Iamgold Corp 6-K, filed Feb 23, 2022
Iamgold Corp (IAG)
About this 6-K
Iamgold Corp filed this 6-K on February 23, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
Date: February 23, 2022
Commission File Number 001-31528
IAMGOLD Corporation(Translation of registrant's name into English)
401 Bay Street Suite 3200, PO Box 153
Toronto, Ontario, Canada M5H 2Y4
Tel: (416) 360-4710(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
| Form 20-F | ☐ | Form 40-F | ☒ |
|---|
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
| Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders. |
|---|
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
| Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR. |
|---|
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
| Yes | ☐ | No | ☒ |
|---|
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_
Description of Exhibit
-2-
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| IAMGOLD CORPORATION | ||
|---|---|---|
| Date: February 23, 2022 | By: | /s/ Tim Bradburn |
| Senior Vice President, General Counsel and Corporate Secretary |
-3-
IAMGOLD Corporation: Exhibit 99.1 - Filed by newsfilecorp.com
| BNP PARIBAS | IAMGOLD CORPORATION |
|---|---|
| CORPORATE & INSTITUTIONAL BANKING | 401 BAY ST SUITE 3200 |
| ITO-Fixed Income-BO-FXMM-NYK | M5H 2Y4 TORONTO |
| 1981 McGill College Avenue, | Fax: 416 360 4750 |
| Montreal QC, H3A 2W8 | Email: REDACTED |
| Canada | |
| Tel : 866 396 2663 | |
| Fax: 201 850 4044 | |
| Email : REDACTED | |
| BULLION TRADE CONFIRMATION | |
| --- | --- |
| Date: | 06-Apr-2021 |
| From: | BNP PARIBAS |
| To: | IAMGOLD CORPORATION (Counterparty) |
| Reference Number: | REDACTED |
| UTI: | REDACTED |
| Swap Data Repository : DTCC | |
| Status: | AMEND CONFIRMATION |
Dear Sir, Madam,
The purpose of this letter agreement (this "Confirmation") is to confirm the terms and conditions of the Transaction entered into between Counterparty and BNP Paribas on the Trade Date (the "Transaction"). This Confirmation constitutes a "Confirmation" as referred to in the ISDA Master Agreement specified below.
The definitions and provisions contained in the 2005 ISDA Commodity Definitions (the "Commodity Definitions"), in each case as published by the International Swaps and Derivatives Association, Inc., are incorporated by reference into this Confirmation. In the event of any inconsistency between the Commodity Definitions and this Confirmation, this Confirmation will govern.
This Confirmation supplements, forms a part of, and is subject to, the amended ISDA Master Agreement dated as of February 22nd, 2019 between Counterparty and BNP Paribas, including the Schedule thereto (as amended from time to time, the "Master Agreement"). All provisions contained in the Master Agreement govern this Confirmation except as expressly modified below.
1. The terms of the particular Transaction to which this Confirmation relates are as follows:
| Trade Date: | 06 April 2021 |
|---|---|
| Purchaser of Bullion: | BNP PARIBAS (LONDON) |
| Seller of Bullion: | IAMGOLD CORPORATION (TORONTO) |
| Bullion: | Gold produced by IAMGOLD Corporation or its affiliated mine sites, provided always that such gold complies with the Good Delivery Rules of the LBMA |
| Delivery Schedule: | As per Appendix 1 |
| Prepayment: | BNP PARIBAS shall pay each Prepayment Amount to IAMGOLD CORPORATION on each Prepayment Date as per the Prepayment Schedule. Each Prepayment Datei means the Prepayment Date for the row of the table in Appendix 1 specifying a given value of i. |
| Total Prepayment Amount: | USD 40,331,130.00 |
| 1 / 6 | |
| --- | --- |
| UTI:1030247694FI-FXO-472582974001/Swap Data Repository : DTCC | |
| FD472582974-1-4-010 | BNP Paribas London Branch 10 Harewood Avenue, London NW1 6AA; tel: +44 20 7595 2000; fax: +44 20 7595 2555- www.bnpparibas.com. Incorporated in France with Limited Liability. Registered Office: 16 boulevard des Italiens, 75009 Paris,<br><br> <br>France. 662 042 449 RCS Paris.<br><br> <br>BNP Paribas is authorised and regulated by the European Central Bank and the Autorité de contrôle prudentiel et de resolution. Deemed Authorised by the Prudential Regulation Authority and with deemed variation of permission. Subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details of the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website.<br><br> <br>BNP Paribas London Branch is registered in the UK under number FC13447. UK establishment number: BR000170. UK establishment office address: 10 Harewood Avenue, London NW1 6AA. |
Prepayment Schedule:
| Prepayment Date | Prepayment Amount |
|---|---|
| 25-Jan-2022 | USD 3,361,042.00 |
| 25-Feb-2022 | USD 3,361,403.00 |
| 24-Mar-2022 | USD 3,361,042.00 |
| 25-Apr-2022 | USD 3,360,682.00 |
| 25-May-2022 | USD 3,360,682.00 |
| 23-Jun-2022 | USD 3,361,042.00 |
| 25-Jul-2022 | USD 3,360,682.00 |
| 25-Aug-2022 | USD 3,361,042.00 |
| 23-Sep-2022 | USD 3,359,961.00 |
| 25-Oct-2022 | USD 3,360,682.00 |
| 25-Nov-2022 | USD 3,361,403.00 |
| 23-Dec-2022 | USD 3,361,467.00 |
For information, the Prepayment Amounts are calculated using a forward rate of USD 1,750.00/Oz of Gold.
