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G Mining Ventures Corp. M&A Activity 2026

Apr 17, 2026

48538_rns_2026-04-17_834bf584-79ae-47e6-8d28-359b521981ae.pdf

M&A Activity

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VOTING SUPPORT AGREEMENT

THIS VOTING SUPPORT AGREEMENT is dated April 9, 2026 (this "Agreement"),

BETWEEN:

DANIEL NOONE

(the "Securityholder");

AND:

G MINING VENTURES CORP., a corporation existing under the federal laws of Canada

("GMIN", and collectively with the Securityholder, the "Parties").

WHEREAS:

A. Capitalized terms used in this Agreement that are not defined herein shall have the respective meanings set forth in the Arrangement Agreement (as defined below).

B. GMIN, G2 Goldfields Inc., a corporation existing under the federal laws of Canada (the "Corporation") and G3 Goldfields Inc., a corporation existing under the federal laws of Canada ("Spinco"), have entered into an arrangement agreement (the "Arrangement Agreement") concurrently with the entering into of this Agreement and propose, subject to the terms and conditions of the Arrangement Agreement, to consummate an arrangement under section 192 of the CBCA, as set forth in the Plan of Arrangement attached to the Arrangement Agreement (the "Arrangement").

C. The Arrangement of the Corporation will result in, among other things, GMIN acquiring all of the issued and outstanding common shares of the Corporation (the "Corporation Shares"), in exchange for 0.212 of a common share in the capital of GMIN and 0.5 of a common share in the capital of Spinco per Corporation Share.

D. The Securityholder is the registered and/or beneficial owner of and/or otherwise has control or direction over such number of securities of the Corporation set forth on Schedule A hereto.

E. This Agreement sets out the terms and conditions under which, among other things, the Securityholder has agreed to vote or cause to be voted all of the Securityholder's Subject Shares (as defined below) in respect of the Arrangement and other matters related thereto.

F. The Securityholder acknowledges that GMIN and the Corporation would not have entered into the Arrangement Agreement but for the execution and delivery of this Agreement by the Securityholder.

NOW, THEREFORE, THIS AGREEMENT WITNESSES THAT in consideration of the covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the Parties covenant and agree as follows:


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ARTICLE 1

INTERPRETATION

Section 1.1 Definitions

In this Agreement, unless the context otherwise requires:

"Agreement" means this voting support agreement, together with the schedule attached hereto, as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof;

"Arrangement" has the meaning set forth in the recitals;

"Arrangement Agreement" has the meaning set forth in the recitals;

"Corporation" has the meaning set forth in the recitals;

"Corporation Options" means options to purchase Corporation Shares granted pursuant to the Corporation's amended and restated stock option plan;

"Corporation RSUs" means restricted share units granted pursuant to the Corporation's restricted share unit plan;

"Corporation Shares" has the meaning set forth in the recitals;

"GMIN" has the meaning set forth in the preamble;

"Parties" has the meaning set forth in the preamble;

"Securityholder" has the meaning set forth in the preamble;

"Spinco" has the meaning set forth in the recitals;

"Subject Options" means all Corporation Options which the Securityholder owns, beneficially or on record, directly or indirectly, or exercises control or direction over, the particulars of which are set forth in Schedule A;

"Subject RSUs" means all Corporation RSUs which the Securityholder owns, beneficially or on record, directly or indirectly, or exercises control or direction over, the particulars of which are set forth in Schedule A;

"Subject Securities" means, collectively, the Subject Shares, the Subject Options, and the Subject RSUs, as well as the Corporation Shares otherwise acquired by the Securityholder after the date hereof and prior to the Effective Time;

"Subject Shares" means all Corporation Shares which the Securityholder owns, beneficially or on record, directly or indirectly, or exercises control or direction over, the particulars of which are set forth in Schedule A, and shall further include any Corporation Shares issued upon the exercise by the Securityholder of any Subject Options or settlement of any Subject RSUs, or otherwise acquired, whether beneficially or on record, directly or indirectly, or over which control or direction is exercised over, by the Securityholder after the date hereof and prior to the Effective Time; and


"Transfer" has the meaning set forth in Section 2.1(c).

