{"success":true,"data":{"pressRelease":{"id":"100776","rtpr_id":"nACSbHdGKa","ticker":"PSYG","exchange":"","all_tickers":["PSYG"],"title":"Psyence Group Announces Name Change, Share Consolidation and Closing of RTO with GoldCoast Resource Corp.","author":"ACCESSWIRE","published_at":"2026-07-28T15:25:00.433Z","article_body":"TORONTO, ON / ACCESS Newswire (https://www.accessnewswire.com/) / July 28,\n2026 / GoldCoast Resource Corp. (formerly, Psyence Group Inc.) (CSE:PSYG) (the\n\"Company\") is pleased to announce that it has completed its previously\nannounced amalgamation effective July 27, 2026 pursuant to an amalgamation\nagreement dated November 21, 2025, as amended (the \"Amalgamation Agreement\")\nwith GoldCoast Resource Corp. (the \"Target\") and Psyence Therapeutics Corp.\n(\"Subco\"), a wholly owned subsidiary of the Company. Pursuant to the\nAmalgamation Agreement the Company has, by way of a three-cornered\namalgamation, acquired all of the issued and outstanding securities of the\nTarget, subject to the terms and conditions of the Amalgamation Agreement (the\n\"Transaction\").\n\nIn accordance with the terms of the Amalgamation Agreement, the Target\namalgamated with Subco pursuant to the provisions of the Business Corporations\nAct (Ontario). The amalgamated entity continued as one corporation and remains\na wholly-owned subsidiary of the Company following the closing of the\nTransaction. The Target shareholders exchanged their common shares of the\nTarget (\"GoldCoast Shares\") for common shares of the Company (the \"Common\nShares\") automatically and without the need to provide any letter of\ntransmittal, based on an exchange ratio equal to one Common Shares for each\none GoldCoast Share (the \"Exchange Ratio\") which resulted in, upon completion\nof the Transaction, 3.35% of the Common Shares being held by shareholders of\nthe Company and 96.65% of the Common Shares being held by the Target\nshareholders.\n\nThe Transaction constitutes a \"fundamental change\" pursuant to Policy 8 -\nFundamental Changes and Changes of Business of the Canadian Securities\nExchange (the \"CSE\"). Immediately following the closing of the Transaction\n(the \"Closing\"), the Company changed its name from \"Psyence Group Inc.\" to\n\"GoldCoast Resource Corp.\" (the \"Name Change\") and completed a consolidation\n(the \"Consolidation\") on the basis of every 6.9565 pre-consolidation Common\nShares being consolidated into one (1) post-consolidation Common Share. The\nnew CUSIP number for the post-consolidation Common Shares is 38077K103 and the\nnew ISIN is CA38077K1030.\n\nThe exercise or conversion price and the number of Common Shares issuable\nunder any of the Company's outstanding stock options will be proportionately\nadjusted to reflect the Consolidation in accordance with the respective terms\nthereof. No fractional Common Shares will be issued pursuant to the\nConsolidation and any fractional shares that would have otherwise been issued\nwill be converted into whole Common Shares without par value of the Company,\nsuch that fractional Common Shares will be rounded down to the nearest whole\nnumber.\n\nLetters of transmittal with respect to the Consolidation will be mailed to\nregistered shareholders of the Company. All registered shareholders with\nphysical certificates will be required to send their respective share\ncertificates representing pre-Consolidation Common Shares, along with a\nproperly executed letter of transmittal, to the Company's registrar and\ntransfer agent, Odyssey Trust Company, in accordance with the instructions\nprovided in the letter of transmittal. Shareholders who hold their Common\nShares through a broker, investment dealer, bank or trust company or other\nintermediary should contact that nominee or intermediary for assistance in\ndepositing their Common Shares in connection with the Consolidation.\n\nCertain Common Shares are subject to the escrow policies of the CSE and\napplicable securities laws and will be released incrementally over multiple\nperiods from the date of listing on the CSE, all as further described in the\nForm 2A - Listing Statement (the \"Listing Statement\").