G Mining Ventures Corp. ("GMIN" or the "Corporation") (TSX:GMIN, OTCQX:GMINF) announces that the Corporation's largest shareholder, La Mancha Investments S.à r.l. ("La Mancha"), has elected to exercise its top-up right pursuant to the investor rights agreement between the Corporation and La Mancha that was initially entered into on July 22, 2022 and subsequently updated on July 15, 2024, which allows La Mancha to increase its ownership to up to 19.9%. This transaction represented the final opportunity for La Mancha to exercise its right to increase its ownership to such level, after which La Mancha retains only customary anti-dilution rights.
Louis-Pierre Gignac, President and Chief Executive Officer, stated: "This additional investment by La Mancha further demonstrates its long-term support and its strong conviction in our ability to create shareholder value as we continue our evolution into a leading intermediate gold producer."
In connection with the exercise of La Mancha's long-standing 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 CAD45.89 per Top-Up Share, for aggregate gross proceeds of approximately CAD427 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.
Vincent Benoit, Managing Partner and Chief Investment Officer of La Mancha, commented: "The investment reflects that La Mancha continues to see significant value creation potential in the Corporation. G Mining's strong performance and execution to date have reinforced La Mancha's original investment thesis, which remains firmly supported by the Corporation'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."
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