Robex Announces Amendment to Arrangement Agreement With Predictive Discovery; Special Meeting Postponed to December 30, 2025

Executive Summary

• Robex Resources and Predictive Discovery have executed an amended arrangement agreement, changing the exchange ratio to 7.862 Predictive shares per Robex share, giving Robex shareholders ~46.5% ownership of the combined company on a fully‑diluted in‑the‑money basis.
• The transaction is supported by major shareholders representing ~23.8% of Robex’s outstanding shares and is expected to be accretive over the medium term, creating one of West Africa’s leading gold producers with projected 400 koz+ annual production by 2029.
• The special shareholder meeting has been postponed to 30 December 2025; proxy and CDI voting deadlines have been extended to 29 December 2025 (proxies) and 28 December 2025 (CDI).

Key Details

• Amended Consideration: 7.862 fully paid ordinary Predictive shares for each Rob2 share.
• Post‑transaction Ownership: Predictive shareholders ~53.5%; former Robex shareholders ~46.5% (fully diluted, in‑the‑money).
• Shareholder Support: Major shareholders, directors and officers of Robex (≈23.8% of shares) have entered amended voting agreements to vote “FOR” the arrangement.
• Strategic Rationale:
• Combined resources ≈ 9.5 Moz Au; projected production ≥ 400 koz Au/yr by 2029 from Kiniero and Bankan projects.
• Near‑term cash flow from Kiniero and warrant proceeds to fund Bankan development, reducing financing risk.
• Creation of a tier‑1 gold mining hub in Guinea with synergies across adjacent projects.
• Potential inclusion in major indices (ASX 200, GDXJ) enhancing liquidity.
• Fairness Opinions: Updated opinions from Canaccord Genuity and Cormark Securities confirm the amended consideration is fair to Robex shareholders.
• Meeting Details:
• New meeting date: 30 December 2025, 8:00 a.m. ET (virtual webcast).
• Proxy deadline extended to 29 Dec 2025, 5:00 p.m. ET; CDI voting instruction deadline to 28 Dec 2025, 5:00 p.m. ET.
• Voting Instructions: Shareholders who have already voted “FOR” need take no further action unless they wish to change their vote. Those who voted “AGAINST” are encouraged to submit a new proxy “FOR”.
• Advisors & Contacts:
• Financial advisors – Canaccord Genuity (Robex), Peloton Legal (Australia), Osler, Hoskin & Harcourt (Canada).
• Proxy solicitation – Laurel Hill Advisory Group (toll‑free numbers and email provided).

Notable Quotes

• Matthew Wilcox, CEO, Robex: “The amended agreement provides both Robex and Predictive shareholders with attractive exposure to the merged group’s high‑quality assets… together we are well placed to deliver meaningful returns and build one of West Africa’s leading gold producers.”

Materiality Assessment: Material – Positive (the amendment materially alters ownership structure, valuation expectations, and strategic positioning of both companies).