\n\nFor further information regarding the Transaction, readers are encouraged to\nreview the Listing Statement prepared by the Company in support of the\nTransaction, a copy of which will be available under the Company's profile on\nSEDAR+ (www.sedarplus.ca).\n\nBoard of Directors and Management\n\nConcurrently with Closing, the board of directors of the Company was\nreconstituted to consist of Sir Sam Jonah, Michael Nikiforuk, Tom Griffis and\nBobby Banson. Michael Nikiforuk has been appointed Chief Executive Officer of\nthe Company, Winfield Ding has been appointed Chief Financial Officer, Sir Sam\nJonah has been appointed the Chairman of the Company and Tom Griffis has been\nappointed an Executive Director.\n\nAbout GoldCoast Corp.\n\nGoldCoast Resource Corp. is a Canadian mineral exploration company focused on\ndiscovering and developing offshore gold resources along Ghana's continental\nshelf. The Company holds a district-scale 10,000 km² reconnaissance licence\npackage that covers roughly 53% of Ghana's offshore coastline - representing\nthe only place on earth - where three major rivers, carrying gold-rich\nbedload, eroded from world-class gold belts, over interglacial periods,\nconverge on a shallow continental shelf.\n\nON BEHALF OF THE BOARD OF GOLDCOAST RESOURCE CORP.\n\nCONTACT INFORMATION\nTel: (416) 449-3996\nEmail: ir@goldcoastresource.com\nX: @GoldCoast_R\n\nInstitutional Outreach:\nTim Williams\nTel: (416) 953-6630\nEmail: tim.williams@goldcoastresource.com\n\nConnect with GoldCoast Resource Corp:\n\nEmail (mailto:ir@goldcoastresource.com) | Website (https://pr.report/o9za) |\nLinkedIn (https://pr.report/o9zb) | X (https://pr.report/o9zc) | YouTube\n(https://pr.report/o9zd) | LinkTree (https://pr.report/o9ze)\n\nTo register for investor updates please visit: goldcoastresource.com\n(https://pr.report/o9zf)\n\nCSE: GCR\n\nNeither the Canadian Securities Exchange nor its Regulation Services Provider\n(as that term is defined in the policies of the Canadian Securities Exchange)\naccepts responsibility.\n\nFORWARD-LOOKING STATEMENTS\n\nThis press release contains \"forward-looking information\" and \"forward-looking\nstatements\" within the meaning of applicable securities legislation. The\nforward-looking statements herein are made as of the date of this press\nrelease only, and the Company does not assume any obligation to update or\nrevise them to reflect new information, estimates or opinions, future events\nor results or otherwise, except as required by applicable law. Often, but not\nalways, forward-looking statements can be identified by the use of words such\nas \"plans\", \"expects\", \"is expected\", \"budgets\", \"scheduled\", \"estimates\",\n\"forecasts\", \"predicts\", \"projects\", \"intends\", \"targets\", \"aims\",\n\"anticipates\" or \"believes\" or variations (including negative variations) of\nsuch words and phrases or may be identified by statements to the effect that\ncertain actions \"may\", \"could\", \"should\", \"would\", \"might\" or \"will\" be taken,\noccur or be achieved. These forward-looking statements include, among other\nthings, statements relating to the business plans of the Company and the\nlisting of the Company on the CSE.\n\nSuch forward-looking statements are based on a number of assumptions of the\nmanagement of the Company, including, without limitation, the Company's use of\nproceeds from the Transaction, and that there will be no adverse changes in\napplicable regulations or CSE policies that impact the Transaction.\n\nAdditionally, forward-looking information involve a variety of known and\nunknown risks, uncertainties and other factors which may cause the actual\nplans, intentions, activities, results, performance or achievements of the\nCompany to be materially different from any future plans, intentions,\nactivities, results, performance or achievements expressed or implied by such\nforward-looking statements. Such risks include, without limitation, that the\ncompletion of the Transaction may be adversely impacted by changes in\nlegislation, changes in CSE policies, political instability or general market\nconditions, risks relating to the current global trade war, the Company may\nrequire additional financing from time to time in order to continue its\noperations, or financing may not be available when needed or on terms and\nconditions acceptable to the Company.