Legal Challenges Emerge Ahead of Coeur Mining’s Landmark Merger Vote

Coeur Mining US1921085049

As Coeur Mining approaches a critical shareholder vote on its proposed $7 billion merger with New Gold, the company now faces legal complaints from investors. Two shareholders have filed lawsuits alleging that Coeur withheld material information regarding the acquisition. With the vote scheduled for January 27, 2026, these proceedings introduce uncertainty around the completion of the massive deal.

Announced in November 2025, the transaction is designed to transform Coeur Mining's market position. The merger would create a leading North American precious metals producer, combining assets to operate seven mines. Projections for 2026 indicate combined output of approximately 900,000 ounces of gold and 20 million ounces of silver.

For New Gold shareholders, the terms offer 0.4959 Coeur shares for each share held, resulting in a 38% ownership stake in the combined entity. Financial forecasts are robust, with anticipated EBITDA of $3 billion and free cash flow of $2 billion for 2026—figures that significantly exceed Coeur's standalone estimates. CEO Mitch Krebs has previously stated that the acquisition could accelerate growth and strengthen the balance sheet toward investment-grade quality.

The enlarged company is expected to command a market capitalization near $20 billion, potentially making it eligible for inclusion in major U.S. indices. Institutional Shareholder Services has already recommended that New Gold investors approve the deal. Rating agency Moody's is also reviewing potential upgrades for both companies.

Details of the Shareholder Lawsuits

Complaints were filed in the Supreme Court of New York on January 6 and January 8. The plaintiffs contend that the proxy statement related to the merger contains misleading statements or omits key details. The legal actions aim to halt the transaction until Coeur provides supplemental disclosures, alongside claims for damages.

In response, Coeur Mining has issued additional information but maintains that the lawsuits are without merit. The company states that its voluntary disclosures are intended solely to avoid unnecessary delays and litigation costs. Coeur has not offered any assessment regarding the likely outcome of the legal challenges.

The Upcoming Shareholder Decision

Coeur's investors are set to cast their ballots in ten days. The vote requires approval for both the share issuance to New Gold stockholders and an increase in the company's authorized share count. It is unlikely the legal disputes will be resolved before the January 27 meeting, leaving open the question of whether they will influence the final tally.