DPM Metals Inc. (TSX:DPM)
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48.06
+0.22 (0.46%)
May 13, 2026, 11:19 AM EST
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AGM 2026

May 6, 2026

Operator

Hello, welcome to DPM Metals Annual Meeting of Shareholders. Please note that today's meeting is being recorded. If you participate in today's meeting and disclose personal information, you will be deemed to consent to the recording, transfer, and use of same. If you disclose personal information of another person in today's meeting, you will be deemed to represent and warrant to Computershare and the company that you first obtained and required consent for the disclosure, recording, transfer, and use of such personal information from all appropriate persons before your disclosure. It is now my pleasure to turn today's meeting over to Juanita Montalvo, Chair of the Board, who will chair today's meeting. Ms. Montalvo, the floor is yours.

Juanita Montalvo
Chair of the Board, DPM Metals

Good afternoon, everyone. Welcome to the 2026 Annual Meeting of Shareholders of DPM Metals. My name is Juanita Montalvo, and as Chair of the Company, I will chair today's meeting. This year, we are once again holding our meeting in a virtual format via live webcast, allowing for broader participation by our shareholders and proxyholders regardless of geographic location while ensuring full opportunities for engagement. Participants can join from anywhere, ask questions, and vote in real time. We also welcome guests who are joining us today to listen to our meeting. We would like to set out a few rules for orderly conduct of the meeting.

These are as follows. Questions can be submitted using the Q&A icon located on the right side of your screen. Please note that there may be a slight delay in questions being received by us after they have been submitted. Please follow the instructions in the virtual platform, which will ask you to indicate your name, which entity you represent, if any, and confirm whether you are a registered shareholder or a duly appointed proxyholder. Questions related to a motion can be submitted by a registered shareholder or duly appointed proxyholder. When reading out a question on a motion, we will note the name of the shareholder or proxyholder submitting the question.

Following the formal part of the meeting and management's presentation, there will be a Q&A session where all shareholders, proxyholders, and guests are welcome to ask questions of a more general nature. To deal with all questions in a timely fashion, questions of a similar nature will be answered once. If we are unable to address your question during the meeting due to time constraints, a representative of the company will reach out to you following the meeting with a response. Voting on all matters will be conducted by electronic ballot. To allow sufficient time for voting, the polls will be open at the beginning of the meeting.

I remind you that only registered shareholders and duly appointed proxyholders who have properly logged in with their control numbers or username will be asked to vote on each business item and will be able to see motions being brought forth at this meeting on their screens. If you are a registered shareholder and you have already voted by proxy, you do not need to vote again unless you wish to change your vote. If you plan to vote at the meeting, you may choose to vote on each resolution immediately or wait until after an item is discussed or following the conclusion of discussions on all voting matters.

To vote, simply click on your choice for or withhold or against as applicable. A confirmation message will appear to show your vote has been received. To change your vote, simply change your selection. The votes you have submitted on each polling item at the time the poll closes will be recorded. Totals in favor or against or withheld, as the case may be, for each resolution item will be tallied by the scrutineers once the voting is completed, and the chair will report on the outcome of all motions at the end of the meeting. To expedite the formal part of the meeting, David Rae, DPM's President and Chief Executive Officer, will be moving all motions as the proxy appointee.

Following the formal business, David Rae will provide an overview of our operating performance and growth outlook and respond to questions. This past year marked an important period for the company, including our name change to DPM Metals Inc., the completion of the acquisition of our Vares operation, and the expansion of our market presence through a listing on the Australian Securities Exchange. Before we proceed, I would like to thank our shareholders for their continued support, as well as our employees, management team, and board members for their dedication and contributions over the past year.

We will now proceed with the formal portion of today's meeting. The 2026 Annual Meeting of the Shareholders of the company will now come to order. I declare that the polls are open on all resolutions and will remain open until the last item of business of the meeting has been completed. Kelly Stark-Anderson, Corporate Secretary of the company, will act as Secretary of the meeting. For the purposes of this meeting, I appoint Computershare Investor Services as scrutineers to compute the votes of any polls taken at this meeting and to report thereon to the Secretary. The items of business for today's meeting are set out in the management information circular of the company dated March 19th, 2026.