\n\nSuch forward-looking information represents the best judgment of the\nmanagement of the Company based on information currently available. No\nforward-looking statement can be guaranteed and actual future results may vary\nmaterially. Accordingly, readers are advised not to place undue reliance on\nforward-looking statements or information. Neither the Company nor any of its\nrepresentatives make any representation or warranty, express or implied, as to\nthe accuracy, sufficiency or completeness of the information in this press\nrelease. Neither the Company nor any of its representatives shall have any\nliability whatsoever, under contract, tort, trust or otherwise, to you or any\nperson resulting from the use of the information in this press release by you\nor any of your representatives or for omissions from the information in this\npress release.\n\nNeither the CSE nor its Market Regulator accepts responsibility for the\nadequacy or accuracy of this news release.\n\nSOURCE: GoldCoast Resource Corp.\nView the original press release\n(https://www.accessnewswire.com/newsroom/en/healthcare-and-pharmaceutical/psyence-group-announces-name-change-share-consolidation-and-closing-o-1197497)\non ACCESS Newswire\n\n\nCopyright 2026 ACCESS Newswire. All Rights Reserved.","article_body_html":"","raw_payload":{"data":{"id":"nACSbHdGKa","title":"Psyence Group Announces Name Change, Share Consolidation and Closing of RTO with GoldCoast Resource Corp.","author":"ACCESSWIRE","ticker":"PSYG","created":"2026-07-28T15:25:00.433Z","tickers":["PSYG"],"exchange":"","article_body":"TORONTO, ON / ACCESS Newswire (https://www.accessnewswire.com/) / July 28,\n2026 / GoldCoast Resource Corp. (formerly, Psyence Group Inc.) (CSE:PSYG) (the\n\"Company\") is pleased to announce that it has completed its previously\nannounced amalgamation effective July 27, 2026 pursuant to an amalgamation\nagreement dated November 21, 2025, as amended (the \"Amalgamation Agreement\")\nwith GoldCoast Resource Corp. (the \"Target\") and Psyence Therapeutics Corp.\n(\"Subco\"), a wholly owned subsidiary of the Company. Pursuant to the\nAmalgamation Agreement the Company has, by way of a three-cornered\namalgamation, acquired all of the issued and outstanding securities of the\nTarget, subject to the terms and conditions of the Amalgamation Agreement (the\n\"Transaction\").\n\nIn accordance with the terms of the Amalgamation Agreement, the Target\namalgamated with Subco pursuant to the provisions of the Business Corporations\nAct (Ontario). The amalgamated entity continued as one corporation and remains\na wholly-owned subsidiary of the Company following the closing of the\nTransaction. The Target shareholders exchanged their common shares of the\nTarget (\"GoldCoast Shares\") for common shares of the Company (the \"Common\nShares\") automatically and without the need to provide any letter of\ntransmittal, based on an exchange ratio equal to one Common Shares for each\none GoldCoast Share (the \"Exchange Ratio\") which resulted in, upon completion\nof the Transaction, 3.35% of the Common Shares being held by shareholders of\nthe Company and 96.65% of the Common Shares being held by the Target\nshareholders.\n\nThe Transaction constitutes a \"fundamental change\" pursuant to Policy 8 -\nFundamental Changes and Changes of Business of the Canadian Securities\nExchange (the \"CSE\"). Immediately following the closing of the Transaction\n(the \"Closing\"), the Company changed its name from \"Psyence Group Inc.\" to\n\"GoldCoast Resource Corp.\" (the \"Name Change\") and completed a consolidation\n(the \"Consolidation\") on the basis of every 6.9565 pre-consolidation Common\nShares being consolidated into one (1) post-consolidation Common Share. The\nnew CUSIP number for the post-consolidation Common Shares is 38077K103 and the\nnew ISIN is CA38077K1030.