AngloGold Ashanti Holdings plc (the “Investor”) announced that it has acquired 24,500,000 common shares (the “Common Shares”) of G2 Goldfields Inc. (the “Issuer”) pursuant to a subscription agreement dated January 19, 2024 (the “Transaction”). The Investor is a wholly owned direct subsidiary of AngloGold Ashanti plc.
Immediately prior to the Transaction, the Investor did not have beneficial ownership of any securities of the Issuer. Immediately after the Transaction, the Investor acquired beneficial ownership of 24,500,000 Common Shares, representing approximately 11.7% of the issued and outstanding Common Shares on a non-diluted basis.
The Investor entered into the Transaction for investment purposes and intends to review its investment in the Issuer on a continuing basis. Depending upon a number of factors including market and other conditions, the Investor may from time to time increase or decrease its beneficial ownership, control, direction or economic exposure over securities of the Issuer.
Pursuant to the Investor Rights Agreement entered into between the Investor and the Issuer entered into on closing of the Transaction (the “Investor Rights Agreement”), provided the Investor maintains a diluted ownership interest of at least 10% (subject to and as calculated in accordance with the Investor Rights Agreement), the Investor is entitled to anti-dilution rights, comprising (a) the right to participate in future equity financings by the Issuer (the “Participation Right”), (b) where the Investor has exercised its full Participation Right in an equity financing of the Issuer, the right to acquire all or any portion of the equity securities that were not subscribed for by other investors in such equity financing, and (c) a top up right, in each case provided that the exercise of such rights may not cause the Investor’s diluted ownership interest (as calculated in accordance with the Investor Rights Agreement) to exceed 19.9%.
The Common Shares of the Issuer are listed on the TSX Venture Exchange under the symbol “GTWO” and the OTC Markets under the symbol “GUYGF”. The Issuer is a corporation existing under the laws of Canada with its head office at 141 Adelaide St. West, Suite 1101, Toronto, ON M5H 3L5.
