27 February 2023
Vancouver, British Columbia – February 27, 2023 – GoldMining Inc. (the "Company" or "GoldMining") (TSX: GOLD; NYSE American: GLDG) is pleased to announce that its subsidiary, U.S. GoldMining Inc. ("U.S. GoldMining" or “USGO”) has filed a registration statement on Form S-1 in connection with its initial public offering (the "IPO") of units (the "Units"). U.S. GoldMining is offering up to 2,000,000 Units under the IPO at a price of US$10.00 per Unit.
Each Unit will be comprised of (i) one common share of USGO (a "USGO Share") and (ii) one warrant (a “USGO Warrant”) to purchase one USGO Share at a price of US$13.00 per USGO Share for a period of three years following the IPO. U.S. GoldMining has applied to list the USGO Shares and USGO Warrants on the NYSE American under the symbols "USGO" and "USGOW", respectively.
USGO expects to grant the underwriters a 30-day option to purchase up to 15% of each of the number of USGO Shares and/or USGO Warrants sold under the IPO to cover over-allotments, if any.
H.C. Wainwright & Co., LLC and BMO Capital Markets are acting as joint book-running managers and Laurentian Bank Securities Inc. is acting as co-manager of the IPO.
The registration statement relating to the proposed IPO has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. A preliminary prospectus has been filed with the securities commissions or similar securities regulatory authorities in each of the provinces and territories of Canada, other than Quebec, containing important information relating to the Units and remains subject to completion or amendment. The securities under the IPO cannot be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective or until a receipt for the final prospectus has been issued by the relevant securities commissions in Canada. A copy of the registration statement, including a prospectus contained therein, is available under USGO’s profile on EDGAR and a copy of the preliminary prospectus is available under USGO’s profile on SEDAR.