Heye Daun, Alan Friedman and Jed Richardson are spearheading a major transaction that will see Great Quest Gold Ltd merge with Lotus Gold Corporation to create a new African-focused gold and copper exploration company, with assets in Namibia and Egypt.
Daun, widely recognised as the driving force behind B2Gold’s Otjikoto mine and the co-founder of Osino Resources, is joined in the venture by longtime business partner Friedman and Richardson, who leads Trigon Metals, the owners of Namibia’s Kombat Mine.
The companies have signed a definitive letter agreement for a proposed reverse takeover, under which Great Quest will acquire all issued and outstanding securities of Lotus Gold in exchange for newly issued common shares.
Upon completion, Lotus shareholders will own approximately 63.3% of the combined entity, while existing Great Quest shareholders will retain a 36.7% stake.
“It is currently anticipated that Great Quest will acquire Lotus by way of a three-cornered amalgamation, share exchange, plan of arrangement or other similar form of transaction as agreed to by the parties,” the company said.
“The final structure of the proposed transaction is subject to the receipt of tax, corporate and securities law advice for both Great Quest and Lotus.”
To support the merger, Great Quest plans to raise a minimum of N$3.8 million (CAD$300,000) in bridge financing through a private placement, subject to terms acceptable to Lotus.
The short-term funding may involve the issuance of convertible instruments, which will convert to shares before the transaction closes. A further financing round of up to N$38 million (CAD$3,000,000) is also planned, with pricing to be determined based on market conditions.
Once finalised, the merger will result in a company with a diversified portfolio of exploration assets. Great Quest brings to the table its Namibian gold projects at Khorixas, Omatjete and Outjo, where soil and rock chip sampling has already produced promising results.
Meanwhile, Lotus Gold’s Egyptian assets cover approximately 2,000 square kilometres in the Eastern Desert. Since 2021, Lotus has drilled 8,000 metres and collected over 36,000 samples, leading to early-stage discoveries at the Umm Bisilla North and Ash targets.
“The proposed combination will create a premier African gold exploration company with assets in Egypt and a new focus on Namibia,” the joint statement read. “This platform will have broader diversification with a premium portfolio of assets situated in world-class gold production jurisdictions, with a view to assessing potential consolidation opportunities in-country and across Africa.”
The companies added that the new entity will be led by a seasoned executive and technical team, including former senior members of Osino Resources who were instrumental in Namibia’s recent gold discoveries.
“The leadership team has a strong track record in advancing early-stage projects through discovery and development, which will be key to unlocking long-term shareholder value,” the companies said.
Upon completion of the transaction, the board of the resulting issuer is expected to comprise Jed Richardson, Heye Daun, Alan Friedman, and one additional director to be nominated by Lotus.
The deal is expected to close within three months, subject to customary conditions including shareholder approval and regulatory clearances.