ARTICLE 2

COVENANTS

Section 2.1 General Covenants of the Securityholder

(1) The Securityholder hereby covenants and agrees in favour of GMIN that, from the date hereof until the termination of this Agreement in accordance with Article 4, except as permitted by this Agreement:

(a) at any meeting of any securityholders of the Corporation, including the Meeting, called to vote upon the Arrangement or any other transactions contemplated by the Arrangement Agreement or at any adjournment or postponement thereof or in any other circumstances upon which a vote, consent or other approval of all or some of the securityholders of the Corporation is sought (including by written consent in lieu of a meeting) with respect to the Arrangement or any other transactions contemplated by the Arrangement Agreement, the Securityholder shall cause its Subject Securities having voting rights in respect of such matter to be counted as present for purposes of establishing quorum and shall vote (or cause to be voted) its Subject Securities having voting rights in respect of such matter in favour of the approval of the Arrangement Resolution and any other transactions contemplated by the Arrangement Agreement and any other matter necessary for the consummation of the Arrangement, and provide its consent or other approval in respect thereof (as applicable);

(b) at any meeting of any securityholders of the Corporation or at any adjournment or postponement thereof or in any other circumstances upon which a vote, consent or other approval of all or some of the securityholders of the Corporation is sought (including by written consent in lieu of a meeting), the Securityholder shall cause its Subject Securities having voting rights at such meeting to be counted as present for purposes of establishing quorum and shall vote (or cause to be voted) its Subject Securities having voting rights at such meeting against any Acquisition Proposal or a proposed action in furtherance of an Acquisition Proposal and/or any matter that could reasonably be expected to delay, prevent or frustrate the Meeting or the successful completion of the Arrangement and each of the transactions contemplated by the Arrangement Agreement;

(c) the Securityholder agrees not to, directly or indirectly, without the prior written consent of GMIN (such consent not to be unreasonably withheld or delayed): (i) sell, transfer, assign, tender, exchange, gift, option, grant a participation interest in, grant a Lien, excluding, for greater certainty, any Lien granted on the Subject Shares prior to the date thereof, or place in trust or otherwise convey, dispose or encumber (including by way of tendering to a take-over bid) (each, a "Transfer"), or enter into any agreement, understanding, option or other arrangement with respect to the Transfer of any of its Subject Securities to any Person, other than pursuant to the Arrangement Agreement or this Agreement; (ii) grant any proxies or power of attorney, deposit any of its Subject Securities into any voting trust or enter into any voting arrangement, whether formal or informal or by proxy, voting agreement or otherwise, with respect to its Subject Securities, other than pursuant to this Agreement; (iii) otherwise enter into any agreement or arrangement with any


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Person or knowingly commit any act that would reasonably be expected to limit, restrict or affect the Securityholder's legal power, authority, or right to vote any of its Subject Securities or otherwise prevent or prohibit the Securityholder from performing any of its obligations under this Agreement (it being understood that the foregoing shall not apply to the extent that any of the votes cast by the Securityholder are excluded to the extent required pursuant to applicable Laws, including Securities Laws, or any order of the Court in connection with the Arrangement); or (iv) requisition or join in the requisition of any meeting of any of the securityholders of the Corporation for the purpose of considering any resolution related to any Acquisition Proposal and/or any matter that could reasonably be expected to delay, prevent or frustrate the successful completion of the Arrangement or any of the transactions contemplated by the Arrangement Agreement; provided, however, that the foregoing restrictions shall not prevent the Securityholder from (a) exercising or converting its Subject Securities in accordance with their terms or the Arrangement Agreement, or (b) Transferring its Subject Securities to one or more corporations, family trusts, registered retirement savings plan accounts or other entity directly or indirectly owned or controlled by, or under common control with, the Securityholder, (c) granting a Lien over the Subject Securities in favour of (A) a bank or other financial institution that provides financing to the Securityholder or an affiliate thereof, or (B) a security trustee, facility agent or security agent on behalf of a bank or other financial institution that provides financing to the Securityholder or an affiliate thereof, in each case as security for the indebtedness of the Securityholder or any of its affiliates, pursuant to which actions to enforce any such security interest granted in connection with any such indebtedness may be taken by any secured parties following a default by the Securityholder (or any of its affiliates, as applicable) or any event triggering enforcement under such indebtedness in accordance with its terms, or (d) entering into a derivative financing agreement, including a collar with call options, in relation to its Subject Securities, pursuant to which actions to enforce obligations under any such agreement may be taken by a counterparty in accordance with its terms; provided that (1) any such Transfer will not relieve the Securityholder of or from the Securityholder's obligations under this Agreement, (2) prompt written notice of such Transfer is provided to GMIN; and (3) such transferee agrees to be bound by the terms of this Agreement;

