Champion Iron (CIA) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition targets 100% of shares in a leading Norwegian high-grade iron ore producer, expanding product portfolio and geographic reach, and supporting growth in the green steel supply chain.

• Both companies share strong alignment in sustainability, technical expertise, and a focus on high-grade, low-emission iron ore.

• The deal provides access to new markets, especially Europe, leveraging established customer relationships and proximity to steelmaking hubs.

• Combined entity will have two stable, long-life assets in tier-one jurisdictions, enhancing operational resilience and diversification.

• Supports long-term growth ambitions and aligns with strategic investor’s focus on sustainable, global expansion.

Financial terms and conditions

• Offer price is NOK 79 (US$7.79) per share, valuing the target at approximately NOK 2,930 million (US$289–$290 million).

• Funded by a mix of cash on hand, a US$100 million private placement, and a US$150 million term loan; private placement at a 3.5% discount to 20-day VWAP, resulting in ~5% dilution and 8.5% post-deal stake for the investor.

• Over 51% of key shareholders have pre-accepted the offer.

• Term loan matures in four years, repaid quarterly after a two-quarter grace period.

• Transaction expected to close in Q2 2026, subject to satisfaction or waiver of all closing conditions.

Synergies and expected cost savings

• Synergies expected primarily in revenue, marketing, and product optimization, including sales logistics and customer engagement.

• No immediate cost savings anticipated; focus is on supporting product transition and leveraging combined client bases.

• Opportunities for technical cooperation, asset improvement, and future collaboration on high-grade and DR-grade materials.

• Near-term accretive impact anticipated on revenue, EBITDA, and cash flows per share.

• Combined company expected to benefit from a larger cash flow base and diversified enterprise value.