Anglogold Ashanti Holdings Plc To Acquire Additional Shares Of G2 Goldfields Inc.

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SURREY, UNITED KINGDOM, July 18, 2024 /CNW/ - AngloGold Ashanti Holdings plc (the "Investor") announced today that, in connection with its participation right pursuant to the investor rights agreement entered into between the Investor and the G2 Goldfields Inc. (the "Issuer") on January 19, 2024 (the "Investor Rights Agreement"), it has agreed to acquire an additional 8,965,365 common shares of the Issuer ("Shares") through the Issuer's previously announced non-brokered private placement of 28,965,365 Shares at a price of $1.45 per Share for aggregate gross proceeds of approximately C$42,000,000 (the "Private Placement").

As of the date hereof, the Investor has beneficial ownership of 26,758,600 Shares, representing approximately 12.8% of the issued and outstanding Shares on a non-diluted basis. Upon closing of the Private Placement, assuming the Investor participates on the terms set forth above, the Investor will have beneficial ownership of 35,723,965 Shares, representing approximately 15.0% of the issued and outstanding Shares on a non-diluted basis.

Pursuant to 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 Investor intends to participate in the Private Placement for investment purposes and in order to increase the size of its strategic investment in the Issuer. Pursuant to the Investor Rights Agreement and in accordance with the Participation Right, the Investor has the right to participate in equity financings of the Issuer to maintain or increase its interest in the Issuer. 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.

The Shares are listed on the TSX 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.

An early warning report will be electronically filed with the applicable securities commission in each jurisdiction where the Issuer is reporting and will be available on SEDAR+ at www.sedar.com. For further information or to obtain a copy of the early warning report, please contact:

SOURCE S&E Services Limited Partnership