SCHEDULE: Sprott's Stake in New Found Gold Diluted Post-Merger

Sentiment:

Beneficial Ownership Update


Eric Sprott and affiliated entities' beneficial ownership in New Found Gold Corp. decreased to 19.42% following the Maritime Resources acquisition, despite receiving additional shares.

Worse than expectedThe Reporting Persons' percentage of beneficial ownership in New Found Gold Corp. decreased by approximately 3.7% due to the dilutive effect of the Maritime Transaction, which is generally considered a negative outcome for a significant shareholder seeking to maintain or increase their proportional influence.

Summary

  • Eric Sprott, along with his controlled entities 2176423 Ontario Ltd. and Sprott Mining Inc., beneficially owns an aggregate of 65,915,290 Common Shares of New Found Gold Corp.
  • This aggregate ownership represents approximately 19.42% of the 339,380,959 total Common Shares outstanding of New Found Gold Corp.
  • The change in ownership stems from New Found Gold Corp.'s acquisition of Maritime Resources Corp. on November 13, 2025, through a statutory plan of arrangement (the "Maritime Transaction").
  • In the Maritime Transaction, 2176423 Ontario Ltd. exchanged its 10,255,000 shares and 2,666,700 warrants of Maritime Resources for 7,691,250 Common Shares and warrants to purchase 2,000,025 Common Shares of New Found Gold Corp.
  • Despite acquiring additional shares of New Found Gold Corp., the Maritime Transaction resulted in the issuance of 94,254,209 new Common Shares by the Issuer, which was dilutive to the Reporting Persons.
  • The dilution led to a decrease of approximately 3.7% in the Reporting Persons' percentage of Common Shares outstanding compared to what was reported in Amendment No. 4.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative for the reporting person due to the dilution of their stake, even though they received additional shares. The underlying corporate action (acquisition) could be positive for the issuer, but the filing focuses on the reporting person's ownership change.

Positives

  • Reporting Persons received additional Common Shares and warrants in New Found Gold Corp. as a result of the Maritime Transaction, consolidating their investment in the combined entity.
  • New Found Gold Corp. successfully completed the acquisition of Maritime Resources Corp., potentially expanding its asset base and strategic position.

Negatives

  • The Reporting Persons' percentage of beneficial ownership in New Found Gold Corp. decreased by approximately 3.7% due to the dilutive effect of the Maritime Transaction.

Future Outlook

NA

Industry Context

This filing primarily details a change in beneficial ownership percentage for a significant investor following a corporate acquisition. The acquisition of Maritime Resources Corp. by New Found Gold Corp. suggests consolidation within the mining or exploration sector, potentially aimed at expanding New Found Gold's resource base or operational footprint. The dilutive effect on a major shareholder's stake is a common outcome in share-based acquisitions where the acquiring company issues new equity.

Related Party Transactions

  • Eric Sprott controls 2176423 Ontario Ltd. and Sprott Mining Inc., making their holdings and transactions related party dealings in the context of his overall beneficial ownership.

Stakeholder Impact

  • Shareholders of New Found Gold Corp. experienced dilution due to the issuance of 94,254,209 new Common Shares for the Maritime Transaction.
  • Former shareholders of Maritime Resources Corp. became shareholders of New Found Gold Corp. as a result of the share exchange.

Key Dates

DateDescription
2021-12-01Initial Schedule 13D filing date.
2022-04-13Amendment No. 1 filing date.
2022-04-29Amendment No. 2 filing date.
2022-08-08Amendment No. 3 filing date.
2025-08-27Amendment No. 4 filing date.
2025-11-07Issuer's third quarter report issued, reporting 243,126,725 Common Shares outstanding.
2025-11-13Completion of the Maritime Transaction, acquiring Maritime Resources Corp.
2025-11-17Date of this Amendment No. 5 filing.

Recommendation

hold

While the reporting person's stake was diluted, this filing primarily reports a change in ownership structure following an acquisition, rather than a fundamental shift in the company's operational performance or strategic direction. The acquisition itself could be a positive long-term move for New Found Gold Corp. An investor would likely 'hold' to assess the integration of Maritime Resources and the combined entity's future performance, rather than making an immediate 'buy' or 'sell' decision based solely on this ownership update.

Keywords

New Found Gold Corp., Eric Sprott, Sprott Mining, 2176423 Ontario, Maritime Resources Corp., Schedule 13D, beneficial ownership, merger, acquisition, dilution, common shares, warrants, corporate action

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