Diamond Fields Resources Inc. (TSXV:DFR) entered into a share exchange agreement to acquire 80% percent stake in Moydow Holdings Limited from Brian Kiernan on August 24, 2021. Separately, DFR has entered into share exchange agreements with each of the Minority Shareholders and options exchange agreements with each holder of management options to acquire all of the remaining securities in Moydow other than those retained by Panthera. In connection with the Transaction, Brian Kiernan and Jean-Raymond Boulle, through Spirit Resources SARL, have executed subscription agreements with DFR and otherwise agreed to invest a combined $2.75 million as part of the Transaction. In addition, Brian Kiernan, Spirit and Panthera hold warrants to subscribe to up to 70,000 Moydow shares each at a price of US$3.50 per share until December 31, 2021. Under the terms of the Kiernan Exchange Agreement, Brian Kiernan will be appointed as a Director, and Chairman of DFR at Closing. Upon completion of the Transaction Brian Kiernan will be appointed as a Non-Executive Director and Chairman. At closing of the Transaction, Moydow will be majority-controlled by DFR through the acquisition (and exchange) of Moydow shares currently owned by Brian Kiernan.

The transaction is subject to approval by the TSX Venture Exchange, DFR shareholders approval, and completion of satisfactory confirmatory due diligence by DFR. Diamond Fields Resources Inc. announces that it will delay the date of its annual, general and special meeting of shareholders ("ASM"), initially expected to be held prior to December 31, 2021, to a date to be confirmed in early 2022. The Transaction is expected to close in the first quarter of 2022. As of March 11, 2022, the transaction is expected to close during the second quarter of 2022.

The TSX Venture Exchange has provided conditional approval to the Acquisition, subject to shareholder approval to the Transaction and other standard conditions. Diamond Fields Resources Inc has scheduled an Annual General and Special Meeting of the shareholders of the Company to be held on June 9, 2022. The particulars of the Transaction will be mailed to shareholders in mid-May 2022. Subject to shareholder approval. As of June 9, 2022 Diamond Fields Resources Inc. (TSX-V:DFR) shareholder approved the deal. The Transaction is anticipated to close in mid-June 2022.

Diamond Fields Resources Inc. (TSXV:DFR) completed the acquisition of 80% percent stake in Moydow Holdings Limited from Brian Kiernan on June 29, 2022. The transaction is subject to final approval by the TSX Venture Exchange.