Mr. Eric Sprott of 2176423 Ontario reports
ERIC SPROTT ANNOUNCES VOTING AND SUPPORT AGREEMENT FOR GOLDGROUP MINING'S PROPOSED ACQUISITION OF GOLD RESOURCE CORPORATION
Further to the news release of Goldgroup Mining Inc., dated Jan. 26, 2026, 2176423 Ontario Ltd., a company that Eric Sprott beneficially owns, has entered into a voting and support agreement with Gold Resource Corp. (GRC), in connection with Goldgroup's agreement to acquire all the shares of GRC pursuant to an arrangement agreement and plan of merger between Goldgroup and GRC.
Pursuant to the arrangement agreement, GRC's stockholders will receive 1.4476 common shares of Goldgroup for each share of GRC's common stock (adjusted to 0.3619 common share of Goldgroup for each share of GRC's common stock as a result of a 1:4 share consolidation to be completed by Goldgroup prior to closing.
Pursuant to the voting agreement, 2176423 Ontario has agreed, among other things, to vote all of its Goldgroup securities (that have a right to vote) in favour of the proposed transaction at any meeting of securityholders held to approve the proposed transaction.
Mr. Sprott, through 2176423 Ontario, holds 30,129,500 Goldgroup common shares and 15,852,250 share purchase warrants, representing approximately 10.3 per cent of the outstanding shares on a non-diluted basis and 14.9 per cent on a partially diluted basis assuming exercise of such warrants.
Mr. Sprott holds the Goldgroup securities for investment purposes and to support the proposed transaction and, depending on market or other conditions, may acquire additional securities of Goldgroup. If the voting agreement is terminated, Mr. Sprott may acquire additional securities of Goldgroup, including on the open market or through private acquisitions, or sell the securities, including on the open market or through private dispositions, in the future depending on market conditions, reformulation of plans and/or other relevant factors.
Goldgroup is located at Suite 410, 1111 Melville St., Vancouver, B.C., V6E 3V6. A copy of 2176423 Ontario's early warning report will appear on Goldgroup's profile on SEDAR+ and may also be obtained by calling Mr. Sprott's office at 416-945-3294 (2176423 Ontario, Suite 1106, 7 King St. E, Toronto, Ont., M5C 3C5).
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