Mr. Daniel Noone reports
G2 GOLDFIELDS ANNOUNCES VOTING RESULTS FROM ITS SHAREHOLDERS MEETING
At G2 Goldfields Inc.'s annual general and special meeting of shareholders held earlier today, the G2 shareholders approved the annual general matters, as well as the matters relating to the proposed spinout of G2's interest in certain non-core assets into and G3 Goldfields Inc., a wholly owned subsidiary of G2, through a plan of arrangement under the Canada Business Corporations Act.
Voting results
A total of 190,251,811 common shares of G2 were voted in person or represented by proxy at the meeting, representing approximately 74.03 per cent of the votes attached to all the outstanding G2 shares as at the record date of the meeting.
The report of voting results will be made available under the company's profile on SEDAR+.
Spinout update
The court hearing for the final order to approve the spinout is scheduled to take place on Dec. 3, 2025. The spinout remains subject to final court and regulatory approvals, including final approval of the Toronto Stock Exchange. Additional details of the spinout are more fully described in the management information circular of the company dated Oct. 23, 2025, which is available under G2's profile on SEDAR+. The spinout is expected to be completed in Q1 (first quarter) 2026 following anticipated receipt of all court and regulatory approvals.
Pursuant to the terms of the spinout, G2 will, among other things, transfer: (i) its interests in the non-core assets to a wholly owned Guyanese subsidiary of G3; and (ii) a sufficient amount of cash to G3 (such amount to be determined by G2 at the relevant time) to satisfy G3's working capital and initial listing requirements (which the company anticipates to be approximately -15 million) in exchange for G3 common shares and G2 will distribute such G3 shares to its shareholders on the basis of one G3 share for every two G2 shares held as of the effective date of the spinout. Only shareholders of G2 as of the close of business on the effective date of the spinout will be entitled to receive G3 shares. Further details on the effective date of the spinout will be provided in Q1 2026. There will be no change in shareholders' holdings in G2 as a result of the spinout.
About G2 Goldfields Inc.
G2 Goldfields finds and develops gold deposits in Guyana. The founders and principals of the company have been directly responsible for the discovery of more than 10 million ounces of gold in the prolific and underexplored Guiana Shield. G2 continues this legacy of exploration excellence and success.
In March, 2025, G2 announced an updated mineral resource estimate for the Oko property in Guyana (see press release dated March 10, 2025). Highlights of the updated mineral resource estimate (MRE) include the following.
Total combined open-pit and underground resource for the Oko Main zone:
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513,500 ounces (oz) gold (Au) -- inferred -- contained within 3,473,000 tonnes of 4.60 grams per tonne (g/t) Au;
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808,000 oz Au -- indicated -- contained within 3,147,000 tonnes of 7.98 g/t Au.
Total combined open-pit and underground resource for the Ghanie zone:
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1,024,500 oz Au -- inferred -- contained within 12,062,000 tonnes of 2.64 g/t Au;
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663,400 oz Au -- indicated -- contained within 10,288,000 tonnes of 2.01 g/t Au.
Total open-pit resource for the Oko NW zone:
- 97,200 oz Au -- inferred -- contained within 4,976,000 tonnes of 0.61 g/t Au.
The MRE was prepared by Micon with an effective date of March 1, 2025. The Oko district has been a prolific alluvial goldfield since its initial discovery in the 1870s, and modern exploration techniques continue to reveal the considerable potential of the district.
All scientific and technical information in this news release has been reviewed and approved by Dan Noone (chief executive officer of G2 Goldfields), a qualified person within the meaning of National Instrument 43-101. Mr. Noone (BSc in geology, MBA) is a fellow of the Australian Institute of Geoscientists.
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