IAMGOLD AGREES TO ACQUIRE NORTHERN SUPERIOR CONSOLIDATING A PREMIER MINING JURISDICTION All monetary amounts are expressed in U.S. dollars, unless otherwise indicated.
NEWS RELEASE
TSX: IMG NYSE: IAG
IAMGOLD AGREES TO ACQUIRE NORTHERN SUPERIOR
CONSOLIDATING A PREMIER MINING JURISDICTION
All monetary amounts are expressed in U.S. dollars, unless otherwise indicated.
Toronto, Ontario, October 20, 202 5 – IAMGOLD Corporation (NYSE:IAG) (TSX:IMG) (“IAMGOLD” or the
“Company”) is pleased to announce that it has entered into a definitive arrangement agreement (the “Agreement”)
whereby IAMGOLD will acquire all of the issued and outstanding shares of Northern Superior Resources Inc.
(TSXV:SUP) (OTCQB:NSUPF) (GR:D9M1) (“Northern Superior”) by way of a court-approved plan of arrangement
(the “Transaction”) under the Business Corporations Act (British Columbia).
The Transaction will consolidate Northern Superior’s significant land package and notable deposits, including
Philibert, Chevrier and Croteau, with IAMGOLD’s Nelligan and Monster Lake Projects. The combined assets,
together the “Nelligan Mining Complex”, will rank as one of the largest pre-production gold camps in Canada with
Measured and Indicate d Mineral Resources of 3.75 million ounces of gold ( “Moz Au”) and Inferred Mineral
Resources of 8.65 Moz Au. The close proximity of the primary deposits to each other supports the conceptual
vision of a central processing facility being fed from multiple ore sources within a 17-kilometre radius.
Pursuant to the Agreement, Northern Superior’s shareholders will receive 0.0991 of an IAMGOLD common share
(“IAMGOLD Shares”) and C$ 0.19 in cash for each common share of Northern Superior (“Northern Superior
Share”). This implies total consideration of C$2.05 per Northern Superior Share, a total transaction value of
approximately $267.4 million and represents a premium of 27.4% based on the 20-day volume-weighted average
prices ("VWAP") of IAMGOLD on the Toronto Stock Exchange (“TSX”) and Northern Superior on the TSX Venture
Exchange as at October 17, 2025. The Transaction will also include a concurrent distribution to Northern Superior’s
shareholders of all the common shares in the capital of ONGold Resources Ltd. currently held by Northern Superior.
Upon completion of the Transaction, it is expected that existing IAMGOLD and Northern Superior shareholders will
own approximately 97% and 3% of the pro forma company, respectively.
Highlights of the Transaction
• More than doubles IAMGOLD’s landholding in the district with the addition of 70,636 hectares of claims. The
transaction consolidates a significant land position, comprising over 109,000 hectares (“ha”) in the
Chibougamau district, a rapidly growing premier mining jurisdiction in Quebec, Canada.
• Combines IAMGOLD’s Nelligan and Monster Lake projects with Northern Superior’s Philibert, Chevrier and
Croteau projects, creating the Nelligan Mining Complex. The Nelligan Mining Complex is estimated to host
Measured and Indicate d Mineral Resources of 3.75 Moz Au and Inferred Mineral Resources of 8. 65 Moz
Au1,2, positioning it as the 4th largest pre-production gold camp in Canada.
• The Philibert project is located 9 kilometres northeast of Nelligan and 12 kilometers southeast of Monster
Lake. The close proximity of these primary deposits supports the conceptual vision of a central processing
facility being fed from multiple ore sources within the region.
• Provides a notable premium to Northern Superior shareholders of 27.4% based on the 20-day VWAPs of
IAMGOLD on the TSX and Northern Superior on the TSXV, as at October 17, 2025.
• The inclusion of share consideration provides Northern Superior shareholders the opportunity to participate
in the future upside potential the Nelligan Mining Complex and IAMGOLD, as the Company establishes itself
1 Refer to IAMGOLD news release dated February 20, 2025 , titled “IAMGOLD Announces Significant Increase in Nelligan Ounces &
Update of Global Mineral Reserves and Resources”
2 Refer to Northern Superior news release dated August 8, 2023, titled “Northern Superior Announces 1,708,809 Gold Ounces in Inferred
Category and 278,921 Gold Ounces in Indicated Category at 1.10 g/t In Maiden NI 43 -110 Pit Constrained Resource Estimate at
Philibert”
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as a leading mid -tier gold producer that is well positioned to generate significant cash flows and unlock
meaningful value via the growth potential of its Canadian portfolio.
