Gold Resource Corp. Files 8-K for Material Definitive Agreement

TL;DR

GRC signed a big deal, filing 8-K today.

AI Summary

On September 2, 2025, Gold Resource Corp. entered into a material definitive agreement. The company, incorporated in Colorado with its principal executive offices in Denver, filed a Form 8-K to report this event. The filing also includes financial statements and exhibits.

Why It Matters

This filing indicates a significant new contract or partnership for Gold Resource Corp., which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.

Key Numbers

• 001-34857 — SEC File Number (Identifies the company's filing history with the SEC.)
• 84-1473173 — EIN (Employer Identification Number for tax purposes.)

Key Players & Entities

• Gold Resource Corp. (company) — Registrant
• September 2, 2025 (date) — Date of earliest event reported
• Denver, Colorado (location) — Principal executive offices
• 80237 (zip_code) — Zip code for principal executive offices
• 303-320-7708 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.45 — hares of its common stock at a price of $0.45 per share (the "Shares") in a registere
• $11.4 million — roceeds to the Company of approximately $11.4 million (the "Offering"). The Offering closed o
• $6.4 million — he Company intends to use approximately $6.4 million of the net proceeds of the Offering to

Filing Documents

• goro-20250902x8k.htm (8-K) — 62KB
• goro-20250902xex5d1.htm (EX-5.1) — 16KB
• goro-20250902xex10d1.htm (EX-10.1) — 160KB
• goro-20250902xex99d1.htm (EX-99.1) — 14KB
• goro-20250902xex5d1001.jpg (GRAPHIC) — 10KB
• goro-20250902xex99d1001.jpg (GRAPHIC) — 14KB
• 0001558370-25-011929.txt ( ) — 438KB
• goro-20250902.xsd (EX-101.SCH) — 4KB
• goro-20250902_lab.xml (EX-101.LAB) — 16KB
• goro-20250902_pre.xml (EX-101.PRE) — 11KB
• goro-20250902x8k_htm.xml (XML) — 5KB

01

Item 1.01 Entry into a Material Definitive Agreement On September 2, 2025, Gold Resource Corporation (the "Company") entered into a securities purchase agreement (the "SPA") with certain investors providing for the purchase and sale of up to 25,315,960 shares of its common stock at a price of $0.45 per share (the "Shares") in a registered direct offering, resulting in estimated total gross proceeds to the Company of approximately $11.4 million (the "Offering"). The Offering closed on September 8, 2025. The Shares were sold by the Company in a registered direct offering pursuant to a "shelf" registration statement on Form S-3 (File No. 333-271913), including an accompanying prospectus, declared effective by the United States Securities and Exchange Commission (the "SEC") on June 9, 2023. The Offering of the Shares was made only by means of a prospectus, including a prospectus supplement, that forms a part of the registration statement. A final prospectus supplement and accompanying prospectus relating to the registered direct offering has been filed with the SEC and is available on the SEC's website located at www.sec.gov. The Company intends to use approximately $6.4 million of the net proceeds of the Offering to prepay in full the principal amount (including accrued interest) of the loan (the "Loan") under that certain Loan Agreement, dated as of June 26, 2025, by and among the Company, Don David Gold Mexico S.A. de C.V., the Company's wholly owned Mexican subsidiary (the "Don David Gold Mine"), and Francisco Javier Reyes de la Campa and Jaluca Limited, as the lenders. The Company has the right to prepay the Loan, in whole or in part, at any time without penalty. The remaining proceeds from the Offering after prepayment of the Loan will be used for working capital and general corporation purposes, including to continue the development of the Three Sisters vein system at the Don David Gold Mine and to support progress on the prefeasibility study and the perm

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements that involve risks and uncertainties. The statements contained in this Current Report on Form 8-K that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. When used in this Current Report on Form 8-K, the words "plan," "target," "anticipate," "believe," "estimate," "intend" and "expect" and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements include, without limitation, the intended use of proceeds from the Offering. All forward-looking statements in this Current Report on Form 8-K are based upon information available to Gold Resource Corporation as of the date of this Current Report on Form 8-K, and the Company assumes no obligation to update any such forward-looking statements. Forward-looking statements involve a number of risks and uncertainties, and there can be no assurance that such statements will prove to be accurate. The Company's actual results could differ materially from those discussed in this Current Report on Form 8-K. Forward-looking statements are subject to risks and uncertainties that may be found in 2 the periodic and current reports filed with the SEC by the Company, including the Company's Annual Report on Form 10-K for the year ended December 31, 2024, which are available on the SEC's website at www.sec.gov .

01

Item 7.01 Regulation FD Disclosure On September 3, 2025, the Company issued a news release announcing the Offering. A copy of the news release is attached as Exhibit 99.1 to this Current Report on Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any of the Company's filings or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Financial Statements and Exhibits

Financial Statements and Exhibits (d) Exhibits. The following exhibits are furnished with this Current Report on Form 8-K: Exhibit Number Description of Exhibit 5.1 Opinion of Davis Graham & Stubbs LLP 10.1 Form of Securities Purchase Agreement 23.1 Consent of Davis Graham & Stubbs LLP (included in Exhibit 5.1) 99.1 News Release dated September 3, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GOLD RESOURCE CORPORATION Date: September 8, 2025 By: /s/ Allen Palmiere Name: Allen Palmiere Title: Chief Executive Officer and President 4

View Full Filing

View this 8-K filing on SEC EDGAR