#Lumina Gold #Cangrejos Project #Canada #Vancouver #CMOC Group

Lumina Gold to Be Acquired by CMOC for C$581 Million

Lumina Gold Corp. has entered into a significant agreement with CMOC Singapore Pte. Ltd. for an all-cash acquisition deal valued at C$581 million. Under this arrangement, Lumina shareholders will receive C$1.27 for each common share of Lumina, marking a premium of approximately 71% from Lumina's average trading price. This premium highlights CMOC's strong interest in the Cangrejos project, which is recognized as one of the largest gold projects globally.

The arrangement reflects Lumina's strategic value, especially given its advancements over the past decade. Marshall Koval, CEO of Lumina, expressed excitement about the transition of the Cangrejos project to CMOC, indicating that this move will benefit all stakeholders involved. CMOC's credibility and experience in managing acquisitions add further assurance for Lumina's stakeholders concerning the project's future development.

As part of the acquisition, a substantial percentage (52.3%) of Lumina shareholders have already agreed to support the transaction, indicating strong backing for the deal. The agreement comes with terms that not only provide immediate cash liquidity for Lumina shareholders but also removes future financial uncertainties associated with potential market fluctuations.

Additionally, CMOC has arranged for a convertible note financing of US$20 million, which further supports Lumina during the transition. This financing will help meet the ongoing operational needs of the Cangrejos project and is expected to be completed shortly.

Key Advantages for Lumina Shareholders

• - Premium Offer: Shareholders will receive an immediate cash offer of C$1.27 per share, providing a significant financial boost compared to Lumina’s recent market performance.
• - Liquid Cash Offer: This acquisition is set as an all-cash transaction, removing financing risks typically associated with stock-based offers. Immediate liquidity is especially attractive to investors who wish to realize gains quickly.
• - Expertise from CMOC: CMOC's reputation in the industry as a successful acquirer and manager of resources presents a promising collaboration moving forward, ensuring development efforts remain robust at Cangrejos.

Transaction Mechanics

The arrangement will be carried out through a court-approved plan under the business regulations of British Columbia, requiring the necessary approvals from Lumina shareholders and regulatory bodies. CMOC has committed to a fee structure allowing Lumina to seek alternative offers while safeguarding against serious competitor bids.

Completing this deal is expected in the third quarter of 2025, ultimately leading to the delisting of Lumina shares from the TSX Venture Exchange. Following the completion, Lumina will cease to exist as a reporting entity, allowing CMOC to integrate its operations fully.

The Lumina board has enthusiastically endorsed the transaction, backed by an independent fairness opinion from RBC Capital Markets, valuing the offer as fair for shareholders. The collaborative synergy proposed in this acquisition is anticipated to chart a path for sustainable development at the Cangrejos project.

In the press release, Lumina emphasizes the importance of this acquisition not only for the present but as a robust trajectory for future operations under CMOC, harnessing their experience and industry position to leap forward in resources extraction and management. CEO Marshall Koval concluded by reinforcing confidence in CMOC's stewardship over the Cangrejos project, driving towards a fruitful outcome for all stakeholders involved.

For continuous updates on this developing story, stakeholders can follow Lumina on its official social media platforms or visit its website for detailed information about the acquisition process.