Eldorado Gold (ELD) M&A announcement summary

Deal rationale and strategic fit

• Creates a leading, diversified gold-copper producer with long-life assets in Canada, Greece, and Türkiye, leveraging fully financed Skouries and McIlvenna Bay projects entering production in 2026.

• Enhances exposure to critical minerals and supports the energy transition, with a focus on sustainability and GHG emissions mitigation.

• Expands presence in Canada, balances geographic risk, and accelerates Canadian critical minerals production.

• Both companies bring complementary strengths, cultural alignment, and a unified commitment to 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, with an implied equity value of approximately C$3.8 billion.

• Post-transaction ownership: 76% Eldorado shareholders, 24% Foran shareholders.

• 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.

• Foran shares to be delisted from TSX and OTCQX upon completion; combined company to operate under the Eldorado Gold name.

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 improved balance sheet, with minimal net debt projected.

• High-margin free cash flow and strong balance sheet support organic growth and capital returns.

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

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