Great Quest (to be Renamed Ongwe Minerals) Announces Conditional Approval of Anticipated Reverse Takeover

Core Viewpoint - Great Quest Gold Ltd. has received conditional approval from the TSX Venture Exchange for a reverse takeover transaction with Lotus Gold Corporation, which includes a name change and financing to raise gross proceeds of $4,850,000 [1][2]. Group 1: Transaction Details - The reverse takeover will result in Lotus becoming a wholly-owned subsidiary of the resulting issuer, which will be renamed "Ongwe Minerals Inc." and is expected to start trading on the TSXV under the symbol "OGW" [2]. - The transaction includes a consolidation of shares on a basis of one post-consolidation share for every sixteen pre-consolidation shares [7]. - Upon completion, Great Quest will have approximately 11,667,166 Ongwe Shares issued and outstanding, based on the current 186,674,661 GQ Shares [8]. Group 2: Financing Information - The concurrent financing will consist of two non-brokered private placements totaling $4,850,000, with 9,700,000 common shares issued at an effective price of $0.50 per share [3][4]. - The first placement will raise approximately $3,000,000 by issuing 6,000,000 common shares of Lotus, which will be exchanged for Resulting Issuer Shares without a hold period [4]. - The second placement will raise approximately $1,850,000 by issuing 3,700,000 common shares of the Resulting Issuer, which will be subject to a four-month hold period [4][5]. Group 3: Use of Proceeds - Proceeds from the concurrent financing will be allocated to the Khorixas Gold Project in Namibia and the Eastern Desert Gold Project in Egypt [5]. Group 4: Filing and Compliance - The company anticipates completing the transaction within a week after filing its filing statement, which will be available on Great Quest's SEDAR+ profile [6]. - The transaction is subject to fulfilling the conditions of the TSXV's conditional approval, including customary conditions [6][16].