i-80 Gold Corp. 8-K

What Happened

• i-80 Gold Corp. announced on March 23, 2026 that it issued $287.5 million aggregate principal amount of 3.75% Convertible Senior Notes due 2031 under an indenture with Computershare Trust Company, N.A. The offering included an initial purchasers’ option that was exercised in full, adding $37.5 million to the original amount. Interest accrues at 3.75% per year, payable semiannually beginning October 15, 2026. The notes are unsecured senior obligations of the company and mature on April 15, 2031, unless earlier converted, redeemed, or repurchased.

Key Details

• Total principal issued: $287.5 million (includes $37.5M option exercised).
• Interest rate and payments: 3.75% per year, paid semiannually on April 15 and October 15, starting Oct 15, 2026.
• Conversion terms: Initial conversion rate of 519.4805 shares per $1,000 of notes (≈ $1.93 per share), adjustable; holders may convert through the second business day before April 15, 2031.
• Redemption and repurchase: Company cannot redeem before April 20, 2029 (except for certain Canadian tax changes). On/after April 20, 2029 it may redeem if the stock trades above 130% of the conversion price for specified periods. The company must offer to buy notes for cash upon a “fundamental change.”
• Trustee and documentation: Indenture dated March 23, 2026 with Computershare Trust Company, N.A.; form of note and press releases announcing the offering are filed as exhibits to the 8-K.

Why It Matters

• This transaction creates a meaningful new debt obligation ($287.5M) and potential equity dilution if noteholders convert (at ~519.48 shares per $1,000). For investors, that affects the company’s capital structure—adding near-term interest expense (3.75%) while providing cash proceeds now. The convertible feature ties debt payoff to i-80’s share price over time (conversion and redemption mechanics depend on future stock performance). The filing also outlines events of default and customary covenants that could affect holders’ remedies if the company faces financial trouble.