Eldorado and QMX Announce Friendly Acquisition of QMX by Eldorado - Seite 2

“After evaluating the terms of the transaction, management and the board of directors of QMX view this transaction as beneficial for all shareholders as it provides immediate value for their support and the opportunity to continue to benefit as part of an established and well financed gold producer.”

Figure 1: Regional Plan Map
https://www.globenewswire.com/NewsRoom/AttachmentNg/dedc1607-cf84-4cd2 ...

Strategic Rationale for Eldorado

• Significantly increases Eldorado’s footprint and landholdings in the Abitibi Greenstone Belt by approximately 550%, consistent with its strategy to invest in world-class mining jurisdictions where it currently operates.
• Adds a pipeline of additional organic opportunities proximal to Lamaque, which can be exploited by leveraging existing infrastructure and the Company’s strong operational, exploration, and stakeholder expertise.
• Enhances Eldorado’s overall risk profile through the addition of future growth prospects in one of the top mining jurisdictions in the world.
• Underscores Eldorado’s long-term commitment to Quebec and Canada as a core jurisdiction.

“This transaction expands our position in the Abitibi camp and is consistent with our strategy of pursuing growth at Lamaque in Quebec, a high-quality existing jurisdiction,” said George Burns, Eldorado’s President and Chief Executive Officer. “QMX’s highly prospective land package is ideally located immediately adjacent to our current Lamaque operation and associated exploration projects in the heart of the Val d’Or gold district. Eldorado’s growing financial flexibility will enable us to continue to identify and secure opportunities for prudent growth within our operating footprint.”

Transaction Conditions & Timing

QMX intends to call a meeting of shareholders to be held in March 2021 to seek shareholder approval for the Arrangement (the “Meeting”). The transaction will be effected by way of a court-approved plan of arrangement under Section 182 of the Business Corporations Act (Ontario) and will require:

• approval of at least 66 2/3% of the votes cast by QMX shareholders and
  
  
• a simple majority of the votes cast by QMX shareholders, excluding votes from certain shareholders, including Eldorado, as required under Multilateral Instrument 61-101.

The completion of the transaction is also subject to the receipt of court, stock exchange and any other required regulatory approvals, and is subject to certain customary closing conditions for transactions of this nature. The Arrangement does not require the approval of the shareholders of Eldorado.