(d) subject to Section 5.2, the Securityholder shall immediately cease and cause to be terminated any solicitation, encouragement, discussion or negotiation with any Persons conducted heretofore with respect to any Acquisition Proposal;

(e) subject to Section 5.2, the Securityholder shall not, directly or indirectly:

(i) knowingly solicit, assist, initiate, encourage or otherwise knowingly facilitate any inquiry, proposal or offer that constitutes or that it believes would reasonably be expected to constitute or lead to, an Acquisition Proposal;

(ii) enter into or otherwise engage or participate in any substantive discussions or negotiations with any Person (other than GMIN and its Affiliates) regarding any inquiry, proposal or offer that constitutes or that it believes would reasonably be expected to constitute or lead to, an Acquisition Proposal;


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(iii) publicly propose or state an intention to withdraw, amend, modify or qualify the Securityholder's support of the transactions contemplated by the Arrangement Agreement;

(iv) publicly propose to accept, approve, endorse or recommend any Acquisition Proposal;

(v) accept or enter into, or publicly propose to accept or enter into, any agreement, understanding or arrangement in respect of an Acquisition Proposal; and

(f) the Securityholder shall not exercise any Dissent Rights or similar rights of appraisal or dissent in respect of any resolution approving the Arrangement.

(2) The Securityholder hereby covenants and agrees in favour of GMIN that: (a) no later than five Business Days prior to the date of the Meeting, the Securityholder shall duly complete and cause forms of proxy or voting instruction forms, as applicable, in respect of all its Subject Securities having voting rights in respect of the Arrangement to be validly delivered in accordance with the instructions set out in the Circular, to cause such Subject Securities to be voted in favour of the Arrangement Resolution, and shall, upon request, provide a copy of such forms (by email) to GMIN; and (b) such forms of proxy or voting instruction forms, as applicable, shall not be revoked or withdrawn, unless the prior written consent from GMIN has been obtained or this Agreement is terminated in accordance with its terms.

ARTICLE 3

REPRESENTATIONS AND WARRANTIES

Section 3.1 Representations and Warranties of the Securityholder

The Securityholder hereby represents and warrants to and covenants with GMIN as follows, and acknowledges that GMIN is relying upon such representations, warranties and covenants in entering into this Agreement and the Arrangement Agreement:

(a) Incorporation; Capacity; Authorization. Where the Securityholder is not an individual, it is duly formed and validly existing under the Laws of its jurisdiction of formation and has the requisite corporate power and capacity and has received all requisite approvals to execute and deliver this Agreement and to perform its obligations hereunder. Where the Securityholder is an individual, the Securityholder has the power and capacity and has received all requisite approvals to execute and deliver this Agreement and to perform the Securityholder's obligations hereunder;

(b) Execution and Binding Obligation. This Agreement has been duly executed and delivered by the Securityholder and constitutes a legal, valid and binding obligation, enforceable against the Securityholder in accordance with its terms, subject to bankruptcy, insolvency or other Laws affecting the enforcement of creditors' rights generally and the discretion that a court may exercise in the granting of equitable remedies, such as specific performance and injunction;


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(c) Ownership of Subject Securities and of Corporation RSUs. The Securityholder is, and will be immediately prior to the Effective Time, the sole registered and/or beneficial owner of the Subject Securities. As of the date hereof, other than the Subject Securities set forth in Schedule A, the Securityholder does not own or record or beneficially, or exercise control or direction over, any securities of the Corporation and the Securityholder has no agreement, options, warrants or securities convertible into, or exchangeable or exercisable for, or otherwise evidencing the right to acquire, securities of the Corporation or any rights or privilege capable of becoming an agreement or option for the purchase or acquisition by the Securityholder or transfer to the Securityholder of additional securities of the Corporation;

(d) No Agreements. No Person has any agreement or option, or any right or privilege (whether by Law, pre-emptive or contractual) capable of becoming an agreement or option, for the purchase, acquisition or transfer of any of the Subject Securities, or any interest therein or right thereto, except pursuant to this Agreement or the Arrangement Agreement, or any credit agreement of the Securityholder pursuant to which the Securityholder has granted a Lien over the Subject Shares in favour of its lenders, who may exercise their rights to foreclose on, and dispose of, the Subject Shares in accordance with the terms of such credit agreement;

