Eldorado Gold (ELD) M&A announcement summary

Deal rationale and strategic fit

• Merger creates a leading, diversified gold-copper producer with long-life assets in Canada, Greece, and Türkiye, leveraging fully financed Skouries and McIlvenna Bay projects expected to reach commercial production in mid-2026.

• Expands presence in Canada, accelerates critical minerals production, and supports the energy transition.

• Enhances revenue mix with increased copper exposure and supports organic growth and capital returns.

• Shared vision for industry-leading growth, operational excellence, and sustainability, with strong alignment on carbon reduction and responsible mining.

• Canadian headquarters to remain in Vancouver, with expanded investment in Canadian exploration and development.

Financial terms and conditions

• Foran shareholders receive 0.1128 Eldorado shares and $0.01 in cash per Foran share, representing an 8% premium to the 20-day VWAP and an implied equity value of approximately C$3.8 billion.

• Post-transaction, Eldorado shareholders will own 76% and Foran shareholders 24% of the combined company.

• All Foran directors and officers have entered voting support agreements.

• Dan Myerson to join the Board of Directors, with a board succession process planned for 2026.

• Customary break fees, non-solicitation, and right to match superior proposals are included.

Synergies and expected cost savings

• Combined company expected to generate approximately $2.1 billion in EBITDA and $1.5 billion in free cash flow in 2027, supporting growth initiatives and shareholder returns.

• Enhanced financial flexibility and ability to fund development, exploration, and capital returns.

• No streaming or royalty encumbrances on McIlvenna Bay, providing full exposure to all metals produced.

• Long-life assets and a peer-leading exploration pipeline designed to generate resilient, self-funded growth.

• High-margin free cash flow is anticipated to drive re-rating potential.