The TSX Venture Exchange has accepted for filing Great Quest Gold Ltd.'s (now Ongwe Minerals Inc.) reverse takeover (RTO), as principally described in the company's filing statement dated Feb. 3, 2026.
The RTO includes the following matters, all of which have been accepted by the exchange.
Reverse takeover -- completed
Pursuant to an arrangement agreement dated June 26, 2025, as amended on Sept. 1, 2025, and Oct. 22, 2025, among the company and Lotus Gold Corp., an entity incorporated under the laws of the British Columbia, the company has acquired all of the issued and outstanding shares of Lotus.
Consideration was 21,310,589 (postconsolidation) shares of the company.
Pursuant to the RTO, Lotus completed a financing that converted into six million (postconsolidation) shares of the company at an effective price of 50 cents for gross proceeds of $3-million.
The company also completed a financing. See private placement -- non-brokered section below.
For additional information, please refer to the company's filing statement dated Feb. 3, 2026, as well as the company's news releases dated May 14, 2025, June 27, 2025, Sept. 3, 2025, Oct. 23, 2025, Dec. 9, 2025, Feb. 3, 2026, and Feb. 10, 2026, each of which are available on SEDAR+.
Private placement -- non-brokered
Financing type: non-brokered private placement
Gross proceeds: $1.85-million
Offering: 3.7 million listed shares
Offering price: 50 cents per listed share
Commissions in securities: not applicable
Name change and consolidation, symbol change
Pursuant to a directors resolution dated Oct. 4, 2025, the company has consolidated its capital on a one-new-for-16-old basis. The name of the company has also been changed as detailed below.
Effective at the opening on Thursday, Feb. 12, 2026, the common shares of Ongwe Minerals will commence trading on the TSX Venture Exchange on a consolidated basis and the common shares of Great Quest Gold will be delisted. The company is classified as a mining company.
Postconsolidation
Capitalization: unlimited common shares with no par value, of which
42,677,755 common shares are issued and outstanding
Escrow: 6,147,366 common shares subject to Tier 2 escrow
Transfer agent: Odyssey Trust Company
Trading symbol: OGW (new)
Cusip No.: 682950 10 0 (new)
Resume trading
Effective at the market open on Thursday, Feb. 12, 2026, the shares of the company will resume trading.
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