| Delivery of Bullion: | On each Bullion Transaction Settlement Date, IAMGOLD CORPORATION shall deliver to BNP Paribas the Number of Ounces specified in Appendix 1 in respect of such Bullion Transaction Settlement Date of Bullion (as defined above) provided that if any such Bullion Transaction Settlement Date is not a Bullion Business Day, then that Bullion Transaction Settlement Date shall be the first following Bullion Business Day. |
|---|---|
| It is a condition precedent to the delivery obligations of IAMGOLD CORPORATION on each Bullion Transaction Settlement Date^i^that the relevant Prepayment Amount has been paid by BNP Paribas on or, if later, in respect of, Prepayment Datei. Each such condition precedent is a condition precedent for the purposes of Section 2(a)(iii) of the Agreement; and after it has been satisfied, the condition precedent contained at Section 2(a)(iii)(1) of the Agreement shall no longer apply in respect of the delivery obligations of IAMGOLD CORPORATION on Bullion Transaction Settlement Datei | |
| Bullion Transaction: | Each Bullion Transaction Settlement Date^i^means the Bullion Transaction Settlement Date for the row of the table in Appendix 1 specifying a given value of i. |
| Settlement: | Settlement by Delivery of Bullion |
| Business Days: | London, New York, Paris |
| 2 / 6 | |
| --- | --- |
| UTI:1030247694FI-FXO-472582974001/Swap Data Repository : DTCC | |
| FD472582974-1-4-010 | BNP Paribas London Branch 10 Harewood Avenue, London NW1 6AA; tel: +44 20 7595 2000; fax: +44 20 7595 2555- www.bnpparibas.com. Incorporated in France with Limited Liability. Registered Office: 16 boulevard des Italiens, 75009 Paris,<br><br> <br>France. 662 042 449 RCS Paris.<br><br> <br>BNP Paribas is authorised and regulated by the European Central Bank and the Autorité de contrôle prudentiel et de resolution. Deemed Authorised by the Prudential Regulation Authority and with deemed variation of permission. Subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details of the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website.<br><br> <br>BNP Paribas London Branch is registered in the UK under number FC13447. UK establishment number: BR000170. UK establishment office address: 10 Harewood Avenue, London NW1 6AA. |
| Provisions Relating to Settlement by Delivery: | |
|---|---|
| Delivery Location: | London |
| Consequences of Bullion | Negotiation |
| Settlement Disruption Events: | |
| Calculation Agent: | BNP PARIBAS |
2. Representations and Acknowledgements None
3. Account details:
| Bullion payments to BNP PARIBAS: | USD payments to IAMGOLD CORPORATION: |
|---|---|
| No Intermediary | Account for payments: |
| Correspondent: | IAMGOLD Corp USD SSI |
| REDACTED | |
| REDACTED | |
| Beneficiary : | |
| REDACTED | |
| REDACTED |
4. Representations:
Each party represents to the other party that:
(a) Non-Reliance. It is acting for its own account, and it has made its own independent decisions to enter into this Transaction and as to whether this Transaction is appropriate or proper for it based upon its own judgment and upon advice from such advisors as it has deemed necessary. It is not relying on any communication (written or oral) of the other party as investment advice or as a recommendation to enter into this Transaction; it being understood that information and explanations related to the terms and conditions of this Transaction shall not be considered investment advice or a recommendation to enter into this Transaction. It has not received from the other party any assurance or guarantee as to the expected results of this Transaction.
