G2 Goldfields Announces Filing and Mailing of Meeting Materials in Connection With the Acquisition by G Mining Ventures and Spin-Out With G3 Goldfields

About this update from G2 Goldfields, Inc.

TORONTO, May 25, 2026 (GLOBE NEWSWIRE) -- G2 Goldfields Inc. (“G2” or the “Company”) (TSX:GTWO; OTCQX:GUYGF) is pleased to announce that it has filed the management information circular (the “Circular”) and related meeting materials (collectively, the “Meeting Materials”) for the special meeting of the holders of common shares of G2 (the “G2 Shareholders”) to be held on June 16, 2026 (the “Meeting”). The mailing of the Meeting Materials to G2 Shareholders has commenced, and the Meeting Materials are also available on the Company’s website at www.g2goldfields.com and under the Company’s profile on SEDAR+ at www.sedarplus.ca. The Arrangement On April 9, 2026, G2 entered into a definitive agreement with G Mining Ventures Corp. (“GMIN”) and G3 Goldfields Inc. (“G3”) pursuant to which GMIN will acquire all of the common shares of G2 (the “G2 Shares”) and G2 will complete a spin-out transaction with G3 (the “Spin-Out”) pursuant to a plan of arrangement under the Canada Business Corporations Act (the “Arrangement”). At the Meeting, the G2 Shareholders will be asked to consider and, if deemed advisable, pass a special resolution (the “Arrangement Resolution”) approving the Arrangement and resolutions approving matters relating to the Spin-Out. If the Arrangement becomes effective, G2 Shareholders will be entitled to receive (i) 0.212 (the “Exchange Ratio”) of a common share of GMIN (each whole share, a “GMIN Share”) and (ii) 0.5 of a common share of G3 (each whole share, a “G3 Share”), resulting in approximately 19.9% of the issued and outstanding GMIN Shares and 100% of the issued and outstanding G3 Shares being owned by G2 securityholders upon completion of the Arrangement. Subject to the receipt of shareholder and court approvals, the Arrangement is anticipated to be completed in early July 2026. Benefits to G2 Shareholders Board Recommendation The Arrangement is the culmination of a comprehensive strategic process overseen by the board of directors of the Company (the “Board”) initially and subsequently by the special committee of independent directors (the “Special Committee”), as further described in the Circular. The Board, based in part on the fairness opinion that the Board received from Canaccord Genuity Corp. and the recommendation of the Special Committee which is based in part on the fairness opinion that the Special Committee received from ATB ...

View stock analysis, news, and events for G2 Goldfields, Inc.