Eldorado Gold, Foran remind shareholders to vote

Executive Summary

• Eldorado Gold Corp. and Foran Mining Corp. are reminding shareholders to vote on the proposed plan of arrangement, with special meetings scheduled for April 7, 2026.
• The transaction involves Foran becoming a wholly owned subsidiary of Eldorado, with Foran shareholders receiving 0.1128 of an Eldorado common share plus $0.01 in cash for each Foran share held.
• The boards of both companies unanimously recommend the resolution, citing strategic benefits including peer-leading near-term growth, substantial expected EBITDA and free cash flow, and a diversified, long-life asset base.

Key Details

• Transaction Structure: Foran Mining Corp. will become a wholly owned subsidiary of Eldorado Gold Corp. via a plan of arrangement.
• Consideration: Foran shareholders will receive 0.1128 of an Eldorado common share plus one cent ($0.01) in cash for each Foran common share held.
• Voting Schedule:
  • Eldorado Special Meeting: April 7, 2026, at 10 a.m. Vancouver time, at Blake Cassels & Graydon LLP, Vancouver, B.C.
  • Foran Special Meeting: April 7, 2026, at 1 p.m. Toronto time, at McCarthy Tetrault LLP, Toronto, Ont.
  • Proxy Voting Deadline: 10 a.m. Vancouver time on Thursday, April 2, 2026.
• Strategic Rationale & Financial Projections:
  • Growth Profile: Positioned to deliver leading growth with two fully financed development projects: Skouries (commercial production Q3 2026) and McIlvenna Bay (commercial production mid-2026).
  • Financial Expectations: Expected to generate approximately $2.1 billion of EBITDA and $1.5 billion in free cash flow in 2027.
  • Asset Base: Combined portfolio offers balanced exposure: ~77% gold, ~4% silver, ~15% copper, and ~4% other metals.
  • Jurisdictions: Assets located in Canada, Greece, and Turkey.
  • Exploration: Acceleration of organic growth, including advancing Foran's high-grade polymetallic Tesla zone and maximizing potential around Eldorado's existing assets.
  • Valuation: Potential for a valuation rerate due to increased scale, trading liquidity, and enhanced Canadian exposure.
• Board Recommendation: Unanimous recommendation from both Eldorado and Foran boards that shareholders vote in favor of the respective resolutions.

Notable Quotes

• "The boards of directors of Eldorado and Foran believe the proposed arrangement is in the best interests of their respective companies and stakeholders."
• "The combination will support a valuation rerate opportunity."