(b) Evaluation and Understanding. It is capable of evaluating and understanding (on its own behalf or through independent professional advice), and understands and accepts, the terms, conditions and risks of this Transaction. It is also capable of assuming, and assumes, the financial and other risks of this Transaction.
| 3 / 6 | |
|---|---|
| UTI:1030247694FI-FXO-472582974001/Swap Data Repository : DTCC | |
| FD472582974-1-4-010 | BNP Paribas London Branch 10 Harewood Avenue, London NW1 6AA; tel: +44 20 7595 2000; fax: +44 20 7595 2555- www.bnpparibas.com. Incorporated in France with Limited Liability. Registered Office: 16 boulevard des Italiens, 75009 Paris,<br><br> <br>France. 662 042 449 RCS Paris.<br><br> <br>BNP Paribas is authorised and regulated by the European Central Bank and the Autorité de contrôle prudentiel et de resolution. Deemed Authorised by the Prudential Regulation Authority and with deemed variation of permission. Subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details of the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website.<br><br> <br>BNP Paribas London Branch is registered in the UK under number FC13447. UK establishment number: BR000170. UK establishment office address: 10 Harewood Avenue, London NW1 6AA. |
(c) Status of Parties. The other party is not acting as a fiduciary or an advisor for it in respect of this Transaction
Eligible Contract Participant: Counterparty represents and warrants that is an "eligible contract participant" within the meaning of Section 1(a)(18) of the Commodity Exchange Act, as amended, and applicable regulations thereunder.
BNP Paribas Confirmation of Lender Status: BNP Paribas represents and warrants that it is on the date of this Confirmation, a "Lender" under the IAMGOLD Amended and restated Credit Agreement dated as of December 14, 2017, as amended ("Credit Agreement").
Prepaid Metals Transaction: Counterparty represents and warrants that the total number of Ounces deliverable under this Transaction as per Appendix 1 together with the Other Deliverable Ounces does not exceed and at no point up to the last Bullion Transaction Settlement Date shall it exceed, 225,000 Ounces, being the maximum number of Ounces as per Section 1.1(97) of the Credit Agreement that are deliverable under Prepaid Metals Transactions that are "Other Secured Obligations" or as per Section 1.1(104) of the Credit Agreement, secured by "Permitted Liens".
For these purposes: "Other Deliverable Ounces" means the number of Ounces deliverable under all Prepaid Metals Transactions except for this Transaction which are, at any time at or following the Trade Date, either "Other Secured Obligations" or secured by "Permitted Liens"
5. Variation of Termination Rights
This Transaction is designated as a "Prepaid Metals Transaction" for the purposes of Part 1(g) of the Schedule to the Agreement and as a Prepaid Metals Transaction that is an "Other Secured Obligation" for the purposes of the Credit Agreement.
If (1) either (X) all amounts outstanding under the Credit Agreement have been repaid or refinanced or the Credit Agreement has expired or been terminated or cancelled or (Y) at any time that BNP Paribas continues to be a "Lender" as defined under the Credit Agreement, this Transaction (or portion hereof) ceases to be an "Other Secured Obligation" under the Credit Agreement that is guaranteed by the Material Subsidiaries and secured and ranking pari passu (as to security on enforcement and as to current payment) with other Obligations under the Credit Agreement; and (2) Counterparty fails to provide alternative, satisfactory security to BNP Paribas in the form of a credit support annex with cash collateral, executed within 5 Business Days of the first to occur of the events listed under (X) and (Y) above, to secure the obligations of Counterparty in respect of this Transaction, then an Additional Termination Event shall occur in respect of which this Transaction (or the relevant portion hereof) is the sole Affected Transaction and Counterparty is the Affected Party. This right of Party B to cure the events listed in (X) and (Y) above by executing a credit support annex within 5 Business Days shall not limit or interfere with any other termination rights BNP Paribas may have at any time under this Agreement.
The parties agree that, for the purposes of this Transaction only, the following amendments to the Master Agreement shall be applicable:
(i) Part 4(f) of the Schedule to the Master Agreement is hereby amended by adding at the end of the final sentence thereof the following: "provided, however, that for so long as the Credit Agreement is outstanding, there shall be no Credit Support Documents in respect of Party B."; and
(ii) Part 4(g) of the Schedule to the Master Agreement is hereby amended by adding at the end of the final sentence thereof the following: "provided, however, that for so long as the Credit Agreement is outstanding, there shall be no Credit Support Providers in respect of Party B."