\n\nThe exercise or conversion price and the number of Common Shares issuable\nunder any of the Company's outstanding stock options will be proportionately\nadjusted to reflect the Consolidation in accordance with the respective terms\nthereof. No fractional Common Shares will be issued pursuant to the\nConsolidation and any fractional shares that would have otherwise been issued\nwill be converted into whole Common Shares without par value of the Company,\nsuch that fractional Common Shares will be rounded down to the nearest whole\nnumber.\n\nLetters of transmittal with respect to the Consolidation will be mailed to\nregistered shareholders of the Company. All registered shareholders with\nphysical certificates will be required to send their respective share\ncertificates representing pre-Consolidation Common Shares, along with a\nproperly executed letter of transmittal, to the Company's registrar and\ntransfer agent, Odyssey Trust Company, in accordance with the instructions\nprovided in the letter of transmittal. Shareholders who hold their Common\nShares through a broker, investment dealer, bank or trust company or other\nintermediary should contact that nominee or intermediary for assistance in\ndepositing their Common Shares in connection with the Consolidation.\n\nCertain Common Shares are subject to the escrow policies of the CSE and\napplicable securities laws and will be released incrementally over multiple\nperiods from the date of listing on the CSE, all as further described in the\nForm 2A - Listing Statement (the \"Listing Statement\").\n\nFor further information regarding the Transaction, readers are encouraged to\nreview the Listing Statement prepared by the Company in support of the\nTransaction, a copy of which will be available under the Company's profile on\nSEDAR+ (www.sedarplus.ca).\n\nBoard of Directors and Management\n\nConcurrently with Closing, the board of directors of the Company was\nreconstituted to consist of Sir Sam Jonah, Michael Nikiforuk, Tom Griffis and\nBobby Banson. Michael Nikiforuk has been appointed Chief Executive Officer of\nthe Company, Winfield Ding has been appointed Chief Financial Officer, Sir Sam\nJonah has been appointed the Chairman of the Company and Tom Griffis has been\nappointed an Executive Director.\n\nAbout GoldCoast Corp.\n\nGoldCoast Resource Corp. is a Canadian mineral exploration company focused on\ndiscovering and developing offshore gold resources along Ghana's continental\nshelf. The Company holds a district-scale 10,000 km² reconnaissance licence\npackage that covers roughly 53% of Ghana's offshore coastline - representing\nthe only place on earth - where three major rivers, carrying gold-rich\nbedload, eroded from world-class gold belts, over interglacial periods,\nconverge on a shallow continental shelf.\n\nON BEHALF OF THE BOARD OF GOLDCOAST RESOURCE CORP.\n\nCONTACT INFORMATION\nTel: (416) 449-3996\nEmail: ir@goldcoastresource.com\nX: @GoldCoast_R\n\nInstitutional Outreach:\nTim Williams\nTel: (416) 953-6630\nEmail: tim.williams@goldcoastresource.com\n\nConnect with GoldCoast Resource Corp:\n\nEmail (mailto:ir@goldcoastresource.com) | Website (https://pr.report/o9za) |\nLinkedIn (https://pr.report/o9zb) | X (https://pr.report/o9zc) | YouTube\n(https://pr.report/o9zd) | LinkTree (https://pr.report/o9ze)\n\nTo register for investor updates please visit: goldcoastresource.com\n(https://pr.report/o9zf)\n\nCSE: GCR\n\nNeither the Canadian Securities Exchange nor its Regulation Services Provider\n(as that term is defined in the policies of the Canadian Securities Exchange)\naccepts responsibility.\n\nFORWARD-LOOKING STATEMENTS\n\nThis press release contains \"forward-looking information\" and \"forward-looking\nstatements\" within the meaning of applicable securities legislation. The\nforward-looking statements herein are made as of the date of this press\nrelease only, and the Company does not assume any obligation to update or\nrevise them to reflect new information, estimates or opinions, future events\nor results or otherwise, except as required by applicable law. Often, but not\nalways, forward-looking statements can be identified by the use of words such\nas \"plans\", \"expects\", \"is expected\", \"budgets\", \"scheduled\", \"estimates\",\n\"forecasts\", \"predicts\", \"projects\", \"intends\", \"targets\", \"aims\",\n\"anticipates\" or \"believes\" or variations (including negative variations) of\nsuch words and phrases or may be identified by statements to the effect that\ncertain actions \"may\", \"could\", \"should\", \"would\", \"might\" or \"will\" be taken,\noccur or be achieved. These forward-looking statements include, among other\nthings, statements relating to the business plans of the Company and the\nlisting of the Company on the CSE.