Once again, we have provided meeting materials to shareholders using notice and access. Each shareholder has been sent a notice advising that the meeting materials are available on our website at www.dpmmetals.com. Physical copies of the meeting materials were only provided to shareholders who previously requested paper copies. The meeting materials were mailed on April 2nd, 2026. Unless there's any objection, which may be voiced only by registered shareholders or duly appointed proxyholders by using the instant messaging service of the virtual interface, the Q&A feature icon, I will dispense with the reading of the notice of meeting.

Copies of the management information circular and other meeting materials are available under the company's profile on the SEDAR+ website. As no objections have been received, we will continue. Our transfer agent, Computershare Investor Services, Inc., has attested to the proper mailing of the notice calling this meeting. The transfer agent has filed with me proof of service of such mailing, and I direct that a copy of such proof of service be retained with the records of the company. I have been advised that there are two or more people attending the meeting who hold or represent by proxy voting shares representing more than 25% of all outstanding voting shares of the company.

A quorum of shareholders is present, and the meeting is properly called and duly constituted for the transaction of business. I have received the scrutineer's report, and I direct that their formal report be retained with the records of the company. As the first item of business on the agenda for today's meeting, I present the audited consolidated financial statements of the company for the year ended December 31st, 2025, together with the auditor's report to the shareholders thereon. Copies of such documents have been mailed to the shareholders who requested them. The next item of business is the election of directors.

In accordance with the advanced notice bylaws of the company for nomination of directors by shareholders, we did not receive any notice of any director nominations for this year's meeting. The only persons eligible to be nominated for election as directors of the company are the persons recommended for nomination by management. The eight directors to be elected by the shareholders of the company shall hold office until the close of business of the first annual meeting of shareholders of the company following election or until their successors are elected or appointed.

Nominated as directors for the ensuing year or until their successors are elected or appointed are the following: Nicole Adshead-Bell, Robert Bosshard, Jaimie Donovan, Martin Horgan, Kalidas Madhavpeddi, Juanita Montalvo, David Rae, and Marie-Anne Tawil. Each of the persons nominated has confirmed that they are prepared to serve as a director. I would also like to take a moment to welcome Martin Horgan, who is standing for election as a director for the first time this year. Mr. Horgan brings significant leadership experience in the mining industry, and we look forward to the perspective and expertise he will contribute to the board.

Since there are no other nominations, a motion to elect each of the individual nominees as directors has been moved. Unless there are any questions, I will move to the next item of business. The next item of business is the appointment of the auditor of the company for the ensuing year and to authorize the directors of the company to fix the auditor's remuneration. The Board of Directors of the company has approved, subject to shareholder confirmation, the appointment of PricewaterhouseCoopers LLP Chartered Professional Accountants as the auditor of the company.

It has been moved that PricewaterhouseCoopers LLP, Chartered Professional Accountants, be appointed as auditor of the company until the next annual meeting of shareholders, and that the Board of Directors be authorized to fix the auditor's remuneration. Unless there are any questions, I will move to the next item of business. The next and final item of business is to pass a non-binding advisory resolution accepting the company's approach to executive compensation as described in the circular. It has been moved that the non-binding advisory resolution accepting the company's approach to executive compensation be approved and confirmed. As we mentioned, voting today is being conducted by electronic ballot.

I will now take a moment for registered shareholders and appointed proxyholders to complete voting. For those of you who have not yet cast your votes, please do so now. We will provide registered shareholders and duly appointed proxyholders approximately one more minute to complete the ballots. Once the electronic balloting closes, the voting page will disappear, and your votes will automatically be submitted. Voting is now closed. I would ask that the scrutineer compile their report regarding the results of voting on all business matters. However, I've been advised that based on the proxies we have received to date, votes have been cast overwhelmingly in favor of all matters presented today.