Accordingly, to the extent BNP Paribas designates an Early Termination Date
(1) under Section 5(a)(iii) (Credit Support Default) of the Master Agreement at a time that the Credit Agreement is outstanding or
(2) in respect of any Event of Default or Termination Event that occurs in respect of a Credit Support Provider of Party B (including any action, default, event or state of affairs by or in respect of a Credit Support Provider of Party B) at a time that the Credit Agreement is outstanding, such designation of an Early Termination Date shall not apply in respect of this Transaction, and notwithstanding the exercise by BNP Paribas of its termination rights under Section 6 of the Master Agreement, this Transaction shall not be accounted for in determining the related Close-out Amount payable in respect of such termination, and this Transaction shall continue to remain outstanding and in force under the Agreement following such termination, provided, however, that nothing included herein shall limit BNP Paribas' right to declare an Early Termination Date in respect of all Transactions under the Master Agreement following any other event under Section 5(a) which is not referred to above, where BNP Paribas is the Non-defaulting Party.
| 4 / 6 | |
|---|---|
| UTI:1030247694FI-FXO-472582974001/Swap Data Repository : DTCC | |
| FD472582974-1-4-010 | BNP Paribas London Branch 10 Harewood Avenue, London NW1 6AA; tel: +44 20 7595 2000; fax: +44 20 7595 2555- www.bnpparibas.com. Incorporated in France with Limited Liability. Registered Office: 16 boulevard des Italiens, 75009 Paris,<br><br> <br>France. 662 042 449 RCS Paris.<br><br> <br>BNP Paribas is authorised and regulated by the European Central Bank and the Autorité de contrôle prudentiel et de resolution. Deemed Authorised by the Prudential Regulation Authority and with deemed variation of permission. Subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details of the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website.<br><br> <br>BNP Paribas London Branch is registered in the UK under number FC13447. UK establishment number: BR000170. UK establishment office address: 10 Harewood Avenue, London NW1 6AA. |
In the event Party A assigns, novates or transfers this Transaction or any part hereof to an assignee, novatee or transferee (a "Novatee"), the Novatee shall be deemed to have expressly agreed that this Section 6 (Variation of Termination Rights) of this Confirmation shall also apply, mutatis mutandis, in respect of any ISDA Master Agreement in force between the Novatee and Party B (the "Novatee's Master Agreement") and accordingly the Novatee's Master Agreement shall be subject to the same amendments, mutatis mutandis, as set out in Section 2(a) of this Confirmation.
* * *
Unless specified herein, information about the time of dealing and the amount or basis of any charges shared with any third party in connection with this Transaction will be made available upon request.
Accepted and confirmed as of the date first written:
BNP PARIBAS
| (signed) "Adrien De Lima" | (signed) "Corneliu Zacon" |
|---|---|
| By: | By: |
| Name: Adrien DE LIMA | Name: Mr.Corneliu ZACON |
| Title: Head of Global Market Documentation | Title: Head of Global Market Documentation |
IAMGOLD CORPORATION
| (signed) "Jeff Cheah" | (signed) "Daniella Dimitrov" | ||
|---|---|---|---|
| By: | By: | ||
| Name: | Jeff Cheah | Name: | |
| Daniella Dimitrov | |||
| Title: | Treasury | Title: | EVP & Chief Financial Officer |
| 5 / 6 | |||
| --- | --- | ||
| UTI:1030247694FI-FXO-472582974001/Swap Data Repository : DTCC | |||