\n\nSuch forward-looking statements are based on a number of assumptions of the\nmanagement of the Company, including, without limitation, the Company's use of\nproceeds from the Transaction, and that there will be no adverse changes in\napplicable regulations or CSE policies that impact the Transaction.\n\nAdditionally, forward-looking information involve a variety of known and\nunknown risks, uncertainties and other factors which may cause the actual\nplans, intentions, activities, results, performance or achievements of the\nCompany to be materially different from any future plans, intentions,\nactivities, results, performance or achievements expressed or implied by such\nforward-looking statements. Such risks include, without limitation, that the\ncompletion of the Transaction may be adversely impacted by changes in\nlegislation, changes in CSE policies, political instability or general market\nconditions, risks relating to the current global trade war, the Company may\nrequire additional financing from time to time in order to continue its\noperations, or financing may not be available when needed or on terms and\nconditions acceptable to the Company.\n\nSuch forward-looking information represents the best judgment of the\nmanagement of the Company based on information currently available. No\nforward-looking statement can be guaranteed and actual future results may vary\nmaterially. Accordingly, readers are advised not to place undue reliance on\nforward-looking statements or information. Neither the Company nor any of its\nrepresentatives make any representation or warranty, express or implied, as to\nthe accuracy, sufficiency or completeness of the information in this press\nrelease. Neither the Company nor any of its representatives shall have any\nliability whatsoever, under contract, tort, trust or otherwise, to you or any\nperson resulting from the use of the information in this press release by you\nor any of your representatives or for omissions from the information in this\npress release.\n\nNeither the CSE nor its Market Regulator accepts responsibility for the\nadequacy or accuracy of this news release.\n\nSOURCE: GoldCoast Resource Corp.\nView the original press release\n(https://www.accessnewswire.com/newsroom/en/healthcare-and-pharmaceutical/psyence-group-announces-name-change-share-consolidation-and-closing-o-1197497)\non ACCESS Newswire\n\n\nCopyright 2026 ACCESS Newswire. All Rights Reserved."},"type":"article","timestamp":"2026-07-28T15:25:00.471908162Z","server_sent_at_ms":1785252300471},"received_at":"2026-07-28T15:25:00.524Z","source_url":"https://www.accessnewswire.com/newsroom/en/healthcare-and-pharmaceutical/psyence-group-announces-name-change-share-consolidation-and-closing-o-1197497"},"analysis":{"id":"89811","press_release_id":"100776","analysis_json":{"industry":{"label":"Metals & Mining","sector":"Materials"},"redFlags":["significant share consolidation ratio of 1:6.9565","legacy shareholders diluted to 3.35% ownership post-RTO","fundamental change of business from healthcare to mining"],"eventType":"m_and_a","narrative":"Psyence Group Inc. has completed its Reverse Takeover of GoldCoast Resource Corp., effective July 27, 2026, changing its name to GoldCoast Resource Corp. and its ticker to GCR.\n\nThe transaction includes a share consolidation on a 1:6.9565 basis, resulting in former Psyence shareholders holding just 3.35% of the company while GoldCoast shareholders hold 96.65%.\n\nConcurrent with the closing, the board was reconstituted with Michael Nikiforuk appointed CEO and Sir Sam Jonah as Chairman, shifting the business focus to offshore gold exploration in Ghana.","sentiment":"neutral","agentHooks":{"shouldPost":false,"suggestedAngle":"RTO complete: Psyence transforms into GoldCoast Resource with heavy consolidation."