“The addition of Northern Superior’s assets to IAMGOLD’s Nelligan Mining Complex in the Chibougamau region
of Quebec is extremely exciting for IAMGOLD, the region and our mutual shareholders, ” said Renaud Adams,
President and Chief Executive Officer of IAMGOLD. “This acquisition aligns with our strategy to become a leading
Canadian-focused mid-tier gold producer, bolstering our organic pipeline in Quebec where we have maintained a
longstanding presence. Further, the combined assets begin to define a conceptual project that complements both
the scale and timing of our Côté Gold Mine and its forthcoming expansion . We look forward to accelerating our
exploration program in the region with a goal o f further expansion and extension of the mineralization at Nelligan ,
Philibert and Monster Lake – making the Nelligan Mining Complex already near the top undeveloped projects in
mining-friendly Quebec and Canada.”
Figure 1 – Nelligan Mining Complex with Northern Superior Projects
Note: Philibert is subject to an option to acquire the remaining 25% from SOQUEM for a cash payment of C$3.5 million
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Transaction Conditions and Timing
Directors and officers of Northern Superior have entered into voting support agreements pursuant to which they
have agreed to vote in favour of the Transaction.
Full details of the Transaction will be included in a management information circular of Northern Superior that is
expected to be mailed to Northern Superior shareholders in early November 2025 (the “Circular”). The Transaction
will be effected by way of a court-approved plan of arrangement under the Business Corporations Act (British
Columbia) and will require the approval of at least 66⅔% of votes cast by Northern Superior shareholders present
in person or represented by proxy at a special meeting of Nort hern Superior shareholders and, if required, more
than 50% of the votes cast by disinterested Northern Superior shareholders at a special meeting of Northern
Superior’s shareholders.
In addition to shareholder and court approvals, the Transaction is subject to applicable stock exchange approvals
and the satisfaction of certain other closing conditions customary in transactions of this nature. The Transaction is
expected to close in the fourth quarter of 2025 or first quarter of 2026.
None of the securities to be issued pursuant to the Transaction have been or will be registered under the United
States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and any
securities issuable in the Transaction are anticipated to be issued in reliance upon available exemptions from such
registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under
state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any
securities.
Further details of the Transaction are set out in the Agreement and the Circular, both of which will be made available
on Northern Superior’s SEDAR+ profile at www.sedarplus.ca.
Advisors and Counsel
National Bank Capital Markets is acting as financial advisor, Laurentian Bank Securities Inc. as special advisor,
and Norton Rose Fulbright Canada LLP as legal advisor to IAMGOLD in connection with the Transaction.
QUALIFIED PERSON AND TECHNICAL INFORMATION
The technical information in the news release pertaining to IAMGOLD was reviewed and approved by Ms. Marie -
France Bugnon, P.Geo. Vice -President, Exploration for IAMGOLD, who is a qualified person (“QP”), as defined
under National Instrument 43 -101 Standards of Disclosure for Mineral Projects (“NI 43 -101”), with respect to the
technical information being reported on in this news release. The technical information has been included herein
with the consent and prior review of Ms. Bugnon.
The technical content pertaining to Northern Superior contained in this news release has been prepared in
accordance with NI 43-101 and has been reviewed and approved by Ms. Melanie Pichon, P.Geo., Senior Geologist
for Northern Superior. Ms. Pichon is a QP under NI 43-101 and is not considered independent.
About IAMGOLD
IAMGOLD is an intermediate gold producer and developer based in Canada with operating mines in North America
and West Africa, including Côté Gold (Canada), Westwood (Canada) and Essakane (Burkina Faso). The Côté
Gold Mine achieved full nameplate in June 20 25 and has the potential to be among the largest gold mines in
Canada. IAMGOLD operates Côté in partnership with Sumitomo Metal Mining Co. Ltd. In addition, the Company
has an established portfolio of early stage and advanced exploration projects within high potential mining districts.
IAMGOLD employs approximately 3,700 people and is committed to maintaining its culture of accountable mining
through high standards of Environmental, Social and Governance practices. IAMGOLD is listed on the New York
Stock Exchange (NYSE:IAG) and the Toronto Stock Exchange (TSX:IMG).
