HighGold Mining Receives Final Order for Plan of Arrangement for Contango Transaction

Rhea-AI Summary

HighGold Mining has received a final order from the Supreme Court of British Columbia approving its arrangement with Contango ORE. As part of this arrangement, HighGold shareholders will receive 0.019 shares of Contango for each HighGold share they hold. The arrangement was approved by HighGold's securityholders at a special meeting on June 27, 2024. The transaction is expected to close on or around July 9, 2024, pending customary closing conditions. More details can be found in the company's management information circular dated May 29, 2024, available on SEDAR+ and the company's website.

Positive

• Final Order Approval: Obtained final order from the Supreme Court of British Columbia for the arrangement with Contango.
• Shareholder Benefit: HighGold shareholders will receive 0.019 shares of Contango for each HighGold share.
• Securityholder Approval: Arrangement approved by HighGold's securityholders on June 27, 2024.
• Imminent Completion: Expected to close on or around July 9, 2024, pending customary conditions.

Negative

• None.

Vancouver, British Columbia--(Newsfile Corp. - July 2, 2024) - HighGold Mining Inc. (TSXV: HIGH) (OTCQX: HGMIF) ("HighGold" or the "Company") is pleased to announce that the Company has obtained a final order from the Supreme Court of British Columbia approving the previously announced arrangement (the "Arrangement") involving the Company and Contango ORE, Inc. ("Contango").

In connection with the Arrangement, each shareholder of HighGold (a "HighGold Shareholder") will receive 0.019 of a share in the common stock of Contango in exchange for each common share of HighGold held by such HighGold Shareholder. As previously disclosed in the Company's press release dated June 27, 2024, the special resolution authorizing the Arrangement was approved by securityholders of HighGold at a special meeting held on June 27, 2024 (the "Meeting").

Subject to the satisfaction of certain customary closing conditions, the parties currently expect to complete the Arrangement on or around July 9, 2024.

Further details regarding the Arrangement, including principal closing conditions and the anticipated benefits to HighGold Shareholders, can be found in the Company's management information circular dated May 29, 2024 in respect of the Meeting, which can be found under the Company's SEDAR+ profile at www.sedarplus.ca and on the Company's website.

About HighGold

HighGold is a mineral exploration company focused on advancing the high-grade Johnson Tract Gold- Zinc-Copper Project located in accessible Southcentral Alaska, USA. HighGold's experienced Board and senior management team, are committed to creating shareholder value through the discovery process, careful allocation of capital, and environmentally/socially responsible mineral exploration. Additional information can be found on its web page at www.highgoldmining.com.

About Contango

Contango is a NYSE American listed company that engages in exploration for gold and associated minerals in Alaska. Contango holds a 30% interest in the Peak Gold, LLC (the "Peak Gold JV"), which leases approximately 675,000 acres of land for exploration and development on the Manh Choh Project, with the remaining 70% owned by an indirect subsidiary of Kinross, operator of the Peak Gold JV. The Company also has a lease on the Lucky Shot Project from the underlying owner, Alaska Hardrock Inc. and through its subsidiary has 100% ownership of approximately 8,600 acres of peripheral State of Alaska mining claims. Contango also owns a 100% interest in an additional approximately 145,000 acres of State of Alaska mining claims through its wholly owned subsidiary, which gives Contango the exclusive right to explore and develop minerals on these lands. Additional information can be found on our web page at www.contangoore.com.

On Behalf of HighGold Mining Inc.

"Darwin Green"

President & CEO

For further information, please visit the HighGold Mining Inc. website at www.highgoldmining.com, or contact:

Darwin Green, President & CEO or Nicole Hoeller, VP Corporate Communications
Phone: 1-604-629-1165 or North American toll-free 1-855-629-1165
Email: information@highgoldmining.com.
Website: www.highgoldmining.com
Twitter : @HighgoldMining

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.

Forward looking statements: This news release includes certain "forward-looking information" within the meaning of Canadian securities legislation and "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 (collectively "forward looking statements"). Forward-looking statements include predictions, projections and forecasts and are often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "forecast", "expect", "potential", "project", "target", "schedule", "budget" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions and includes the negatives thereof. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the Company's plans to complete the Arrangement and the anticipated closing date of the Arrangement, are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are based on a number of material factors and assumptions. Important factors that could cause actual results to differ materially from Company's expectations include, among other things, the ability of the Company to obtain requisite approvals for the Arrangement, future metal prices, availability of capital and financing on acceptable terms, general economic, market or business conditions, uninsured risks, regulatory changes, defects in title, availability of personnel, materials and equipment on a timely basis, accidents or equipment breakdowns, delays in receiving government approvals, unanticipated environmental impacts on operations and costs to remedy same, and other exploration or other risks detailed herein and from time to time in the filings made by the Company with securities regulators. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ from those described in forward-looking statements, there may be other factors that cause such actions, events or results to differ materially from those anticipated. There can be no assurance that forward-looking statements will prove to be accurate and accordingly readers are cautioned not to place undue reliance on forward-looking statements.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/215287

FAQ

What is the arrangement between HighGold Mining and Contango ORE?

HighGold Mining has received approval for an arrangement where HighGold shareholders will receive 0.019 shares of Contango for each HighGold share they hold.

When was the arrangement between HighGold Mining and Contango ORE approved?

The arrangement was approved by HighGold's securityholders on June 27, 2024.

What will HighGold shareholders receive in the arrangement with Contango ORE?

HighGold shareholders will receive 0.019 shares of Contango for each common share of HighGold they hold.

When is the arrangement between HighGold Mining and Contango ORE expected to close?

The arrangement is expected to close on or around July 9, 2024, pending customary closing conditions.

Where can I find more details on the HighGold and Contango ORE arrangement?

Further details can be found in the company's management information circular dated May 29, 2024, available on SEDAR+ and the company's website.