TORONTO, April 14, 2026 (GLOBE NEWSWIRE) -- O2Gold Inc. (NEX:OTGO.H) ("O2Gold" or the "Company") announces today that it has elected to not extend the term of the share exchange agreement entered into with Quebec Aur Ltd. ("Quebec Aur") and Quebec Aur's shareholders dated effective April 15, 2024, as amended, (the "Agreement") pursuant to which the Company anticipated acquiring a gold mining exploration property in Quebec (the "Acquisition"). As a result the Agreement has been terminated and the Acquisition will not be completed. The Company has also cancelled its previously announced non-brokered private placement financing of 18 million units and 16 million flow-through common shares (the "Offering") and its previously announced shares for debt settlement agreement, pursuant to which the Company intended to issue 7,000,000 of its common shares to settle all amounts owing by the Quebec Aur to Q-Gold Resources Ltd (the "Settlement").
The Company continues to evaluate a range of strategic alternatives, including potential acquisitions, joint ventures, asset transactions, and other corporate opportunities. While discussions with third parties may be ongoing from time to time, no assurance can be given that any alternative transaction will be identified or completed, nor as to the terms or timing of any such transaction.
The Acquisition and Settlement are more fully described in the Company's press releases dated April 15, 2024, April 23, 2024, April 24, 2024, May 30, 2024, and August 23, 2024, as well as the Company's management information circular (the "Circular") which was mailed to shareholders of record as of August 26, 2024. Additional information respecting the Offering can be found in the Company's press releases dated April 8, 2025, and August 7, 2025. The press releases and Circular are available under O2Gold's profile on SEDAR+ at www.sedarplus.ca.
In addition, in accordance with the rules of the TSX Venture Exchange ("TSXV"), the Company confirms that it will not implement the omnibus incentive plan described in the Circular (the "Omnibus Plan") until such time as (i) the Omnibus Plan has been approved by the Company's shareholders at its next annual and special meeting of shareholders and the TSXV, and (ii) the Company has graduated from the NEX board of the TSXV to Tier 2 of the TSXV (as such terms are defined in the policies of the TSXV). Prior to implementation of the Omnibus Plan, the Company's existing 10% rolling stock option plan (as described in the Circular) (the "Existing Plans") remains in effect, provided no grants thereunder shall be made until the Existing Plan is re-approved by the Company's shareholders at its next annual and special meeting of shareholders and the TSXV.
About O2Gold
O2Gold is a mineral exploration company.
For additional information, please contact:
Scott Moore, Chief Executive Officer
Phone: (416) 861-1685
Email: smoore@miningsm.com
Regulatory Statements
This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the Omnibus Plan and Existing Plan, including implementation timing, and other matters related thereto. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company, as the case may be, to be materially different from those expressed or implied by such forward-looking information, including but not limited to: receipt of necessary approvals. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
