| NEWS RELEASE | Paris: EUR |
ESTABLISHMENT OF A SPECIAL COMMITTEE
Paris, France, November 21, 2023: The Board of Directors of EURO Ressources S.A. ("EURO" or "the Company") (Paris: EUR) convened on October 6, 2023 to consider the intention of IAMGOLD Corporation and its 100%-owned subsidiary IAMGOLD France SAS to file a buy-out offer followed by a squeeze-out (offre publique de retrait suivi d'un retrait obligatoire).
In accordance with article 261-1-III of the general regulations of the Autorité des Marchés Financiers ("AMF"), the Board of Directors of the Company thus convened established a Special Committee comprised of Mr. David Watkins as Chairman (independent director), Mr. Ian Smith (independent director) and Mrs. Susanne Hermans (independent director).
The Special Committee is responsible for proposing to the Board of Directors the appointment of an independent expert, supervising the mission of the expert and making a recommendation to the Board of Directors on the intended offer.
Following the recommendations of the Special Committee, the Board of Directors, convened on October 17, 2023, appointed Sorgem Evaluation, represented by Claire Karsenti, as independent expert.
On November 14, 2023, IAMGOLD France SAS filed with the AMF a proposed buy-out offer for the Company's shares, in accordance with article 236-3 of the general regulations of the AMF (the "Offer").
The Board of Directors will issue a reasoned opinion on the proposed Offer after reviewing the report of the independent expert report and the recommendation of the Special Committee.
The report of the independent expert and the reasoned opinion of the Board of Directors of the Company will be included in the Company's draft reply notice.
About EURO
EURO is a French company whose main assets are a royalty on the Rosebel Gold Mine production in Suriname (the "Rosebel Royalty"), a royalty on the Paul Isnard concessions, a silver stream from a subsidiary of Orezone Gold Corporation ("Orezone") and marketable securities. Rosebel Gold Mines is 95%-owned and operated by Zijin Mining Group Co. Ltd. The existing royalty on Rosebel held by EURO will remain an obligation of IAMGOLD. The royalty on the Paul Isnard concessions is a net smelter returns production royalty on future production of the Paul Isnard concessions and an area of interest surrounding the concessions in French Guiana, owned by the Montagne d'Or project holding company which 44.99% is owned by Orea Mining Corp. ("Orea"). The silver stream entitles EURO to receive 50% of the payable silver production over the life of mine on Orezone's Bombore mine, located in Burkina Faso, West Africa.
EURO has approximately 62.5 million shares outstanding. At October 31, 2023, IAMGOLD France S.A.S. ("IAMGOLD France"), an indirect wholly owned subsidiary of IAMGOLD, owned 90% of all issued outstanding shares of EURO. As at October 31, 2023, IAMGOLD France held 56,242,153 shares representing 112,300,344 voting rights or 94.37% of the voting rights of EURO.
Statements Regarding Forward-Looking Information: Some statements in this news release are forward-looking statements. Investors are cautioned that forward-looking statements are inherently uncertain and involve risks and uncertainties. There can be no assurance that future developments affecting the Company will be those anticipated by management.
Not for distribution to United States newswire services or for dissemination in the United States. The securities referred to herein have not been registered under the United States Securities Act of 1933, as amended (the Securities Act), and may not be offered or sold in the United States or to a U.S. person absent registration, or an applicable exemption from the registration requirements of the Securities Act.
Additional information relating to EURO Ressources S.A. is available on SEDAR at www.sedar.com. Further requests for information should be addressed to:
| Tidiane Barry Directeur Général Tel: +1 450 677 0040 Email: tbarry@euroressources.net | Sophie Hallé Directeur Général Délégué Tel: +1 450 677 0040 Email : shalle@euroressources.net (mailto:shalle@euroressources.net) |
Attachment
- PR 23-10EN 2023 11 21 EURO - News release - Estalishment Special Committee (https://ml-eu.globenewswire.com/Resource/Download/9c0461fd-4282-4e9f-84ef-e1c7eca71536)
