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G Mining Ventures Corp. ("GMIN" or the "Corporation") (TSX:GMIN,OTC:GMINF, OTCQX:GMINF) announces that the Corporation's largest shareholder, La Mancha S.a.r.L. ("La Mancha" or the "Fund") has elected to exercise its top-up right pursuant to the investor rights agreement dated July 15, 2022 between the Corporation and La Mancha (the "Investor Rights Agreement"), which allows the Fund to increase its ownership up to 19.9%.
This transaction represented the final opportunity to exercise that right, after which the Fund retains only customary anti-dilution rights.
Louis-Pierre Gignac, President and Chief Executive Officer, stated: "The investment reflects that La Mancha continues to see significant value creation potential in the Company. GMIN's strong performance and execution to date have reinforced La Mancha's original investment thesis, which remains firmly supported by the Company's growth strategy, portfolio of high-quality gold assets in Latin America, and highly experienced management team with a proven track record of building and operating mines."
In connection with the exercise of the top-up right, the Corporation has agreed to issue 9,311,745 common shares (the "Top-Up Shares") to La Mancha at a price of CAD 45.89, for aggregate gross proceeds of approximately CAD 427 million. There are no fees or commissions payable on the La Mancha subscription, which is expected to close on or about March 11, 2026, subject to customary closing conditions, including receipt of the Toronto Stock Exchange approval. Following the issuance of the Top-Up Shares, La Mancha will beneficially own approximately 19.9% of the issued and outstanding common shares of the Corporation.
The Oko West Gold Project ("Oko West") remains on-budget and on-schedule for first gold pour in the second half of 2027 and continues to be fully funded by the Corporation's balance sheet and cash flow. The Corporation intends to use the proceeds from the issuance of the Top-Up Shares to reduce reliance on debt pertaining to Oko West development, increase exploration efforts, accelerate debt repayment, and for general corporate purposes.
About G Mining Ventures Corp.
G Mining Ventures Corp. is a mining company engaged in the development, operation and exploration of precious metal projects to capitalize on the value uplift from successful mine development. GMIN is well-positioned to grow into the next mid-tier precious metals producer by leveraging strong access to capital and proven development expertise. GMIN is currently anchored in mining-friendly jurisdictions: Brazil, with the Tocantinzinho Gold Mine and the Gurupi Project as well as Guyana, with the Oko West Project. GMIN trades on the TSX under the symbol "GMIN".
Additional InformationÂ
For further information on GMIN, please visit the website at www.gmin.gold or contact:Â Â
Jean-François LemondeÂ
Vice President, Investor RelationsÂ
514.299.4926
Jflemonde@gmin.gold
Cautionary Statement on Forward-Looking Information
All statements, other than statements of historical fact, contained in this press release constitute "forward-looking information" and "forward-looking statements" within the meaning of certain securities laws and are based on expectations and projections as of the date of this press release. Beforehand, it must be noted that this press release's subject matter is forward-looking in its essence and nature. Forward-looking statements contained in this press release include, without limitation, those related to (i) the construction of Oko West will remain on track to achieve first gold production in H2-2027; (ii) the TZ average mill recovery in 2026, reflecting improvements achieved in 2025; (iii) the TZ sustaining capital for 2026, which will support key initiatives to sustain long-term performance of operations; (iv) Oko West being expected to produce an average of 350,000 ounces of gold per year at mine-site AISC of $1,123/oz, making it the largest gold project currently under construction; (v) GMIN's consolidated production being expected to reach approximately 500,000 ounces in 2028; (vi) the Gurupi mineral resources being anticipated to expand in 2026 and lead to a preliminary economic assessment in H2-2026; and (vii) in general, the whole contents of the sections entitled "2026 & 2027 Guidance Highlights" and "2026 Exploration Programs", all figures set out in the table featured in the section "2026 & 2027 Operational Guidance"; and, as usual, the section entitled "About G Mining Ventures Corp.", as well as the quoted comments of GMIN's President & Chief Executive Officer.
Forward-looking statements are based on expectations, estimates and projections as of the time of this press release. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Corporation as of the time of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. These estimates and assumptions may prove to be incorrect. Such assumptions include, without limitation, those relating to the TZ mine plan, the Oko West construction plan, the price of gold (namely the anticipated price of $4,000 per ounce), the currency exchange rates, and those underlying the items listed in the above section entitled "About G Mining Ventures Corp.".
Many of these uncertainties and contingencies can directly or indirectly affect, and could cause, actual results to differ materially from those expressed or implied in any forward-looking statements. There can be no assurance that, notably but without limitation, (i) gold production at TZ will increase in H2-2026 due to availability of higher-grade mineralization, in accordance with mine plan, and such availability will continue throughout the whole 2027; (ii) the Corporation will maintain a competitive cost structure in 2026 and improve same in 2027; (iii) the Corporation will effectively carry out its ambitious exploration program (expected to be its most important) during 2026 and perform a comparable one in 2027; (iv) free cash flow from TZ will remain strong and will continue to fund Oko West construction; (v) Oko West will continue to advance in line with plan; (vi) Oko West will remain on-schedule and on-budget to achieve first gold pour in H2-2027, and to become a large-scale and long-life mining operation; (vii) the current gold price of $4,500 per ounce will be at least maintained at the time Oko West will commence production; or (viii) TZ and Oko West will grow GMIN into the next mid-tier precious metals producer, as future events could differ materially from what is currently anticipated by the Corporation. In addition, there can be no assurance that Brazil and/or Guyana will remain mining-friendly jurisdictions.
By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. Forward-looking statements are provided for the purpose of providing information about management's expectations and plans relating to the future. Readers are cautioned not to place undue reliance on these forward-looking statements as a number of important risk factors and future events could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions and intentions expressed in such forward-looking statements. All of the forward-looking statements made in this press release are qualified by these cautionary statements and those made in the Corporation's other filings with the securities regulators of Canada including, but not limited to, the cautionary statements made in the relevant sections of the Corporation's (i) Annual Information Form dated March 27, 2025, for the financial year ended December 31, 2024, and (ii) Management Discussion & Analysis. The Corporation cautions that the foregoing list of factors that may affect future results is not exhaustive, and new, unforeseeable risks may arise from time to time. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements or to explain any material difference between subsequent actual events and such forward-looking statements, except to the extent required by applicable law.
