Dundee Precious Metals enters into voting support agreements with G Mining

Dundee Corporation (DPMLF) announced that two of its subsidiaries and a trust controlled by Dundee entered into Voting Support Agreements with G Mining Ventures Corp. (GMINF). The Support Agreements require the Dundee Entities to, among other things and subject to termination and other rights specified therein, vote all the common shares of Reunion Gold Corporation (RGDFF) owned by the Dundee Entities in favour of the proposed plan of arrangement among G Mining, Reunion and a newly created gold explorer that is expected to hold all of Reunion’s assets other than Oko West. For further details, see the joint news release of Reunion and G Mining dated April 22, 2024. Under the terms of the Arrangement, shareholders of Reunion will receive 0.07125 of a common share of a newly formed parent company for each Reunion Share. In addition, shareholders of Reunion will receive 0.05 of a common share of SpinCo for each Reunion Share, and G Mining has agreed to fund SpinCo with $15 million at completion of the Arrangement. Per the Joint News Release, the number of common shares issued by New GMIN to the shareholders of G Mining and Reunion will be equivalent to the combined company undergoing a 4-to-1 share consolidation upon closing of the Arrangement. According to the Joint News Release, Reunion shareholders will receive estimated consideration of $0.65 per Reunion Share, an estimated transaction equity value of $875 million, based on the closing price of the common shares of G Mining on the Toronto Stock Exchange on April 19, 2024, excluding the value of the SpinCo consideration. This represents a premium of 29% based on G Mining’s and Reunion’s closing price and 10-day VWAP on the Toronto Stock Exchange and TSX Venture Exchange as at April 19, 2024, respectively, without accounting for value of SpinCo. Upon completion of the Arrangement, existing G Mining and Reunion shareholders will own approximately 57% and 43% of the New GMIN on a fully-diluted in-the-money basis prior to the concurrent US$50 million equity financing described in the Joint News Release, and the New GMIN and Reunion shareholders will own 19.9% and 80.1%, respectively, of the outstanding common shares of SpinCo. As of the date hereof, Dundee currently owns indirectly, and exercises control and direction over, an aggregate of 183,264,394 Reunion Shares and 12,102,945 share purchase warrants of Reunion, representing an approximate 14.89% ownership interest in Reunion on an undiluted basis and a 15.72% ownership interest in Reunion on a partially diluted basis.