| FD472582974-1-4-010 | BNP Paribas London Branch 10 Harewood Avenue, London NW1 6AA; tel: +44 20 7595 2000; fax: +44 20 7595 2555- www.bnpparibas.com. Incorporated in France with Limited Liability. Registered Office: 16 boulevard des Italiens, 75009 Paris,<br><br> <br>France. 662 042 449 RCS Paris.<br><br> <br>BNP Paribas is authorised and regulated by the European Central Bank and the Autorité de contrôle prudentiel et de resolution. Deemed Authorised by the Prudential Regulation Authority and with deemed variation of permission. Subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details of the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website.<br><br> <br>BNP Paribas London Branch is registered in the UK under number FC13447. UK establishment number: BR000170. UK establishment office address: 10 Harewood Avenue, London NW1 6AA. |
APPENDIX 1
| i | Prepayment Date | Bullion<br>Transaction<br>Settlement Date | No of Ounces<br>(Ozs) |
|---|---|---|---|
| 1 | 25-Jan-2022 | 23-Jan-2024 | 2,083.33 |
| 2 | 25-Feb-2022 | 22-Feb-2024 | 2,083.33 |
| 3 | 24-Mar-2022 | 21-Mar-2024 | 2,083.33 |
| 4 | 25-Apr-2022 | 23-Apr-2024 | 2,083.33 |
| 5 | 25-May-2022 | 23-May-2024 | 2,083.33 |
| 6 | 23-Jun-2022 | 20-Jun-2024 | 2,083.33 |
| 7 | 25-Jul-2022 | 23-Jul-2024 | 2,083.33 |
| 8 | 25-Aug-2022 | 22-Aug-2024 | 2,083.33 |
| 9 | 23-Sep-2022 | 23-Sep-2024 | 2,083.33 |
| 10 | 25-Oct-2022 | 23-Oct-2024 | 2,083.33 |
| 11 | 25-Nov-2022 | 21-Nov-2024 | 2,083.33 |
| 12 | 23-Dec-2022 | 19-Dec-2024 | 2,083.37 |
| 6 / 6 | |||
| --- | --- | ||
| UTI:1030247694FI-FXO-472582974001/Swap Data Repository : DTCC | |||
| FD472582974-1-4-010 | BNP Paribas London Branch 10 Harewood Avenue, London NW1 6AA; tel: +44 20 7595 2000; fax: +44 20 7595 2555- www.bnpparibas.com. Incorporated in France with Limited Liability. Registered Office: 16 boulevard des Italiens, 75009 Paris,<br><br> <br>France. 662 042 449 RCS Paris.<br><br> <br>BNP Paribas is authorised and regulated by the European Central Bank and the Autorité de contrôle prudentiel et de resolution. Deemed Authorised by the Prudential Regulation Authority and with deemed variation of permission. Subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details of the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website.<br><br> <br>BNP Paribas London Branch is registered in the UK under number FC13447. UK establishment number: BR000170. UK establishment office address: 10 Harewood Avenue, London NW1 6AA. |
IAMGOLD Corporation: Exhibit 99.2 - Filed by newsfilecorp.com
| Canadian Imperial Bank of Commerce<br>161 Bay Street, 12th Floor<br>Toronto, Ontario<br>Canada M5J 2S8 | |||
|---|---|---|---|
| DATE: | April 6, 2021 | ||
| --- | --- | --- | --- |
| TO: | Iamgold Corporation | FROM: | Documentation Group |
| ATTN: | Trade Confirmations | ||
| PHONE: | -- | PHONE: | 416-594-8123 |
| FAX: | -- | FAX: | (905) 948-0783 |
| EMAIL: | IAMGOLD- | EMAIL: | REDACTED |
| TradeConfirmations@iamgold.com | |||
| RE: | CIBC Reference # REDACTED |
CONFIDENTIALITY NOTICE
This facsimile or electronic transmission is intended only for the use of the intended recipient. It may contain information that is private and confidential. If you are not the intended recipient, do not read, copy, distribute or use this information. If you have received this Confirmation in error, please call Customer Care at 1-800-465-2255 immediately. Thank you.
The purpose of this letter agreement (this "Confirmation") is to confirm the terms and conditions of the transaction entered into between Canadian Imperial Bank of Commerce ("CIBC") and IAMGOLD Corporation ("Counterparty") on the Trade Date specified below (the "Transaction").
The definitions and provisions contained in the 2005 ISDA Commodity Definitions (as published by the International Swaps and Derivatives Association, Inc. ("ISDA")) are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern.
1. This Confirmation constitutes a "Confirmation" as referred to in, and supplements, forms part of, and is subject to, the ISDA 2002 Master Agreement dated as of May 31, 2012, as amended and supplemented from time to time (the "Agreement"), between CIBC and Counterparty. All provisions contained in the Agreement shall govern this Confirmation except as expressly modified below.