(e) No Legal Proceedings. There are no Legal Proceedings pending, nor, to the knowledge of the Securityholder, threatened, against or relating to the Securityholder by or before any Governmental Entity that would be reasonably expected to have, individually or in the aggregate, an adverse effect on the Securityholder's ability to perform its obligations hereunder. The Securityholder is not subject to any outstanding judgment, order, writ, injunction or decree that would be reasonably expected to have, individually or in the aggregate, an adverse effect on the Securityholder's ability to perform its obligations hereunder; and

(f) Voting and Sale. The Securityholder has the sole and exclusive right to enter into this Agreement and to vote (or cause to be voted) the Subject Securities as contemplated herein and will have the right to vote (or cause to be voted) all Subject Securities hereafter acquired by the Securityholder, if any. Except as contemplated by this Agreement, none of the Subject Securities is or will be subject to any proxy, power of attorney, attorney-in-fact, voting trust, vote pooling or other agreement with respect to the right to vote, to call meetings of securityholders of the Corporation or to give consents or approvals of any kind.

Section 3.2 Representations and Warranties of GMIN

GMIN hereby represents and warrants to and covenants with the Securityholder as follows, and acknowledges that the Securityholder is relying upon such representations, warranties and covenants in entering into this Agreement:

(a) Incorporation; Capacity; Authorization. GMIN is a corporation duly incorporated, validly existing under the Laws of the jurisdiction of its incorporation and has all requisite power, capacity and authority and has received all requisite approvals to execute and deliver this Agreement and to perform its obligations hereunder;


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(b) Execution and Binding Obligation. This Agreement has been duly executed and delivered by GMIN and constitutes a legal, valid and binding agreement of GMIN enforceable against it in accordance with its terms subject only to any limitation under bankruptcy, insolvency or other Laws affecting the enforcement of creditors' rights generally and the discretion that a court may exercise in the granting of equitable remedies, such as specific performance and injunction;

(a) Non-Contravention. The authorization, execution and delivery of this Agreement by GMIN, the completion of the transactions contemplated by this Agreement, the performance by GMIN of its obligations hereunder and the compliance by GMIN with any of the provisions hereof do not and will not (with or without notice or lapse of time or both) result in a violation or breach of, conflict with, constitute a default under, require any consent or approval to be obtained or notice to be given under, or give rise to any third party right of termination, revocation, cancellation, suspension, acceleration, penalty or payment obligation or right to purchase or sale under, any provision of:

(i) the articles of incorporation or continuation (as applicable), by-laws or other constating documents of GMIN or its material subsidiaries;

(ii) any Permit or GMIN Material Contract; or

(iii) any Laws applicable to GMIN, its material subsidiaries, or any of their respective properties or assets,

except (A) in the case of clause (ii) above, for such breaches, conflicts, defaults, consents, approvals, terminations, revocations, cancellations, suspensions, accelerations, penalties, payment obligations or rights which would not, or the absence of which would not, individually or in the aggregate, be material to GMIN and its subsidiaries on a consolidated basis, and (B) in the case of clause (iii) above, for any violation, breach, conflict or default which would not have, individually or in the aggregate, a Material Adverse Effect in respect of GMIN; and

(c) No Legal Proceedings. There are no Legal Proceedings pending, nor, to the knowledge of GMIN, threatened, against or relating to GMIN by or before any Governmental Entity that, would be reasonably expected to have, individually or in the aggregate, an adverse effect on GMIN's ability to perform its obligations hereunder. GMIN is not subject to any outstanding judgment, order, writ, injunction or decree that would be reasonably expected to have, individually or in the aggregate, an adverse effect on the GMIN's ability to perform its obligations hereunder.

