Omega Gold Corp. entered into a binding letter of intent to acquire Altina Capital Corp. (TSXV:ALTN.P) for CAD 35.6 million in a reverse merger transaction on October 30, 2020. Omega Gold Corp. entered into a definitive arrangement to acquire Altina Capital Corp. (TSXV:ALTN.P) in a reverse merger transaction on June 1, 2021. Under the letter of intent, Altina Capital Corp. will acquire all of the issued and outstanding securities of Omega Gold. Pursuant to the transaction, each issued and outstanding security of Omega Gold, including any issued pursuant to the concurrent financings will be exchanged for equivalent securities of Altina Capital Corp. on a one-for-one basis. In connection with the transaction, Altina Capital Corp. and Omega Gold will complete one or more arm's length brokered and/or non-brokered private placements for aggregate proceeds of at least CAD 6.5 million and not more than CAD 8 million (collectively, the “Concurrent Financings”). Under the letter agreement, Omega Gold is required to complete one or more Concurrent Financings with aggregate gross proceeds of not less than CAD 1.5 million (the “Omega Minimum”) and not more than CAD 3 million. In accordance with the letter agreement, Altina Capital Corp. will also complete one or more Concurrent Financings with aggregate gross proceeds of not more than CAD 6.5 million. Under the definitive agreement, Omega Gold is required to complete one or more Concurrent Financings with aggregate gross proceeds of not more than CAD 13 million. The corporation resulting from the transaction (the “Resulting Issuer”) will continue under the name “Omega Gold Corp.” or such other name as the parties may agree, and carry on the business of Omega Gold. The proposed board of directors of the Resulting Issuer will be reconstituted to consist of five directors initially, three to be selected by Omega Gold and the remaining two to be selected by Altina. Two additional directors selected by Omega Gold will be appointed following completion of the transaction.

Completion of the transaction is conditional upon, among other standard conditions for a transaction of this nature including execution and delivery of the definitive agreement; Omega Gold providing a current Technical Report that is acceptable to the TSXV and Altina Capital Corp.; Omega Gold delivering audited annual financial statements and any applicable unaudited interim financial statements that are acceptable to Altina Capital and compliant with TSXV policies; Omega Gold delivering a title opinion for the Rio Bravo Project in a form and content reasonably satisfactory to Altina Capital; receipt of all required consents and approvals for the transaction and the definitive agreement, including from the Directors and shareholders of Omega Gold, from the Directors and, if required, the shareholders of the Altina Capital Corp, and from the TSXV; completion of the Concurrent Financings with aggregate gross proceeds including at least the Omega Minimum and Altina Capital completing one or more Concurrent Financings with aggregate gross proceeds of not less than CAD 5 million and completion of satisfactory due diligence. The transaction is subject to the sponsorship requirements of the TSXV. As of June 11, 2021, Altina Capital received TSX Venture Exchange conditional approval. As of February 25, 2022, the transaction has received conditional approval from the TSX Venture Exchange.

Either Altina Capital Corp. or Omega Gold may terminate the letter of intent if the definitive agreement is not entered into on or before January 31, 2021. Closing of the transaction is expected to occur prior to March 1, 2021, or such date as may be extended at the option of either Altina Capital or Omega Gold for up to two consecutive 30 calendar day renewal periods. As of February 18, 2021, the parties have amended the terms of their previously disclosed binding letter of intent, to extend the deadline for signing a definitive agreement to March 31, 2021. As of April 1, 2021, the parties have further amended the terms of their previously disclosed binding letter of intent, to extend the deadline for signing a definitive agreement to May 15, 2021. The date has been further extended to May 31, 2021. As of June 1, 2021, transaction is expected to occur prior to August 31, 2021. As of September 1, 2021, outside date for completion of transaction has been extended to October 31, 2021. As of November 2, 2021, Altina Capital Corp. and Omega have entered into an agreement amending its definitive arrangement agreement with Omega to extend the outside date for completion of the Qualifying Transaction to January 14, 2021. As of January 17, 2022, Altina Capital Corp. and Omega have extended the completion of the transaction to March 15, 2022. As of March 22, 2022, Altina Capital Corp. and Omega have extended the completion of the transaction to April 30, 2022. On May 9, 2022, parties entered into an amendment agreement in which it was mutually agreed upon to extend the outside date for completion of the Transaction to June 15, 2022. As of June 22, 2022, the parties have extended outside date for completion of the Qualifying Transaction to July 30, 2022. On August 5, 2022, the Company and Omega Gold entered into an amendment agreement in which it was mutually agreed upon to extend the outside date for completion of the Transaction to August 31, 2022. Computershare Investor Services LLC acted as transfer agent for Altina.

Omega Gold Corp. cancelled the acquisition of Altina Capital Corp. (TSXV:ALTN.P) in a reverse merger transaction on March 31, 2023. The transaction was cancelled as a result of adverse market conditions since the inception of the pandemic and the political turmoil in Peru.