2. The terms of the particular Transaction to which this Confirmation relates are as follows:
| General Terms: | |
|---|---|
| Trade Date: | April 6, 2021 |
| Purchaser of Bullion: | Canadian Imperial Bank of Commerce |
| Seller of Bullion: | Counterparty |
| Bullion: | Gold produced by IAMGOLD or its affiliated mine sites, provided always that such Gold complies with the Good Delivery Rules of the LBMA |
| CIBC Reference # REDACTED | |
| --- | |
| Page 1 of 5 | |
| Number of Ounces: | As specified in Appendix 1 |
| --- | --- |
| Prepayment Amount Payer: | CIBC |
| Prepayment Amount: | As specified in Appendix 1 |
| Prepayment Amount Payment Date: | As specified in Appendix 1 |
| Bullion Transaction Settlement Date(s): | The last calendar day of each month from January 2024 to and including December 2024, as specified in Appendix 1 |
| Settlement: | Settlement by Delivery of Bullion |
| Contract Price: | USD 1,755.75 per Ounce |
| Delivery of Bullion: | On each Bullion Transaction Settlement Date, COUNTERPARTY shall deliver to CIBC the Number of Ounces specified in Appendix 1 in respect of such Bullion Transaction Settlement Date of Gold (as defined above) provided that if any such Bullion Transaction Settlement Date is not a Bullion Business Day, then that Bullion Transaction Settlement Date shall be the first following Bullion Business Day |
| Delivery Location: | London |
| Business Day: | Bullion Business Days |
| Bullion Business Day Convention: | Following |
| 3. CALCULATION AGENT: | CIBC |
| 4. ADDITIONAL PROVISION: |
CIBC, as lender, and Counterparty are parties to that certain First Amending Agreement dated November 15, 2018 among inter alia National Bank of Canada, as administrative agent, CIBC, as syndication agent and Counterparty as borrower (as the same may be amended, restated, modified, amended or replaced from time to time, the "Credit Agreement"). If, as part of any amendment, restatement, modification or refinancing of the Credit Agreement, Counterparty grants any security over any of its assets, delivers guarantees of its obligations thereunder or delivers any other credit support to the lenders thereunder (collectively, the "Security"), then, provided that CIBC was a lender at the time that such Security is granted, Counterparty shall ensure that the obligations of Counterparty to CIBC under this Transaction are secured by the Security and rank equally with the obligations owing to the lenders under the Credit Agreement. This obligation shall continue for the duration of this Transaction, irrespective of any changes to the membership of the lending syndicate under the Credit Agreement. Any failure by Counterparty to comply with this provision shall constitute an Event of Default by Counterparty in respect of this Transaction.
| 5. ACCOUNT DETAILS: | |
|---|---|
| Payments to CIBC: | |
| Account for Payments: | To be advised under separate cover or confirmed prior to each payment date. |
| Payments to Counterparty: | |
| Account for Payments: | To be advised under separate cover or confirmed prior to each payment date. |
| CIBC Reference # REDACTED | |
| --- | |
| Page 2 of 5 |
6. OFFICES:
(a) The Office of CIBC for the Transaction is its Toronto, Ontario Branch.
(b) The Office of Counterparty for the Transaction is Toronto, ON.
| 7. BROKER / ARRANGER: | NONE |
|---|---|
| 8. COUNTERPARTS: |
This Confirmation may be executed in one or more counterparts, either in original, facsimile or electronic form, each of which shall constitute an original and all of which together shall constitute one and the same agreement. When executed by the parties through facsimile or electronic transmission, this Confirmation shall constitute the original agreement between the parties and the parties hereby adopt the signatures printed by the receiving facsimile machine or electronic transmission as the original signatures of the parties.
| Except if expressly agreed to by us in writing, we have not acted as your advisor with respect to the desirability or appropriateness of entering into the Transaction confirmed hereby or with respect to your risk management needs generally. This pertains not only to the financial and market risk management risks and consequences of the confirmed or any proposed Transaction, but also to any legal, regulatory, tax, accounting and credit issues generated by such transactions, which you must evaluate for yourself and in reliance on your own professional advisors.<br><br> <br>We believe any information provided to you by us in connection with the confirmed or any proposed Transaction to be accurate and reliable, but we can not and do not assume any liability for any erroneous information which we might provide to you, other than information set out in this Confirmation. |
|---|
| CIBC Reference # REDACTED |
| --- |
| Page 3 of 5 |
Please confirm that the foregoing correctly sets forth the terms of our agreement by executing the copy of this Confirmation and returning it to us or by sending to us a letter or electronic transmission substantially similar to this letter, which letter or electronic transmission sets forth the material terms of the Transaction to which this Confirmation relates and indicates your agreement to those terms.
