DRC Gold Corp. has entered into a definitive option agreement to acquire an initial 55% interest in Giro Goldfields SARL, superseding an earlier binding term sheet. Under the transaction, the company has agreed to issue an initial 25 million common shares—already issued to Vertex Wealth Limited—alongside an additional 325 million shares to Amani Consulting or its nominee within 12 months.

“We are very pleased that the parties have successfully completed their due diligence and have entered into a detailed Option Agreement. DRC Gold looks forward to receiving the necessary regulatory and shareholder approvals to acquire an initial 55% interest in Giro Goldfields.”

“Our intention is to acquire further gold assets in the northeast of the DRC and advance the Giro Gold Project into production as quickly as possible.”

— Klaus Eckhof, CEO

The acquisition gives DRC Gold rights over the Giro gold project and the intended transfer of the Nizi gold project in the Democratic Republic of the Congo. The Giro property includes the Kebigada deposit, which holds a historic JORC 2012 Indicated and Inferred Mineral Resource estimate of 123.7 million tonnes at 1.03 grams per tonne gold for 4.1 million ounces of contained metal at a 0.5 gram per tonne cut-off grade.

Completion of the transaction remains conditional on receiving necessary regulatory approvals from the Canadian Securities Exchange and approval from DRC Gold shareholders. Fulfilling the first option through the final share issuance will trigger a change of control and a Fundamental Change under exchange rules, initiating a trading halt until closing. At that time, Amani Consulting and Mabanga are entitled to appoint a majority of directors to the company board. Legal transfer of the interest must also satisfy OHADA formalities, including shareholder approvals and filings with the Trade and Personal Property Credit Register.

The company previously entered into a binding term sheet for the projects on February 24, 2026, which was amended on May 21 before being replaced by the definitive agreement on August 25, 2026. To fund due diligence work leading up to the agreement, the company closed a non-brokered private placement raising gross proceeds of $550,025 in January 2026.

Read the full announcement: DRC Gold Corp. Enters into Option Agreement to Acquire Interests in Giro Goldfields