The K2 Principal Fund L.P. Announces Settlement with GT Gold Corp.
TORONTO, March 10, 2021 (GLOBE NEWSWIRE) — The K2 Principal Fund L.P. (“K2“) is pleased to announce that it has reached an agreement (the “Settlement”) with GT Gold Corp. (the “Issuer“) to withdraw its shareholder meeting request (the “Requisition”) as a result of the acquisition of the Issuer announced earlier today by a wholly-owned subsidiary of Newmont Corporation (the “Acquirer”) for an all cash purchase price of C$3.25 per common share (the “Transaction”).
“We are pleased to have been able to reach an agreement with the board of directors of GT Gold as we believe that the proposed transaction will benefit all shareholders,” said Darren McLean, Vice President of K2. “On behalf of all of our fellow shareholders, I would like to thank the board of GT Gold and management for their efforts in connection with the proposed acquisition by Newmont.”Concurrently and in connection with the Settlement, K2 entered into a voting support agreement with the Acquirer pursuant to which it agreed to vote in favour of the proposed Transaction which is expected to be completed by way of a plan of arrangement pursuant to an arrangement agreement dated March 10, 2021 entered into among the Issuer, the Acquirer and a wholly-owned subsidiary of the Acquirer (the “Arrangement Agreement”).K2 has agreed to immediately withdraw the Requisition, and have also agreed to customary standstill provisions extending through to the earlier of (a) the termination of the Arrangement Agreement or (b) any amendment of the Arrangement Agreement that is materially adverse to K2. The Issuer has also agreed to reimburse K2 for reasonable expenses incurred by it during the proxy contest. The full settlement agreement will be available under the Issuer’s profile on SEDAR.AdvisorsK2 was supported by Gryphon Advisors Inc. as its strategic shareholder services advisor. The Special Situations Group at Norton Rose Fulbright Canada LLP acted as legal counsel to K2.ABOUT K2 GROUPK2 is an Ontario based hedge fund manager with a 20-year track record of successfully managing money and creating value for our shareholders and stakeholders at large.For more information about K2, visit www.K2.ca.FOR MORE INFORMATION:Marcus Campbell Senior
Vice President, Strategy
Gryphon Advisors Inc.
Email: mcampbell@gryphonadvisors.ca
“We are pleased to have been able to reach an agreement with the board of directors of GT Gold as we believe that the proposed transaction will benefit all shareholders,” said Darren McLean, Vice President of K2. “On behalf of all of our fellow shareholders, I would like to thank the board of GT Gold and management for their efforts in connection with the proposed acquisition by Newmont.”Concurrently and in connection with the Settlement, K2 entered into a voting support agreement with the Acquirer pursuant to which it agreed to vote in favour of the proposed Transaction which is expected to be completed by way of a plan of arrangement pursuant to an arrangement agreement dated March 10, 2021 entered into among the Issuer, the Acquirer and a wholly-owned subsidiary of the Acquirer (the “Arrangement Agreement”).K2 has agreed to immediately withdraw the Requisition, and have also agreed to customary standstill provisions extending through to the earlier of (a) the termination of the Arrangement Agreement or (b) any amendment of the Arrangement Agreement that is materially adverse to K2. The Issuer has also agreed to reimburse K2 for reasonable expenses incurred by it during the proxy contest. The full settlement agreement will be available under the Issuer’s profile on SEDAR.AdvisorsK2 was supported by Gryphon Advisors Inc. as its strategic shareholder services advisor. The Special Situations Group at Norton Rose Fulbright Canada LLP acted as legal counsel to K2.ABOUT K2 GROUPK2 is an Ontario based hedge fund manager with a 20-year track record of successfully managing money and creating value for our shareholders and stakeholders at large.For more information about K2, visit www.K2.ca.FOR MORE INFORMATION:Marcus Campbell Senior
Vice President, Strategy
Gryphon Advisors Inc.
Email: mcampbell@gryphonadvisors.ca