| Yours sincerely, | |
|---|---|
| CANADIAN IMPERIAL BANK OF COMMERCE | |
| By: | |
| (signed) "Georgia Grigor-Brown" | |
| Name: GEORGIA GRIGOR-BROWN | |
| Title: Authorized Signatory | |
| Confirmed as of the date first written: | |
| --- | --- |
| IAMGOLD CORPORATION | |
| By: | (signed) "Jeff Cheah" |
| Name: | Jeff Cheah |
| Title: | Treasury |
| By: | (signed) "Daniella Dimitrov" |
| Name: | Daniella Dimitrov |
| Title: | EVP & Chief Financial Officer |
| CIBC Reference # REDACTED | |
| --- | |
| Page 4 of 5 |
Appendix 1
| S No | Number ofOunces | Bullion TransactionSettlement Date | PrepaymentAmount(USD) | Prepayment AmountPayment Date |
|---|---|---|---|---|
| 1 | 2,083.00 | January 29, 2024 | 3,332,440.00 | January 27, 2022 |
| 2 | 2,083.00 | February 27, 2024 | 3,332,017.00 | February 24, 2022 |
| 3 | 2,083.00 | March 26, 2024 | 3,334,134.00 | March 29, 2022 |
| 4 | 2,083.00 | April 26, 2024 | 3,333,287.00 | April 27, 2022 |
| 5 | 2,083.00 | May 29, 2024 | 3,331,594.00 | May 26, 2022 |
| 6 | 2,083.00 | June 26, 2024 | 3,333,711.00 | June 28, 2022 |
| 7 | 2,083.00 | July 29, 2024 | 3,332,017.00 | July 27, 2022 |
| 8 | 2,083.00 | August 28, 2024 | 3,332,017.00 | August 26, 2022 |
| 9 | 2,084.00 | September 26, 2024 | 3,335,311.00 | September 28, 2022 |
| 10 | 2,084.00 | October 29, 2024 | 3,333,617.00 | October 27, 2022 |
| 11 | 2,084.00 | November 26, 2024 | 3,335,311.00 | November 28, 2022 |
| 12 | 2,084.00 | December 27, 2024 | 3,334,888.00 | December 28, 2022 |
| CIBC Reference # REDACTED | ||||
| --- | ||||
| Page 5 of 5 |
IAMGOLD Corporation: Exhibit 99.3 - Filed by newsfilecorp.com
Deutsche Bank AG, London Branch
| 27 May, 2021 |
|---|
Bullion Swap TransactionOur ref: REDACTED
CFTC Reporting Party: IAMGOLD CORPORATION USI: REDACTED Name of the SDR: DTCC
| IAMGOLD CORPORATION | Deutsche Bank AG, London |
|---|---|
| Branch | |
| 401 BAY STREET,SUITE 3200 | Precious Metal Operations |
| PO BOX 153,TORONTO M5H 2YA | Winchester House |
| ONTARIO,CANADA | 1, Great Winchester Street |
| London | |
| +1 4163604750 | EC2N 2DB |
| Telex: 94015555 | |
| Swift: DEUT GB2L | |
| Direct Line: +44 207 54-58508/19328 |
The purpose of this letter agreement is to confirm the terms and conditions of a transaction entered into between us Deutsche Bank AG, London Branch ("Party A") and IAMGOLD CORPORATION ("Party B") on the Trade Date referred to below (the "Transaction").
The definitions and provisions contained in the 2005 ISDA Commodity Definitions (the 'Commodity Definitions'), as published by the International Swaps and Derivatives Association, Inc., are incorporated into this Confirmation. In the event of any inconsistency between the Commodity Definitions and this Confirmation, this Confirmation will govern.
This Confirmation supplements, forms a part of, and is subject to, the ISDA Master Agreement dated as of 05 July 2016, as amended and supplemented from time to time (the "Agreement"), between Party A Party B. All provisions contained in the Agreement govern this Confirmation except as expressly modified below.