Each of the director nominees received more than 98% of votes in favor of their election as a director of the company to serve until the next annual meeting of shareholders or until their successors are elected or appointed. 91.42% have voted in favor of the appointment of PricewaterhouseCoopers LLP as the auditor of the company and to authorize the board of directors of the company to fix their remuneration. 98.32% have voted in favor of passing a non-binding advisory resolution accepting the company's approach to executive compensation. I declare that each of the eight nominees have been duly elected as directors.

PricewaterhouseCoopers LLP has been duly appointed as the auditor of the company, and the non-binding advisory resolution accepting the company's approach to executive compensation has been duly passed. Detailed voting results will be filed on SEDAR+ and by press release following the meeting. The formal items of business as set out in the notice of meeting have now been dealt with. It has been moved that this meeting now terminate. As there are no further business to come before the meeting, I declare the formal part of the meeting to be concluded. I will now turn the meeting over to our President and CEO, David Rae, who will provide an update on our 2025 performance and strategic priorities. David's remarks will be followed by a question- and- answer period.

David Rae
President and CEO, DPM Metals

Thank you, Juanita. It's my pleasure to provide a brief overview of performance in 2025 and our continuing efforts to deliver superior value to our stakeholders. I will outline why we are excited about what lies ahead for DPM in 2026 and beyond, given our future pipeline, our success in exploration, and our proven ability to optimize assets. First, let me draw your attention to the cautionary statement on slide six, as I will be discussing forward-looking information during my remarks, as well as the non-GAAP disclosures outlined on slide seven. Our excellent 2025 results and solid Q1 performance reinforce the DPM strengths that underpin our strategy to be a premier mining business delivering above average returns to our investors.

First, we are a responsible and efficient operator. In 2025, we once again achieved our gold production guidance, continuing our exceptional 11-year track record of delivery. We announced yesterday with our Q1 results, we are on track to deliver our 2026 guidance targets. Importantly, we achieved this track record while maintaining our high standards in safe and responsible mining, setting a new record for safety and delivering strong environmental performance. We are proud to once again be featured in the S&P Global Sustainability Yearbook, which highlights the world's leading companies in sustainability.

Second, we are developing a peer-leading growth pipeline. In 2025, we acquired the Vares operation, adding near-term production growth as we ramp up the operation to full production by the end of this year. We continue to advance the Čoka Rakita project through permitting, targeting startup of construction in 2027. We also published an initial mineral resource estimate for the Dumitru Potok and other Rakita camp discoveries, which are all within 1 km of Čoka Rakita and which highlight the Rakita camp's potential as a Tier 1 gold asset.

In November, we announced the discovery of a new high-grade zone at Chelopech in a previously underexplored area of the mine, representing an exciting opportunity to further extend our flagship operation. Thirdly, we're fully funded for growth. We've consistently delivered free cash flow generation, including a record $505 million in 2025. We currently have approximately $1 billion of total liquidity, allowing us to internally fund our growth profile. At the same time, our investors are benefiting from our low cost, high margin gold production as we return excess capital to shareholders through our share buyback and quarterly dividend.

Overall, we are pleased to see our accomplishments in 2025 resulting DPM being one of the top performing stocks among midcap precious metals producers. Our accomplishments in 2025 have laid a strong foundation for the future. I'd now like to turn our attention to our asset portfolio and highlight where we see potential to unlock future value. Our flagship asset, Chelopech, continues to underpin our success, bolstered by our 20+ years experience operating and optimizing the operation into the low cost efficient mine it is today. The updated life of mine plan we published in February extended mine life to 10 years and sustains an average production level of approximately 160,000 gold equivalent ounces.