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IAMGOLD Contact Information
Graeme Jennings, Vice President, Investor Relations
Tel: 416 360 4743 | Mobile: 416 388 6883
Toll-free: 1 888 464 9999
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
All information included in this news release, including any information as to the Company’s vision, strategy, future
financial or operating performance and other statements that express management’s expectations or estimates of future
performance or impact, including statements in respect of the prospects and/or development of the Company’s projects,
other than statements of historical fact, constitutes forward -looking information or forward-looking statements within the
meaning of applicable securities laws (collectively referred to herein as “forward-looking statements”) and such forward-
looking statements are based on expectations, estimates and projections as of the date of this news release. Forward -
looking statements are generally identifiable by the use of words such as “may”, “will”, “should”, “would”, “could”,
“continue”, “expect”, “budget”, “aim”, “can”, “focus”, “forecast”, “anticipate”, “estimate”, “believe”, “intend”, “plan”,
“schedule”, “guidance”, “outlook”, “potential”, “seek”, “targets”, “co ver”, “strategy”, “during”, “ongoing”, “subject to”,
“future”, “objectives”, “opportunities”, “committed”, “prospective”, “preliminary”, “likely”, “progress”, “strive”, “sustain” ,
“effort”, “extend”, “on track”, “remain”, “pursue”, “predict”, or “project” or the negative of these words or other variations
on these words or comparable terminology.
For example, forward -looking statements include, but are not limited to, statements with respect to: the estimation of
mineral reserves and mineral resources and the realization of such estimates; operational and financial performance
including the Company ’s guidance for and actual results of production, environmental, social and governance (ESG)
performance, costs and capital and other expenditures such as exploration and including depreciation expense and
effective tax rate, expected benefits from the ope rational improvements and de-risking strategies implemented or to be
implemented by the Company; mine development activities; the Company’s capital allocation and liquidity; the
composition of the Company’s portfolio of assets including its operating mines , development and exploration projects;
permitting timelines and the expected receipt of permits; inflation, including global inflation and inflationary pressures;
global supply chain constraints; environmental verification, biodiversity and social develop ment projects; plans, targets,
proposals and strategies with respect to sustainability, including third party data on which the Company relies, and their
implementation; commitments with respect to sustainability and the impact thereof; the development of the Company’s
Water Management Standard; commitments with respect to biodiversity; commitments related to social performance,
including commitments in furtherance of Indigenous relations; the ability to secure alternative sources of consumables of
comparable quality and on reasonable terms; workforce and contractor availability, labour costs and other labour impacts;
the impacts of weather; the future price of gold and other commodities; foreign exchange rates and currency fluctuations;
financial instrument s; hedging strategies; impairment assessments and assets carrying values estimates; safety and
security concerns in the jurisdictions in which the Company operates and the impact thereof on the Company’s
operational and financial performance and financial condition; and government regulation of mining operations (including
the Competition Act and the regulations associated with the fight against climate change).
The Company cautions the reader that forward -looking statements are necessarily based upon a number of estimates
and assumptions that, while considered reasonable by management, are inherently subject to significant business,
financial, operational and oth er risks, uncertainties, contingencies and other factors, including those described below,
which could cause actual results, performance or achievements of the Company to be materially different from results,
performance or achievements expressed or implie d by such forward -looking statements and, as such, undue reliance
must not be placed on them. Forward-looking statements are also based on numerous material factors and assumptions,
including as described in this news release, including with respect to: th e Company’s present and future business
strategies; operations performance within expected ranges; anticipated future production and cash flows; local and global
economic conditions and the environment in which the Company will operate in the future; the p rice of precious metals,
other minerals and key commodities; projected mineral grades; international exchanges rates; anticipated capital and
operating costs; the availability and timing of required governmental and other approvals for the construction of the
Company’s projects.
