Loncor Gold holders approve acquisition by Chengtun

Executive Summary

• Loncor Gold Inc. shareholders approved the previously announced acquisition of Loncor by Chengtun Mining Group Co. Ltd. (via its subsidiary Chengtun Gold Ontario Inc.) at a special meeting held earlier today.
• The transaction was approved pursuant to a plan of arrangement under the Ontario Business Corporations Act, meeting the required voting thresholds (66-2/3% of votes cast and a simple majority excluding interested shareholders).
• Closing of the transaction remains subject to a final court order from the Ontario Superior Court of Justice and the satisfaction or waiver of other conditions in the arrangement agreement dated October 14, 2025.

Key Details

• Transaction Structure: Acquisition of Loncor Gold Inc. by Chengtun Mining Group Co. Ltd. through its wholly owned subsidiary, Chengtun Gold Ontario Inc., via a plan of arrangement under the Ontario Business Corporations Act.
• Voting Requirements Met: Approval required (i) at least 66-2/3rds per cent of votes cast by shareholders present in person or by proxy, and (ii) a simple majority of votes cast excluding those of persons whose votes must be excluded under Multilateral Instrument 61-101.
• Conditions to Closing:
  • Receipt of a final order from the Ontario Superior Court of Justice (Commercial List).
  • Satisfaction or waiver of other conditions contained in the arrangement agreement dated Oct. 14, 2025.
• Loncor Gold Profile: Canadian gold exploration company focused on the Ngayu greenstone gold belt in the Democratic Republic of the Congo (DRC).
  • Imbo Project (Adumbi Deposit): Indicated mineral resource of 1.88 million ounces of gold (28,185,000 tonnes grading 2.08 g/t Au).
  • Inferred Resources: Adumbi deposit and two neighbouring deposits hold an inferred mineral resource of 2.09 million ounces of gold (22,508,000 tonnes grading 2.89 g/t Au), with 84.68% attributable to Loncor.
  • PEA: Preliminary Economic Assessment completed for Adumbi deposit, announced in December 2021 following drilling in 2020 and 2021.
• Chengtun Mining Profile: Publicly listed on the Shanghai Stock Exchange (ticker 600711). Specializes in new energy metal resources (copper, cobalt, nickel) and has identified gold as a key strategic business area. Owns and operates mines in the DRC, notably the Kalongwe copper-cobalt mine.

Notable Quotes

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