Carlin Gold (CGDCF) mailed and filed meeting materials for shareholders to vote on its proposed spin-out of Carlin Gold Royalty. The meeting is scheduled for November 30, 2026. Under the arrangement, each existing share would be exchanged for one new Carlin Gold share and one-half of one Spinco share, except for holders validly exercising dissent rights.
Spinco would receive a 5.0% net smelter returns royalty on Cortez Summit, Carlin Gold's interest in a 1.0% royalty on certain Yukon claims, and CDN$1,000,000. These royalties represent interests in proceeds from mineral production. Completion requires shareholder, court and TSXV approvals; the company anticipates effectiveness in January 2027. Carlin Gold would continue advancing Cortez Summit and its new shares would remain traded on existing markets. Spinco shares would not be exchange-listed immediately after completion.
Carlin Gold (CGDCF) signed an arrangement agreement to distribute shares of its royalty subsidiary to shareholders through a proposed spin-out. Expected in January 2027, the arrangement would exchange each existing share for one new Carlin Gold share and half a Carlin Gold Royalty share. Outstanding options and warrants would become exercisable for the same combination.
The subsidiary would receive a 5.0% net smelter returns royalty, a share of mineral sales proceeds, on Cortez Summit, the existing 1.0% Snowline royalty and CDN$1,000,000. Completion requires shareholder approval at the November 30, 2026 meeting, TSXV approval and British Columbia Supreme Court approval. Carlin Gold would remain listed; the subsidiary would initially be unlisted. Carlin Gold also engaged New Era Publishing for marketing through June 30, 2027 for US$1.4 million, subject to TSXV approval.
Carlin Gold (CGDCF) holds two Yukon royalty interests involving Snowline Gold and Fireweed Zinc and plans a shareholder distribution through a private company. The Snowline royalty is 2% on all metals; Fireweed rates are 0.25% on base metals and 1% on precious metals. Both areas are at an early exploration stage.
The Snowline royalty will join Carlin Gold Royalties Spinco, which holds the 5% Cortez Summit royalty. The private company is being prepared for distribution to shareholders. Ivy Copper has been established to hold the wholly owned IVY copper-gold asset; drilling awaits a secured drill. Carlin also engaged Equedia for three months beginning November 1, 2026, at USD$500,000 plus applicable taxes, subject to TSX Venture Exchange approval.
Carlin Gold Corporation (CGDCF) has postponed its Annual General Meeting of Shareholders from October 23, 2026 to November 30, 2026, which will now be held as an Annual General and Special Meeting, with a new record date of October 1, 2026.
Shareholders will be asked to consider approval of a plan of arrangement to create and spin out a 5.00% net smelter return royalty on the Cortez Summit Property in Nevada, and to approve the issuance of 16,538,462 units to Electrum Gold Exploration LLC for aggregate gross proceeds of approximately $21.5 million and the resulting creation of Electrum as a Control Person of the company. This strategic investment forms the largest part of a broader private placement for up to approximately $31.27 million.
Carlin Gold has also engaged Danayi Capital Corp. for a 12‑month digital marketing campaign, under which Danayi may be paid up to US$200,000 plus taxes and holds no interest in the company’s securities.
Carlin Gold (OTCQB: CGDCF) announced management changes effective September 1, 2026. Dong Shim has been appointed Chief Financial Officer and Marla Ritchie Corporate Secretary. Aris Morfopoulos resigned as CFO and Corporate Secretary effective August 31, 2026 to pursue other opportunities.
Carlin also granted an aggregate of 350,000 stock options to a director and a consultant under its stock option plan. The options are exercisable at $1.24 per share for a term of five years, expiring August 31, 2031.
Carlin Gold (OTCQB: CGDCF) plans to create a 5.0% net smelter return royalty on its Cortez Summit Property in Nevada and transfer this Royalty to a wholly owned subsidiary, SpinCo. The company intends to distribute SpinCo shares to existing shareholders via a court-approved plan of arrangement under the British Columbia Business Corporations Act, targeting completion in 2026, subject to definitive agreements, title due diligence, shareholder and court approvals, and market conditions.
Carlin Gold also entered a 12‑month digital marketing agreement with Danayi Capital Corp., under which Danayi may receive up to US$200,000 in campaign fees, subject to TSX Venture Exchange acceptance.
Carlin Gold (OTCQB: CGDCF, TSXV: CGD) has engaged Danayi Capital to provide investor relations, corporate communications and digital marketing services for a 12‑month term from August 17, 2026 to August 17, 2027. Danayi will receive a monthly fee of $7,500 plus taxes and 250,000 stock options exercisable at $0.84 for five years, vesting in five equal tranches over 24 months. Carlin has also granted 200,000 options at $0.84 expiring August 18, 2031 to a consultant, vesting over 18 months. The company reports receipt of $1,055,000 from recent warrant exercises, a cash balance over $3.4 million, marketable securities of about $2.288 million, and potential additional proceeds of $3.618 million from outstanding warrants. All new option grants and the Danayi engagement are subject to TSX Venture Exchange acceptance.
Carlin Gold (TSXV: CGD, OTCQB: CGDCF) announced major management and board changes, an OTCQB listing, and new stock option grants. Quentin Mai becomes President & CEO and director, Cal Everett becomes Chairman and director, and Craig Roberts joins as director. Outgoing President & CEO Wayne Livingstone remains a director, while Robert Thomas, Robert Culbert, and Aris Morfopoulos resign as directors, with Thomas continuing as Vice President Exploration.
The company highlighted its 100%-owned Cortez Summit gold project in Nevada, adjacent to properties of Barrick Mining Corporation and Nevada Gold Mines. Carlin Gold also began trading on the OTCQB under symbol CGDCF and granted 700,000 stock options at $0.57, expiring July 13, 2031, to members of the new management group.