Announcement • Dec 23
IAMGOLD Corporation (TSX:IMG) completed the acquisition of remaining 93.3% stake in Mines D'Or Orbec Inc. (TSXV:BLUE). IAMGOLD Corporation (TSX:IMG) signed a definitive arrangement agreement to acquire remaining 93.3% stake in Mines D'Or Orbec Inc. (TSXV:BLUE) for CAD 12.6 million on October 19, 2025. Under the terms of the arrangement agreement, Orbec shareholders will receive total consideration representing a value of CAD 0.125 per Orbec Share in a cash and shares transaction comprised of CAD 0.0625 per Orbec Share and 0.003466 of an IAMGOLD common share for each Orbec Share. This represents a premium of approximately 25% to the closing price of the Orbec Shares on the TSX Venture Exchange as of market close on October 17, 2025. The Company has also agreed to pay a termination fee of CAD 660,000 to IAMGOLD in the case of certain terminating events.
The transaction will be effected by way of a court-approved plan of arrangement under the Business Corporations Act (Ontario), and will require the approval of at least (i) 66 2/3% of the votes cast by Orbec's shareholders, (ii) 66 2/3% of the votes cast by Orbec's shareholders, option holders and warrant holders, voting together as members of a single class, and (iii) 50%+1 of the votes cast by disinterested Orbec shareholders at a special meeting of Orbec shareholders. In addition to shareholder and court approvals, the transaction is subject to applicable regulatory approvals and the satisfaction of certain other closing conditions customary in transactions of this nature. The transaction has been approved unanimously by the board of directors of Mines d'Or Orbec Inc. The transaction is expected to close in the fourth quarter of 2025. Directors and executive officers of Orbec have entered into voting support agreements with IAMGOLD pursuant to which they have agreed, subject to the terms of such agreements, to vote their Orbec Shares in favour of the transaction. As of November 18, 2025, the transaction is expected to close on or about December 19, 2025.
Laurentian Bank Securities, Inc. acted as financial advisor for IAMGOLD Corporation. Norton Rose Fulbright Canada LLP acted as legal advisor for IAMGOLD Corporation. Evans & Evans, Inc. provided a fairness opinion to the Orbec Board and acted as the Special Committee's financial advisor to Mines D'Or Orbec Inc. Jay Goldman, David Gardos, Stephanie Voudouris and Tera Li Parizeau of Cassels Brock & Blackwell LLP acted as legal advisors to Mines D'Or Orbec Inc.
IAMGOLD Corporation (TSX:IMG) completed the acquisition of remaining 93.3% stake in Mines D'Or Orbec Inc. (TSXV:BLUE) on December 22, 2025. The Orbec Shares will be delisted from the TSX Venture Exchange and removed from the OTC Pink Limited Market, and an application will be made for Orbec to cease to be a reporting issuer in the provinces of British Columbia, Alberta and Ontario. Recent Insider Transactions Derivative • Dec 19
Executive Chairman exercised options to buy CA$216k worth of stock. On the 12th of December, Chad Williams exercised options to buy 2m shares at a strike price of around CA$0.075, costing a total of CA$120k. This transaction amounted to 6.2% of their direct individual holding at the time of the trade. Since December 2024, Chad's direct individual holding has increased from 17.62m shares to 25.98m. Company insiders have collectively bought CA$652k more than they sold, via options and on-market transactions, in the last 12 months. Recent Insider Transactions Derivative • Dec 11
Executive Chairman exercised options to buy CA$661k worth of stock. On the 5th of December, Chad Williams exercised options to buy 5m shares at a strike price of around CA$0.055, costing a total of CA$269k. This transaction amounted to 23% of their direct individual holding at the time of the trade. Since December 2024, Chad's direct individual holding has increased from 17.62m shares to 25.98m. Company insiders have collectively bought CA$411k more than they sold, via options and on-market transactions, in the last 12 months.