ARTICLE 4

TERMINATION

Section 4.1 Termination

(1) This Agreement may be terminated:

(a) at any time by a written instrument executed by each of GMIN and the Securityholder;


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(b) by GMIN if: (i) any of the representations and warranties of the Securityholder in this Agreement shall not be true and correct in all material respects as of the date hereof and at the Effective Time and any breach thereof is not promptly remedied after notice to do so; or (ii) the Securityholder shall not have complied with its covenants to GMIN contained in this Agreement in all material respects and has not remedied same after reasonable notice to do so; or

(c) by the Securityholder if: (i) any of the representations and warranties of GMIN in this Agreement shall not be true and correct in all material respects as of the date hereof and at the Effective Time and any breach thereof is not promptly remedied after notice to do so; (ii) the Consideration is modified in any manner that is adverse to the Securityholder without the prior written consent of the Securityholder; or (iii) the Arrangement Agreement is amended in any manner that is adverse to the Securityholder, in each case without the prior written consent of the Securityholder.

(2) This Agreement will automatically terminate and be of no further force or effect upon the earliest to occur of:

(a) the Effective Time;

(b) the Outside Date, if the Effective Date has not occurred by the Outside Date; and

(c) the date on which the Arrangement Agreement terminates or is terminated in accordance with its terms.

(3) If this Agreement is terminated in accordance with this Article 4, the provisions of this Agreement will become void and no Party shall have liability to the other Party, except in respect of a breach of this Agreement which occurred prior to such termination, and the Securityholder shall be entitled to withdraw any form of proxy, voting instruction form or power of attorney which the Securityholder may have given with respect to the Subject Securities.

ARTICLE 5 GENERAL

Section 5.1 Further Assurances

Each Party will, from time to time, execute and deliver all such further documents and instruments and do all such acts and things as the other Party may reasonably require and at the requesting Party's cost to effectively carry out or better evidence or perfect the full intent and meaning of this Agreement.

Section 5.2 Fiduciary Duty

Notwithstanding anything to the contrary herein, GMIN hereby agrees and acknowledges that nothing herein shall restrict or limit any legal or fiduciary obligation of the Securityholder, or any actions the Securityholder may take, in the Securityholder's capacity as a director or officer of the Corporation or limit or restrict in any way the discharge of the Securityholder's fiduciary duties as a director or officer of the Corporation, including, without limitation, responding in the Securityholder's capacity as a director or officer of the Corporation to an Acquisition Proposal and making any determinations in that regard in the exercise of the Securityholder's fiduciary duties.


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The exercise of fiduciary duties or the taking of any actions by the Securityholder in the Securityholder's capacity as a director or officer of the Corporation will not be a breach or default by the Securityholder hereunder. Notwithstanding anything to the contrary herein, GMIN further hereby agrees and acknowledges that the Securityholder is entering into this Agreement and is bound hereunder solely in the Securityholder's capacity as holder of the Subject Securities and not as a director or officer of the Corporation.

Section 5.3 Disclosure

(1) Each of the Securityholder and GMIN hereby consent to the disclosure of the substance of this Agreement in any press release relating to the Arrangement or any circular relating to the Meeting and the filing of this Agreement with any Securities Authority or the TSX.

(2) Except as set forth above or as required by applicable Laws or regulations or by any Governmental Entity or in accordance with the requirements of any stock exchange, neither Party shall make any public announcement or statement with respect to this Agreement without the approval of the other Party, which shall not be unreasonably withheld, conditioned or delayed. Each Party agrees to consult with the other prior to issuing each public announcement or statement with respect to this Agreement, subject to the overriding obligations of applicable Laws.

Section 5.4 Time of the Essence

Time shall be of the essence in this Agreement.

Section 5.5 Governing Law

This Agreement shall be governed, including as to validity, interpretation and effect, by the laws of the Province of Ontario and the laws of Canada applicable therein Each of the Parties hereby irrevocably attorns to the exclusive jurisdiction of the courts of the Province of Ontario in respect of all matters arising under and in relation to this Agreement and waives any defences to the maintenance of an action in the courts of the Province of Ontario.

Section 5.6 Entire Agreement; Binding Effect

This Agreement and the provisions of the Arrangement Agreement incorporated herein by reference constitute the entire agreement and supersede all other prior agreements, negotiations, discussions and understandings, both written and oral, between the Parties, or any of them, with respect to the subject matter thereof and thereof. There are no representations, warranties, covenants, conditions or other agreements, express or implied, collateral, statutory or otherwise, between the Parties in connection with the subject matter of this Agreement, except as specifically set forth in this Agreement. The Parties have not relied and are not relying on any other information, discussion or understanding in entering into and completing the transactions contemplated by this Agreement.

