Loncor Gold Secures Court Approval for Chengtun Mining Acquisition

LONCF
December 16, 2025

The Ontario Superior Court of Justice issued a final order on December 16, 2025 approving Loncor Gold Inc.’s plan of arrangement with Chengtun Mining Group Co., Ltd. Through its wholly‑owned subsidiary Chengtun Gold Ontario Inc., Chengtun will acquire all of Loncor’s issued and outstanding common shares at C$1.38 per share, a 33 % premium to Loncor’s 30‑day volume‑weighted average price and a 16 % premium to the October 10 closing price.

Loncor shareholders voted overwhelmingly in favor of the deal, approving it with 99.70 % of votes cast at a special meeting held on December 11, 2025. The transaction is valued at approximately C$261 million (about US$186 million) and is expected to close once all remaining conditions are satisfied or waived. The court approval removes the last major regulatory hurdle, moving the deal closer to completion.

The acquisition transfers Loncor’s exploration assets in the Democratic Republic of Congo to Chengtun. The key asset is the Adumbi deposit in the Ngayu Greenstone Gold Belt, which contains an indicated resource of 1.88 million ounces of gold and an inferred resource of 2.09 million ounces, with 84.68 % attributable to Loncor. A 2021 preliminary economic assessment projected annual production of 303,000 ounces over a 10.3‑year mine life at cash costs of US$852 per ounce.

Strategically, the deal expands Chengtun’s presence in Africa and gives it immediate access to a substantial gold resource, while providing Loncor shareholders with a premium exit and transferring the operational and geopolitical risks of the Adumbi project to a well‑capitalized miner with experience in the region. Chengtun’s core focus on copper, cobalt, and nickel for new‑energy batteries is complemented by the addition of a proven gold asset, diversifying its commodity portfolio.

Market reaction to the shareholder vote was muted; on the day of the vote Loncor’s shares fell 3.16 %, suggesting that the premium had largely been priced in and that investors were awaiting the final court approval as the next catalyst.

Arnold Kondrat, Loncor’s executive chairperson, said the transaction “crystallizes the inherent value we have built over 15 years and eliminates future dilution while mitigating commodity, political, and execution risks. The sale delivers a strong outcome for shareholders.”

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