Northwire Canada EditionSunday, August 16, 2026
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Other

G2 Goldfields enters deal to spin out assets to G3

GTWO · Price

Executive Summary

  • G2 Goldfields Inc. entered into an arrangement agreement to spin out its non‑core assets into a wholly‑owned subsidiary, G3 Goldfields Inc., and distribute G3 shares to existing G2 shareholders on a 1 : 2 basis.
  • Approximately $15 million of cash will be transferred to G3 to fund working capital and satisfy initial listing requirements on the Canadian Securities Exchange (CSE).
  • The spin‑out requires regulatory approvals (TSX, CSE, court) and shareholder approval at the AGM/Special Meeting scheduled for 27 Nov 2025.

Key Details

  • Arrangement Agreement: G2 will transfer its interests in several Guyanese properties to a wholly‑owned subsidiary of G3 and provide cash (estimated $15 M).
  • Properties transferred to G3:
  • Tiger Creek – 3,686 acres (Puruni district)
  • Peters Mine – 8,346 acres (Puruni district)
  • Aremu Mine – 9,312 acres (Cuyuni district)
  • Aremu partnership (incl. historic Wariri Mine) – 39,214 acres (Cuyuni district)
  • Ghanie medium‑scale mining permit – 836 acres (Cuyuni district)
  • Property A – 5,481 acres (Region 7)
  • Property B – 20,739 acres (Region 7)
  • Share Distribution: One share of G3 will be issued for every two common shares of G2 held as of the effective date. Only shareholders on record at close of business on that date are eligible.
  • Cash Transfer: Amount to be determined by G2; anticipated ≈ $15 million to meet G3’s working‑capital and initial listing requirements.
  • Regulatory & Shareholder Approvals Required:
  • Toronto Stock Exchange (TSX) approval
  • Court of Appeal approval under the Canada Business Corporations Act
  • Approval by at least two‑thirds of votes cast at the AGM/Special Meeting on 27 Nov 2025.
  • Listing Plan for G3: Intended to list on the Canadian Securities Exchange (CSE) pending fulfillment of all CSE listing requirements.
  • Impact on G2 Shareholders: No change in their holdings of G2 shares; they receive additional G3 shares proportionally.
  • Strategic Rationale: Unlock value of non‑core assets, allow G2 to focus on the Oko project in Guyana, and provide G3 with capital to develop the transferred properties.

Notable Quotes

(No direct quotes were provided in the release.)

Read the original news release →

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