Mako Mining Corp. (NASDAQ: MAKO) (TSXV: MKO) has announced a non-binding letter of intent signed September 11, 2026 with related party Sailfish Royalty Corp. to establish a corporate-level, long-term gold stream spanning 240 months. Under the proposed transaction, Sailfish would issue 70,000,000 common shares to Mako at $5.76 per share, potentially giving Mako approximately 49.00% of Sailfish's outstanding shares. The deal is structured to lower Mako's cost of capital and position the company to return capital to shareholders or pursue accretive acquisitions.

Key Points

  • Mako Mining Corp. (NASDAQ: MAKO) (TSXV: MKO) announced a non-binding LOI with Sailfish Royalty Corp. on September 11, 2026
  • Mako would deliver refined gold monthly in escalating tranches — from 650 troy ounces to 1,000 troy ounces — over a 240-month term
  • Sailfish would pay 25% of the LBMA PM Fix price per ounce delivered; Mako would receive 70,000,000 Sailfish shares valued at $5.76 each
  • Investors should watch for shareholder votes, fairness opinions, regulatory approvals, and execution of a definitive Gold Purchase Agreement

Escalating Gold Delivery Schedule and Sailfish Share Consideration

The LOI outlines a structured, four-phase delivery schedule over the 240-month term. Mako would deliver 650 troy ounces monthly until August 1, 2028, rising to 750 ounces until February 1, 2031, then 900 ounces until February 1, 2037, and finally 1,000 ounces per month for the remainder of the term. Sailfish will pay Mako 25% of the LBMA PM Fix price on each delivery date. Mako may source deliverable gold from any operation except its Mt. Hamilton Project, including LBMA-approved gold bars. The 70,000,000 Sailfish shares issued as consideration are subject to a four-month-and-one-day statutory hold period and a 12-month contractual lock-up post-closing.

Strategic Rationale: Lower Cost of Capital and Dividend Potential

Mako's stated purpose is to exploit the valuation premium that gold royalty companies command over operators. The release states Sailfish intends to amend its dividend policy following closing so that holders of every 18,000 Sailfish shares receive the cash equivalent of one ounce of gold per year, payable quarterly. Mako's CEO Akiba Leisman noted in the announcement that the company's cash and securities balance has grown by over US$110 million since early 2024, through operations and a US$37.4 million equity raise. The company indicated it holds approximately US$112 million in cash and securities as of June 30, 2026, and expressed intent to return the majority to shareholders via dividends if no higher-returning acquisitions are identified.

Related Party Oversight and Regulatory Conditions Required

Because both companies are controlled by Wexford Capital LP, the transaction constitutes a related party transaction under Multilateral Instrument 61-101. An independent special committee comprising John Hick, Mario Caron, and Laurie Gaborit has been appointed to evaluate the deal. Stifel Canada will provide a fairness opinion and Evans & Evans, Inc. will prepare an independent formal valuation. Completion requires disinterested shareholder approval from both companies, TSXV approval, and execution of a definitive Gold Purchase Agreement. The company cautioned there is no assurance the transaction will be completed on proposed terms or at all.