},"keyFigures":{"customDimensions":{"exchange_ratio":"1:1","reverse_split_ratio":"1:6.9565","exploration_licence_area_km2":10000,"offshore_coastline_coverage_pct":"53%","legacy_shareholder_ownership_pct":"3.35%","target_shareholder_ownership_pct":"96.65%"}},"quotedText":"The Transaction constitutes a \"fundamental change\" pursuant to Policy 8 - Fundamental Changes and Changes of Business of the Canadian Securities Exchange","namedEntities":{"people":[{"name":"Sir Sam Jonah","role":"Chairman"},{"name":"Michael Nikiforuk","role":"CEO"},{"name":"Winfield Ding","role":"CFO"},{"name":"Tom Griffis","role":"Executive Director"},{"name":"Bobby Banson","role":"Director"},{"name":"Tim Williams","role":"Institutional Outreach"}],"products":[],"companies":[{"name":"GoldCoast Resource Corp.","ticker":"GCR","relationship":"Target / Resulting Entity"},{"name":"Psyence Group Inc.","ticker":"PSYG","relationship":"Acquirer / Former Name"},{"name":"Psyence Therapeutics Corp.","relationship":"Subsidiary"},{"name":"Canadian Securities Exchange","relationship":"Exchange"},{"name":"Odyssey Trust Company","relationship":"Registrar and Transfer Agent"}],"dollarAmounts":[]},"materialImpact":{"score":3,"reasoning":"Completion of a Reverse Takeover (RTO) fundamentally changing the business from healthcare to gold mining. The event is accompanied by a significant 1:6.9565 share consolidation and a name change. While transformative, the deal is a pre-announced closing of a small-cap RTO with substantial dilution for legacy shareholders."},"tickerRelevance":{"others":[{"ticker":"GCR","relevance":"New ticker symbol for the resulting entity (GoldCoast Resource Corp.)"}],"primary":"PSYG"},"globalImportance":20,"audienceRelevance":15,"eventTypeSecondary":["reverse_split","ticker_change","executive_change","board_change"],"importanceComponents":{"tickerTier":"micro-cap","eventGravity":"RTO closing with consolidation","sectorWeight":"Materials","marketCapAdjustment":"low"}},"event_type":"m_and_a","event_type_secondary":["reverse_split","ticker_change","executive_change","board_change"],"sentiment":"neutral","material_impact_score":3,"narrative":"Psyence Group Inc. has completed its Reverse Takeover of GoldCoast Resource Corp., effective July 27, 2026, changing its name to GoldCoast Resource Corp. and its ticker to GCR.\n\nThe transaction includes a share consolidation on a 1:6.9565 basis, resulting in former Psyence shareholders holding just 3.35% of the company while GoldCoast shareholders hold 96.65%.\n\nConcurrent with the closing, the board was reconstituted with Michael Nikiforuk appointed CEO and Sir Sam Jonah as Chairman, shifting the business focus to offshore gold exploration in Ghana.","key_figures":{"customDimensions":{"exchange_ratio":"1:1","reverse_split_ratio":"1:6.9565","exploration_licence_area_km2":10000,"offshore_coastline_coverage_pct":"53%","legacy_shareholder_ownership_pct":"3.35%","target_shareholder_ownership_pct":"96.65%"}},"named_entities":{"people":[{"name":"Sir Sam Jonah","role":"Chairman"},{"name":"Michael Nikiforuk","role":"CEO"},{"name":"Winfield Ding","role":"CFO"},{"name":"Tom Griffis","role":"Executive Director"},{"name":"Bobby Banson","role":"Director"},{"name":"Tim Williams","role":"Institutional Outreach"}],"products":[],"companies":[{"name":"GoldCoast Resource Corp.","ticker":"GCR","relationship":"Target / Resulting Entity"},{"name":"Psyence Group Inc.","ticker":"PSYG","relationship":"Acquirer / Former Name"},{"name":"Psyence Therapeutics Corp.","relationship":"Subsidiary"},{"name":"Canadian Securities Exchange","relationship":"Exchange"},{"name":"Odyssey Trust Company","relationship":"Registrar and Transfer Agent"}],"dollarAmounts":[]},"model_name":"glm-4.7","prompt_hash":"sha256:727b4b9429a443af","schema_hash":"sha256:05005c02d9cffac9","created_at":"2026-07-28T21:03:39.874Z","global_importance":20,"audience_relevance":15,"importance_components":{"tickerTier":"micro-cap","eventGravity":"RTO closing with consolidation","sectorWeight":"Materials","marketCapAdjustment":"low"}},"durationMs":108378,"modelName":"glm-4.7"}}