G2 Goldfields set for July acquisition after 99.99% shareholder approval

G2 Goldfields Inc. shareholders have overwhelmingly approved a plan of arrangement that will see G Mining Ventures Corp. (GMIN) acquire the company, while also facilitating the spin-out of a new entity, G3 Goldfields Inc.

The resolution was approved at a special meeting of shareholders held on Wednesday, with 208.5 million shares voted in person or by proxy, representing approximately 80.6 percent of all outstanding shares.

According to voting results released by the company, 99.99 percent of votes cast supported the arrangement, with only 0.01 percent voting against it.

The transaction will result in GMIN acquiring all issued and outstanding common shares of G2 Goldfields, while G2 completes a spin-out transaction involving G3 Goldfields.

Shareholders also approved related resolutions, including the appointment of J. Patrick Sheridan as a new control person of G3, which received 90.6 percent support. In addition, shareholders approved G3’s stock option plan and restricted share unit plan with support levels of 91.67 percent and 97.89 percent respectively.

The arrangement is expected to close in July 2026, subject to customary closing conditions, including approval from the Ontario Superior Court of Justice (Commercial List).

Under the terms of the transaction, G2 shareholders will receive 0.212 of a GMIN common share and 0.5 of a G3 common share for each G2 share held immediately before the effective date of the arrangement.

G3 has also applied to list its shares on the Canadian Securities Exchange (CSE) following completion of the transaction, subject to meeting the exchange’s listing requirements.

G2 Goldfields is a Guyana-focused gold exploration and development company whose founders and management team have been associated with the discovery of more than 11 million ounces of gold across the Guiana Shield.

The company currently reports combined open-pit and underground mineral resources across five discoveries of approximately 1.62 million ounces of indicated gold resources and 1.91 million ounces of inferred gold resources.

Chief Executive Officer Daniel Noone said the company remains focused on advancing its gold assets in Guyana as it moves toward completing the transaction.

The voting results and further details of the arrangement have been filed on SEDAR+.