Northern Superior Receives Court Approval to Proceed with IAMGOLD Acquisition Vote

Shareholders to vote December 10 on arrangement offering 0.0991 IAMGOLD shares, $0.19 cash per share, and ONGold distribution.
- Supreme Court of British Columbia issued interim order on November 10, 2025, authorising Northern Superior to hold special shareholder meeting
- Management information circular and proxy materials are being mailed to shareholders with details on the proposed IAMGOLD acquisition
- Transaction terms include 0.0991 IAMGOLD shares and $0.19 cash for each Northern Superior share, plus distribution of ONGold Resources Ltd. shares
- Special meeting scheduled for December 10, 2025, at 10:00 a.m. Pacific time via virtual webcast
- Closing expected weeks after shareholder approval, subject to final court order and stock exchange approvals
Northern Superior Resources Inc. (TSXV: SUP) is a gold exploration company operating in Quebec's Chibougamau Camp. The company holds over 70,000 hectares across multiple properties including Philibert, Hazeur, Lac Surprise, Chevrier, Croteau, Monster Lake East, and Monster Lake West.
Interim Court Order and Management Information Circular Distribution
The Supreme Court of British Columbia granted Northern Superior an interim order on November 10, 2025, under the statutory plan of arrangement process governed by Division 5 of Part 9 of the Business Corporations Act (British Columbia). The order authorises the company to call, hold, and conduct the special shareholder meeting scheduled for December 10, 2025.
Northern Superior has filed and is mailing the management information circular to shareholders. The circular contains information on the arrangement's background, the special committee and board recommendations, voting procedures, and instructions for virtual meeting attendance.
The circular outlines the details of the arrangement agreement dated October 19, 2025, between Northern Superior and IAMGOLD Corporation. The company advises shareholders to review the document thoroughly and consult financial, legal, or tax advisors if needed.
IAMGOLD Acquisition Arrangement Terms and Closing Conditions
Under the arrangement agreement dated October 19, 2025, IAMGOLD Corporation (NYSE: IAG) (TSX: IMG) will acquire all issued and outstanding common shares of Northern Superior. The consideration consists of 0.0991 IAMGOLD common shares and $0.19 cash for each Northern Superior share. The arrangement also includes distribution of all ONGold Resources Ltd. common shares currently held by Northern Superior to its shareholders.
IAMGOLD is an intermediate gold producer with operating mines in North America and West Africa, including Côté Gold in Canada, Westwood in Canada, and Essakane in Burkina Faso. The Côté Gold Mine achieved full nameplate production in June 2025. IAMGOLD operates Côté in partnership with Sumitomo Metal Mining Co. Ltd. and employs approximately 3,700 people.
The arrangement closing is expected within weeks following the December 10 meeting, contingent on shareholder approval and satisfaction of customary closing conditions. These conditions include issuance of a final order by the Supreme Court of British Columbia and receipt of stock exchange approvals.
Next Steps
The special shareholder meeting on December 10, 2025, will determine whether the arrangement proceeds. Shareholders will vote on the transaction terms, which require approval under the statutory plan of arrangement process. Following shareholder approval, the company must obtain a final court order and complete remaining regulatory requirements before closing. Shareholders are instructed to submit proxy materials in advance if they cannot attend the virtual meeting.
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