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Gold Fields to acquire Yamana Gold to form top-four gold major

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Global Mining Review,

Gold Fields Ltd and Yamana Gold Inc. have entered into a definitive agreement, under which Gold Fields will acquire all of the outstanding common shares of Yamana, pursuant to a plan of arrangement.

The acquisition of Yamana by Gold Fields significantly strengthens the ability of the combined company to deliver on Gold Fields’ three strategic pillars: maximising asset potential; advancing ESG commitment; and growing the value and quality of its asset portfolio. The combined group has the potential to create significant long-term value for shareholders through greater scale, an industry-leading portfolio of assets, an enhanced production profile with significant growth potential, operational and geological synergies, and a strengthened financial profile for future growth and shareholder returns.

The transaction has been unanimously approved by the Board of Directors of both Gold Fields and Yamana and is expected to close in 2H22 subject to and following the satisfaction of the conditions precedent to the transaction. Gold Fields will remain headquartered in Johannesburg.

Chris Griffith, Chief Executive Officer of Gold Fields said:

“Today we are announcing the acquisition by Gold Fields of Yamana, two companies with complementary portfolios, cultures, and strategic priorities. The result is a combination with much greater capacity and potential value than the sum of its parts. Each company brings with it a unique set of skills and geological knowledge, enabling the combined group to enhance its assets more efficiently over the long-term than they could as separate companies.

“Today’s announcement is the result of a robust and extensive process carried out by the Gold Fields’ Board and management team to identify the optimum solution to support our revised strategy. Yamana’s high-quality asset base in the Americas and strong development and exploration pipeline will further diversify the geography of our portfolio, creating a top-four global gold major, well positioned to deliver long-term value creation. Combined, Gold Fields will boast an industry leading portfolio of high-quality, long-life flagship assets that span some of the world’s most established gold mining jurisdictions.

“Like Gold Fields, Yamana is focused on operational delivery, disciplined capital allocation, portfolio management, maximising shareholder returns, and upholding leading sustainability, safety, and ESG performance. These shared priorities are foundational to this transaction.”

Peter Marrone, Executive Chairman of Yamana Gold, comments:

“This is an outstanding opportunity for our shareholders, employees and the local communities in which we operate throughout the Americas. The transaction delivers an immediate and compelling premium for Yamana Shareholders, reflecting the inherent fair value of our assets, while also offering an opportunity to benefit from the creation of a new global gold producer with an attractive value proposition.

“We saw significant merit in pursuing discussions with Gold Fields because of the quality of their company on a standalone basis and because of the quality a combination would create. After many months of discussions and conduct of diligence, including site diligence, over a period beginning late last year, we felt even more certain in our premise that Gold Fields was a high-quality standalone company and the company resulting from the combination would be even better. We were also encouraged and influenced by Gold Fields’ conclusions, after their extensive diligence, of what was our inherent, fair value.

“The combination of Yamana and Gold Fields creates a world-class, globally diversified company with regional relevance across premier, rules-based mining jurisdictions that is underpinned by low cost, long life mines. The combined entity will be well positioned to deliver long-term value creation with its enhanced scale, management strength, and improved capital markets profile. Yamana and Gold Fields also have complementary corporate cultures and values with an ESG-first operating model with a strong focus on supporting host communities and environmental stewardship.

“We believe that Yamana’s shareholders’ ownership of the combined group reflects the fair value of the contribution that each company brings.”

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