(a) Orders. Orders issued by MSHA under section 107(a) of the Mine Act for situations in which MSHA determined an “imminent danger” (as defined by MSHA) existed.
| Quarter Ended September 30, 2025 | |||||||||||||||||||||||
| Mine | Section 104(a) S&S Citations | Section 104(b) Orders | Section 104(d) S&S Citations and Orders | Section 110(b)(2) Violations | Section 107(a) Orders | ($ in thousands) Proposed MSHA Assessments | Fatalities | ||||||||||||||||
| Marigold Mine (MSHA ID# 2602081) | 0 | 1 | 0 | 0 | 0 | $— | 0 | ||||||||||||||||
| Cripple Creek & Victor Mine (MSHA ID# 0503695) | 0 | 0 | 0 | 0 | 0 | $— | 0 | ||||||||||||||||
Pattern or Potential Pattern of Violations. During the quarter ended September 30, 2025, none of the mines operated by the Company received written notice from MSHA of (a) a pattern of violations of mandatory health or safety standards that are of such nature as could have significantly and substantially contributed to the cause and effect of mine health or safety hazards under section 104(e) of the Mine Act or (b) the potential to have such a pattern.
Pending Legal Actions. Legal actions pending before the Federal Mine Safety and Health Review Commission (the “Commission”), an independent adjudicative agency that provides administrative trial and appellate review of legal disputes arising under the Mine Act, may involve, among other questions, challenges by operators to citations, orders and penalties they have received from MSHA or complaints of discrimination by miners under section 105 of the Mine Act. The following is a brief description of the types of legal actions that may be brought before the Commission.
•Contests of Citations and Orders. A contest proceeding may be filed with the Commission by operators, miners or miners’ representatives to challenge the issuance of a citation or order issued by MSHA.
•Contests of Proposed Penalties (Petitions for Assessment of Penalties): A contest of a proposed penalty is an administrative proceeding before the Commission challenging a civil penalty that MSHA has proposed for the alleged violation contained in a citation or order. The validity of the citation may also be challenged in this proceeding as well.
•Complaints for Compensation: A complaint for compensation may be filed with the Commission by miners entitled to compensation when a mine is closed by certain withdrawal orders issued by MSHA. The purpose of the proceeding is to determine the amount of compensation, if any, due miners idled by the orders.
•Complaints of Discharge, Discrimination or Interference: A discrimination proceeding is a case that involves a miner’s allegation that he or she has suffered a wrong by the operator because he or she engaged in some type of activity protected under the Mine Act, such as making a safety complaint.
•Applications for Temporary Relief: An application for temporary relief from any modification or termination of any order or from any order issued under section 104 of the Mine Act.
•Appeals of Judges’ Decisions or Orders to the Commission: A filing with the Commission of a petition for discretionary review of a Judge’s decision or order by a person who has been adversely affected or aggrieved by such decision or order.
During the quarter ended September 30, 2025, none of the mines operated by the Company had any pending legal actions before the Commission, any legal actions instituted, or any legal actions resolved.