Risks, uncertainties, contingencies and other factors that could cause actual results, performance or achievements of the
Company to be materially different from results, performance or achievements expressed or implied by such forward -
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looking statements include, without limitation: the Company’s business strategies and its ability to execute thereon; the
development and execution of implementing strategies to meet the Company’s sustainability vision and targets; security
risks, including civil unrest, war or terrorism and disruptions to the Company’s supply chain and transit routes as a result
of such security risks, particularly in Burkina Faso and the Sahel region surrounding the Company’s Essakane mine; the
availability of labour and qualified contractors; the availability of key inputs for the Company's operations and disruptions
in global supply chains; the volatility of the Company's securities; litigation; contests over title to properties, particula rly
title to undeveloped properties; mine closure and rehabilitation risks; management of certain of the Company’s assets by
other companies or joint venture partners; the lack of availability of insurance covering all of the risks associated with a
mining company’s operations; unexpected geological conditions; competition and consolidation in the mining sector; the
profitability of the Company being highly dependent on the condition and results of the mining industry as a whole, and
the gold mining industry in particular; changes in the global prices for gold, and commodities used in the operation of the
Company’s business (including, but not limited to diesel, fuel oil and electricity); legal, litigation, legislative, politica l or
economic risks and new developments in the jurisdictions in which the Company carries on business; including the
imposition of tariffs by the United States on Canadian products; changes in taxes, including mining tax regimes; the failure
to obtain in a timely manner from authorities key permits, authorizations o r approvals necessary for transactions,
exploration, development or operation, operating or technical difficulties in connection with mining or development
activities, including geotechnical difficulties and major equipment failure; the availability of cap ital; the level of liquidity
and capital resources; access to capital markets and financing; the Company’s level of indebtedness; the Company’s
ability to satisfy covenants under its credit facilities; changes in interest rates; adverse changes in the Comp any’s credit
rating; the Company's choices in capital allocation; effectiveness of the Company’s ongoing cost containment efforts; the
Company's ability to execute on de -risking activities and measures to improve operations; availability of specific assets
to meet contractual obligations; risks related to third -party contractors, including reduced control over aspects of the
Company's operations and/or the failure and/or the effectiveness of contractors to perform; risks arising from holding
derivative instruments; changes in U.S. dollar and other currency exchange rates or gold lease rates; capital and currency
controls in foreign jurisdictions; assessment of carrying values for the Company’s assets, including the ongoing potential
for material impairment a nd/or write -downs of such assets; the speculative nature of exploration and development,
including the risks of diminishing quantities or grades of reserves; the fact that reserves and resources, expected
metallurgical recoveries, capital and operating cos ts are estimates which may require revision; the presence of
unfavourable content in ore deposits, including clay and coarse gold; inaccuracies in life of mine plans; failure to meet
operational targets; equipment malfunctions; information systems security threats and cybersecurity; laws and regulations
governing the protection of the environment (including greenhouse gas emission reduction and other decarbonization
requirements and the uncertainty surrounding the interpretation of omnibus Bill C-59 and the related amendments to the
Competition Act (Canada)); employee relations and labour disputes; the maintenance of tailings storage facilities and the
potential for a major spill or failure of the tailings facilities due to uncontrollable events, lack of rel iable infrastructure,
including access to roads, bridges, power sources and water supplies; physical and regulatory risks related to climate
change; unpredictable weather patterns and challenging weather conditions at mine sites; disruptions from weather
related events resulting in limited or no productivity such as forest fires, severe storms, flooding, drought, heavy snowfall,
poor air quality, and extreme heat or cold; attraction and retention of key employees and other qualified personnel;
availability and increasing costs associated with mining inputs and labour, negotiations with respect to new, reasonable
collective labour agreements and/or collective bargaining agreements may not be agreed to; the ability of contractors to
timely complete projects on acceptable terms; the relationship with the communities surrounding the Company's
operations and projects; indigenous rights or claims; illegal mining; the potential direct or indirect operational impacts
resulting from external factors, including infecti ous diseases, pandemics, or other public health emergencies; and the
inherent risks involved in the exploration, development and mining business generally. Please see the Company’s Annual
Information Form or Form 40 -F available on www.sedarplus.ca or www.s ec.gov/edgar for a comprehensive discussion
of the risks faced by the Company and which may cause actual results, performance or achievements of the Company
to be materially different from results, performance or achievements expressed or implied by forward-looking statements.
Although the Company has attempted to identify important factors that could cause actual results to differ materially
from those contained in forward-looking statements, there may be other factors that cause results not to be as
anticipated, estimated or intended. The Company disclaims any intention or obligation to update or revise any forward-
looking statements whether as a result of new information, future events or otherwise except as required by applicable
law.