Vancouver, British Columbia--(Newsfile Corp. - July 3, 2026) - Goldgroup Mining Inc. (TSXV: GGA) (OTCQX: GGAZF) (FSE: 55G0) ("Goldgroup" or the "Company") is pleased to confirm the ratio for the previously announced consolidation (the "Consolidation") of Goldgroup's issued and outstanding common shares without par value (each such share, a "Goldgroup Share"). In accordance with the terms of the Arrangement Agreement and Plan of Merger dated January 25, 2026, as amended May 15, 2026, Goldgroup and Gold Resource Corporation have jointly determined the ratio of the Consolidation to be one (1) post-Consolidation Goldgroup Share for every four (4) pre-Consolidation Goldgroup Shares.
As set out in the Company's information circular dated May 29, 2026 (the "Information Circular") and news releases dated May 15, 2026 and January 26, 2026, the Company will complete the Consolidation to meet the share price listing requirements of the NYSE American LLC (the "NYSE"). There can be no assurance that the Company's listing application to the NYSE will result in the Company's shares being listed for trading thereon. The Consolidation is subject to, among other things, the approval of the TSX Venture Exchange (the "TSXV"), which approval is subject to compliance with the requirements of the TSXV.
Stock Option Grant
The Company is also pleased to announce the grant of 3,750,000 pre-Consolidation options (937,500 post-Consolidation options) (the "Options") to certain directors of the Company under its omnibus equity incentive plan (the "Omnibus Plan"). The Options are exercisable to acquire 3,750,000 Goldgroup Shares at an exercise price of $1.55 per Goldgroup Share. The Options vest immediately and expire one (1) year from the date of grant, subject to the terms and conditions of the Omnibus Plan. The grant of the Options is subject to approval by the TSXV.
About Goldgroup
Goldgroup is a Canadian-based mining Company with two high-growth gold assets in Mexico. The Company holds a 100% interest in the recently acquired San Francisco project located in the State of Sonora. The project is fully permitted for a rapid restart of mining operations and is comprised of two open pits together with heap leach processing facilities and associated infrastructure. It is a robust project with significant gold resources and strong upside in terms of optimized development and multiple, large-scale exploration targets.
In addition to the San Francisco gold project, the Company has a 100% interest in the producing Cerro Prieto heap leach gold mine located in the State of Sonora.