Business
Great Quest Gold Enters Into Arrangement Agreement With Lotus Gold
VANCOUVER, British Columbia / Jun 27, 2025 / Business Wire / Great Quest Gold Ltd. (“Great Quest” or the “Company”) (TSX-V: GQ) is pleased to announce that furt
About this update from Ongwe Minerals Inc.
[{"type":"text","content":"VANCOUVER, British Columbia / Jun 27, 2025 / Business Wire / Great Quest Gold Ltd. (“Great Quest” or the “Company”) (TSX-V: GQ) is pleased to announce that further to its news release dated May 14, 2025, it has entered into a definitive arrangement agreement dated June 26, 2025 (the “Arrangement Agreement”) with Lotus Gold Corporation (“Lotus”), pursuant to which Great Quest intends to acquire all of the issued and outstanding common shares of Lotus (the “Lotus Shares”) in exchange for newly issued common shares in the capital of Great Quest (“GQ Shares”) as an arm's length transaction to be completed by way of a court-approved plan of arranged under the Business Corporations Act (British Columbia) (the “BCBCA”) (the “Arrangement”). Pursuant to the policies of the TSX Venture Exchange (the “TSXV”), the Arrangement will be considered a reverse takeover (the “RTO”) of the Company by Lotus, which will become a wholly-owned subsidiary of the resulting issuer (the “Resulting Issuer”) following completion of the Arrangement. Transaction Details Pursuant to the Arrangement Agreement, the shareholders of Lotus will receive such number of common shares of the Resulting Issuer (the “RI Shares”) such that the former Lotus shareholders will own 63.3% of the issued and outstanding RI Shares and the number of RI Shares held by the former shareholders of Great Quest will equal 36.7%. The number of RI Shares issued as consideration shares to former holders of Lotus Shares will be determined following completion of the Bridge Financing (as defined below) and announced in a subsequent news release accordingly. In accordance with the terms of the Arrangement Agreement, all outstanding warrants of Lotus will be exercisable to acquire RI Shares, in amounts and at exercise prices adjusted in accordance with the Arrangement Agreement. A subsequent news release will describe the valuation of Lotus. Arrangement Agreement The Arrangement will be subject to the following approvals: approval by the Supreme Court of British Columbia, requisite regulatory approval, including the approval of the TSXV; and the approval of the directors and the shareholders of each of Great Quest and Lotus. Among other terms customary for a transaction of this nature, the Arrangement Agreement includes the following terms and conditions: A change of name of the Company to such ...