This does not incorporate the Wedge Zone Deep discovery located 300 m from existing mine infrastructure and with the initial drill results demonstrating gold grades that more than double Chelopech's reserve grade. This has the potential to benefit our next three-year outlook for Chelopech. There are also multiple exploration targets across the 4,100 hectare land package, including the Chelopech North and Brevene licenses, which surround the Chelopech mine concession and where we are completing a 50,000 m drilling program this year. At our new Vares operation, we're on track to achieve the full 850,000 tons per year processing rate by year end.

From day one under DPM's ownership, commencing in September 2025, we focused on embedding DPM's health and safety practices at Vares operations. Ensuring the well-being of our people remains our top priority. We've also transformed local training programs to accelerate development of future leaders and engage with stakeholders, both very important steps as we build a strong foundation for long-term success. We have continued to make strong progress at Vares with development rates in line with expectations and the paste backfill plant on track for commissioning in the third quarter.

Our track record of optimizing assets and driving efficiencies gives us the confidence that we can unlock additional value at Vares, just as we've done at Chelopech. Our growth priority in 2026 is advancing Čoka Rakita permitting to support a construction decision. Late last year, we completed the feasibility study for the Čoka Rakita project as planned, confirming robust economics for a high margin underground gold mining operation, contributing almost 190,000 gold ounces annually for the first five years. At first quartile life of mine, all-in sustaining costs of $644 per ounce of gold sold. In November, we achieved a key permitting milestone with the approval to initiate the special purpose spatial planning process.

Permitting activities continue with a detailed permitting timeline focused on supporting startup of construction in early 2027. We are maintaining close and proactive engagement with the relative authorities to support the permitting process, and we remain confident in the overall progress at Čoka Rakita. In terms of our exploration activities at the Rakita camp, in early December, we announced initial mineral inferred resource estimates for Dumitru Potok, Frasen, and Rakita North of 2.6 million ounces of gold and 1.9 billion pounds of copper. The mineral resource estimates demonstrate the Rakita camp's potential as a district-scale gold-copper system, with all three prospects remaining open in multiple directions and sitting alongside several other high-potential targets along a 6 km trend.

Within 14 months of announcing these initial discoveries, they have rapidly grown into a significant gold-copper inferred mineral resource, a remarkable achievement over a short period of time, underscoring the significant potential of the Rakita camp. Together with the Čoka Rakita feasibility study, this confirms the Rakita camp as a tier-one gold asset for DPM, offering a rare combination of scale, grade, and longevity. In mid-March 2026, we received a normal course renewal of exploration permits for the Čoka Rakita license as anticipated. We've initiated a 20,000 m drilling program. We look forward to sharing our progress over the course of the year.

In 2026, we have the opportunity to establish a new track record for responsible mining as we prepare for the end of Ada Tepe's mine life. As the first new mine in the Balkans in over 40 years, Ada Tepe has demonstrated DPM's ability to permit, build, and operate a world-class asset. Our goal with our approach to responsible mine closure is to ensure that the community will continue to thrive and grow long after our operations have ended. Our closure plan includes rehabilitating and returning 95% of the mine area back to the Natura 2000 protected area. We recently launched a microsite to highlight the story of Ada Tepe, the benefits DPM stewardship of the asset has generated for the local community, and outline our plans for its future as a fully rehabilitated site.

This is an exciting time for DPM and our shareholders. Our future as a growing precious metals producer, offering a peer-leading development pipeline and proven approach to capital allocation, is underpinned by our exceptional operational track record. We are focused on executing on our strategy to deliver above-average returns for our shareholders as a mid-tier precious metals company with a clear path forward to drive value. In closing, I want to take this opportunity to thank our global teams for their dedication to delivering another year of outstanding results, our communities for their ongoing partnership, and our shareholders for your ongoing support as we work to generate superior value as a premier mining business. I'd be happy to take any questions from the audience.

Jennifer Cameron
Director of Investor Relations, DPM Metals

For anyone wishing to ask a question, you may type in your question through the meeting's virtual interface under the Q&A chat function. While we allow a moment for any questions to populate, David, we have been getting a lot of questions about the potential of Chelopech and the new Wedge Zone Deep target, and you note that it wasn't incorporated into the new life of mine plan. What is the timing you're thinking about how we begin to see the benefits of this new discovery, and what is its long-term potential?