Section 5.7 Amendment

This Agreement may not be modified, amended, altered or supplemented, except upon the execution and delivery of a written agreement executed by each of the Parties.


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Section 5.8 Severability

If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced by any rule or Law or public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner materially adverse to any Party. Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the Parties shall negotiate in good faith to modify this Agreement so as to effect the original intent of the Parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled to the fullest extent possible.

Section 5.9 Assignment

Neither this Agreement nor any of the rights or obligations under this Agreement are assignable or transferable by any Party without the prior written consent of the other Party.

Section 5.10 Notices

All notices and other communications given or made pursuant hereto shall be sent by email and shall be deemed to have been duly given or made as of the date sent by email, or as of the following Business Day if sent by email after 5:00 p.m. or on a day that is not a Business Day, to the Parties at the following addresses (or at such other addresses as shall be specified by any Party by notice to the other given in accordance with these provisions):

(a) if to GMIN:

G Mining Ventures Corp. 5025 Lapinière Blvd., 10th Floor, Suite 1050 Brossard, Quebec J4Z 0N5

Attention: Mireille Tremblay Vice President Legal Affairs Email: [Redacted – Personal Information]

with a copy (which shall not constitute notice) to:

Blake, Cassels & Graydon LLP 1 Place Ville Marie, Suite 3000 Montreal QC H3B 4N8

Attention: Howard Levine and Patrick Menda Email: [Redacted – Personal Information]

(b) if to the Securityholder:

Addressed as set forth on the signature page hereto,

with a copy (which shall not constitute notice) to:

Cassels Brock & Blackwell LLP 40 Temperance St., Suite 3200 Bay Adelaide Centre – North Tower Toronto, ON M5H 0B4 Canada


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Attention: Jay Goldman and Lindsay Clements Email: [Redacted – Personal Information]

Section 5.11 Injunctive Relief

Each Party agrees with the other that irreparable harm may occur for which money damages may not be an adequate remedy at Law in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that each Party shall be entitled to seek injunctive, specific performance and other equitable relief to prevent breaches or threatened breaches of this Agreement, and to enforce compliance with the terms of this Agreement or to otherwise seek to obtain specific performance of any such provisions, and any requirement for the securing or posting of any bond in connection with the obtaining of any such injunctive or other equitable relief hereby being waived. For greater certainty, this Section 5.11 is in addition to any other remedy to which a Party may be entitled at Law or in equity.

Section 5.12 Expenses

All fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the Party incurring such fees, costs or expenses.

Section 5.13 Independent Legal Advice

Each of the Parties hereby acknowledges that it has been afforded the opportunity to obtain independent legal advice and confirms by the execution and delivery of this Agreement that it has either done so or waived its right to do so in connection with the entering into of this Agreement.

Section 5.14 Counterparts; Execution

This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument. The Parties shall be entitled to rely upon delivery of an executed electronic copy of this Agreement (including by email attachment), and such executed electronic copy (including by email attachment) shall be legally effective to create a valid and binding agreement between the Parties.

[Remainder of page intentionally left blank. Signature page follows.]


IN WITNESS WHEREOF the parties have executed this Agreement as of the date first written above.

G MINING VENTURES CORP.

By: (signed) "Louis-Pierre Gignac"

Name: Louis-Pierre Gignac

Title: President & Chief Executive Officer

[Signature Page – GMIN Voting Support Agreement]


By: (signed) "Daniel Noone" Name: Daniel Noone Title: Chief Executive Officer

Securityholder Notice Information: Address: [Redacted – Personal Information] Attention: Daniel Noone E-mail: [Redacted – Personal Information]

[Signature Page – GMIN Voting Support Agreement]


SCHEDULE A SUBJECT SECURITIES

  1. Corporation Shares:
Name of beneficial owner Total number of Corporation Shares beneficially owned or controlled Registered holder (if different from beneficial owner)
Daniel Noone 8,756,754 Waterloo Mining Inc. (7,835,000)
  1. Corporation Options:
Name of beneficial owner Total number of Corporation Options beneficially owned or controlled Registered holder (if different from beneficial owner)
Daniel Noone 3,000,000
  1. Corporation RSUs:
Name of beneficial owner Total number of Corporation RSUs beneficially owned or controlled Registered holder (if different from beneficial owner)
Daniel Noone 500,000