Mines D'Or Orbec Announces Filing and Mailing of its Management Information Circular in Connection with the Special Meeting of Securityholders to Approve the Acquisition by IAMGOLD
•Your vote is important no matter how many votes you hold.
•The Board of Directors of Orbec recommends that Securityholders vote
IN FAVOUR of the Arrangement Resolution.
Toronto, Ontario--(Newsfile Corp. - November 18, 2025) - Mines D'Or Orbec Inc. (TSXV: BLUE) (OTC Pink: BLTMF) ("Orbec" or the "Company") is pleased to announce that the management information circular of the Company dated November 10, 2025 (the "Circular") and the proxy-related meeting materials (the "Meeting Materials") for its special meeting of shareholders, optionholders and warrantholders of the Company (collectively, the "Securityholders") to be held virtually on Monday, December 15, 2025, at 10:00 a.m. (Toronto time) (the "Meeting") in connection with the proposed plan of arrangement with IAMGOLD Corporation ("IAMGOLD") (NYSE: IAG) (TSX: IMG), have been filed under Orbec's issuer profile on SEDAR+ (www.sedarplus.ca) and posted on Orbec's website at www.orbec.ca/investors/meetingmaterials. The mailing of the Meeting Materials to Securityholders commenced today.
On October 19, 2025, Orbec entered into a definitive arrangement agreement (the "Arrangement Agreement") with IAMGOLD pursuant to which IAMGOLD agreed to acquire all of the issued and outstanding common shares of Orbec (each, an "Orbec Share") by way of a court-approved plan of arrangement under the Business Corporations Act (Ontario) (the "Transaction"). On November 10, 2025, Orbec obtained an interim order (the "Interim Order") from the Ontario Superior Court of Justice (Commercial List) (the "Court") authorizing the holding of the Meeting and matters relating to the conduct of the Meeting.
Under the terms of the Arrangement Agreement, each Orbec shareholder (other than IAMGOLD and shareholders validly exercising their dissent rights) will receive total consideration representing a value of $0.125 per Orbec Share which consists of an aggregate of (i) 0.003466 of a common share of IAMGOLD ("IAMGOLD Shares") and (ii) $0.0625 per each Orbec Share in cash. In-the-money options of Orbec ("Orbec Options"), whether vested or unvested, will be deemed to be surrendered, assigned and transferred for a cash payment made by or on behalf of Orbec, equal to the difference between their strike price and $0.125 multiplied by the number of Orbec Shares such Orbec Options entitles the holder thereof to purchase, and in-the-money common share purchase warrants ("Orbec Warrants") will be deemed to be surrendered, assigned and transferred for a cash payment made by or on behalf of Orbec, equal to the difference between their strike price and $0.125 multiplied by the number of Orbec Shares such Orbec Warrant entitles the holder thereof to purchase, with the exception of Orbec Warrants held by IAMGOLD which shall be deemed to be surrendered, assigned and transferred without any consideration. All out-of-the money Orbec Options and Orbec Warrants will be cancelled without any payment therefor.