David Rae
President and CEO, DPM Metals

Yeah. Thanks, Jennifer. Wedge Zone Deep is a relatively new discovery at Chelopech that we announced just after mid-year last year. We immediately set about working on a 10,000 m drilling program, which we've completed in Q1. The intent from this point is to look at that. We've got various pieces of work going on, including metallurgical test work, whereby we can evaluate the means by which we would go about getting to and recovering the material from this area. Just for clarity, this is 300 m below the existing workings. In combination with that being close to existing workings and ventilation, it also represents a rather interesting opportunity. This is the first time we've really done any active drilling below at sea level, which at Chelopech is 750 m below surface.

The reason for that was there'd been an assumption that high sulfidation epithermal formations, as is Chelopech, would not have the particular conditions for formation below that level. This is something very interesting in that we found something at this level, and we're now looking to see how that might imply the possibility of further high-grade additions to the reserves and resources at Chelopech as we understand and characterize this and look to bring it into our future planning for Chelopech. Having just extended the mine life from eight years to 10 years, this is now looking to bring in the potential of high-grade, medium to long-term ounces into the Chelopech portfolio.

This is exciting because at the same time we're extending life, we're also finding higher grade material to offset some of the decreases in grades you typically see in an asset such as Chelopech. In addition to that, we are adding additional licenses around the Chelopech license, and it just so happens that this zone butts up against what is going to be called the Chelopech North license, which we're anticipating receiving during the course of this year. That's an additional package to the north. With that, there's another that we're working on and we're busy taking through the very well-defined Bulgarian process to take a license through geological discovery, commercial discovery, and ultimately apply for a concession.

The excitement is that we're discovering things in new areas and changing our concepts of what our future might look like. In addition, we're bringing in additional license areas into the concession. We're very excited about the future of Chelopech and what this might mean.

Jennifer Cameron
Director of Investor Relations, DPM Metals

Great. A question from the chat function. Can you talk about how the progress of Vares ramp up is proceeding, and what are the key milestones to watch for in 2026?

David Rae
President and CEO, DPM Metals

Thank you. As we'd indicated, Vares commenced the operational resumption in January, as expected. Between September taking over ownership, having operated through September, we, as we said we would as planned, shut down during the fourth quarter to basically make the changes that we needed to make to refocus the efforts on decline development and in order to open up the operational opportunities underground. Happy to say that we've successfully met our development targets in the advances that we have planned in ventilation and expanding the lateral development to be able to increase the working faces from 2 through to 6 through the course of the first quarter, through to our Q3 and into Q4 situation.

Just to talk quickly about the ramp as we anticipate it, we're currently on track to produce 900,000 ounces of silver in the first quarter at operating cost below $1,000 per ounce per GEO. Q2, we're anticipating taking up to 20 days in order to prepare for expansion, which is further development through to meet our full capacity, which is installing an additional tailings filter. We'll be taking downtime in Q2, which we'll be able to accommodate within the plan, which will then de-risk our Q3 and Q4 activities. Two-thirds of the total production is going to come in the second half of the year, and we're very much on track in order to deliver that.

I would anticipate that in Q3, achieving commercial production, and in Q4, we anticipate operating at the full production of 850,000 tons per year rate at Vares.

Jennifer Cameron
Director of Investor Relations, DPM Metals

Great. That concludes the Q&A portion of the meeting.

Juanita Montalvo
Chair of the Board, DPM Metals

That's all the time we have for questions. I thank you for your continued interest and the support of DPM Metals. We've appreciated your participation today. If we were unable to answer your questions in the time allotted, we will follow up directly with you as soon as possible. Shareholders are always welcome to ask questions by emailing our investor relations department at investor.info@dpmmetals.com. Thank you very much.

Operator

This concludes the meeting. You may now disconnect.

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