The terms of the particular Transaction to which this Confirmation relates are as follows:
1. General Terms:
| Trade Date: | 24 May 2021 |
|---|---|
| Effective Date: | 20 December 2023 |
| Termination Date: | 19 December 2024 |
| Purchaser of Bullion: | Party A |
| Seller of Bullion: | Party B |
| Bullion: | Gold |
| Total Notional Quantity: | 100,000 Ounces |
| Notional Quantity per Calculation Period: | As per Annex 1 |
| Calculation Period(s): | As per Annex 1 |
| Payment Date(s): | As per Annex 1, subject to Following Business Day Convention. |
| Business Day: | Bullion Business Day |
Chairman of the Supervisory Board: Paul Achleitner.
Management Board: Christian Sewing (Chairman), Karl von Rohr, Fabrizio Campelli, Bernd Leukert, Stuart Lewis, James von Moltke, Alexander von zur Mühlen, Christiana Riley, Rebecca Short, Stefan Simon.
| Deutsche Bank AG is authorised and regulated by the European Central Bank and the German Federal Financial Supervisory Authority (BaFin). With respect to activities undertaken in the UK, Deutsche Bank AG is authorised by the Prudential Regulation Authority with deemed variation of permission. It is subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details about the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website. | Deutsche Bank AG is a joint stock corporation incorporated with limited liability in the Federal Republic of Germany, with its head office in Frankfurt am Main where it is registered in the Commercial Register of the District Court under number HRB 30 000. Deutsche Bank AG is authorised under German banking law. The London branch of Deutsche Bank is registered in the register of companies for England and Wales (registration number BR000005) with its registered address and principal place of business at Winchester House, 1 Great Winchester Street, London EC2N 2DB. Deutsche Bank AG, London branch is a member firm of the London Stock Exchange. |
|---|
Page 1 of 4
Confidential
| Settlement: | Cash Settlement |
|---|---|
| Additional Payment: | Party B shall pay to Party A an amount equal to USD 350,000.00 on 26 May 2021 |
| Fixed Amount Details: | |
| Fixed Price Payer: | Party A |
| Fixed Price: | USD 1,700.00 per Ounce |
| Floating Amount I details for Floating Price Payer I : | |
| Floating Price Payer I: | Party B |
| Floating Price I: | The Commodity Reference Price I on the Swap Pricing Date as specified in the Annex 1 |
| Swap Pricing Date : | The Bullion Business Day specified in the Annex 1 |
| Commodity Reference Price I: | GOLD-LBMA PRICE-PM which means that the price for a Pricing Date will be that day's afternoon London Gold price per troy ounce of Gold for delivery in London through a member of the LBMA authorized to effect such delivery, stated in U.S. Dollars, as calculated and administered by independent service provider(s), pursuant to an agreement with the LBMA, and published by the LBMA on its website at www.lbma.org.uk that displays prices effective on that Pricing Date. |
| Specified Price I: | The Commodity Reference Price I for the Swap Pricing Date |
| Floating Amount II details for Floating Price Payer II : | |
| Floating Price Payer II: | Party A |
| Floating Price II: | The Specified Price II,<br><br> <br>(i) If the Specified Price II is less than the Fixed Price, zero (0);<br><br> <br>(ii) If the Specified Price II is greater than or equal to the Fixed Price, but less than or equal to the Cap Price, Party A pays Party B an amount equal to the difference between the Specified Price II and the Fixed Price;<br><br> <br>(iii) If the Specified Price II is greater than the Cap Price, Party A pays Party B an amount equal to the difference between the Cap Price and the Fixed Price. |
| Specified Price II: | The arithmetic average of the Commodity Reference Price for each Pricing Date during the Calculation Period. |
| Commodity Reference Price II: | GOLD-LBMA PRICE-PM which means that the price for a Pricing Date will be that day's afternoon London Gold price per troy ounce of Gold for delivery in London through a member of the LBMA authorized to effect such delivery, stated in U.S. Dollars, as calculated and administered by independent service provider(s), pursuant to an agreement with the LBMA, and published by the LBMA on its website at www.lbma.org.uk that displays prices effective on that Pricing Date. |
| Cap Price: | USD 2,100.00 per Ounce |
Chairman of the Supervisory Board: Paul Achleitner.
Management Board: Christian Sewing (Chairman), Karl von Rohr, Fabrizio Campelli, Bernd Leukert, Stuart Lewis, James von Moltke, Alexander von zur Mühlen, Christiana Riley, Rebecca Short, Stefan Simon.
| Deutsche Bank AG is authorised and regulated by the European Central Bank and the German Federal Financial Supervisory Authority (BaFin). With respect to activities undertaken in the UK, Deutsche Bank AG is authorised by the Prudential Regulation Authority with deemed variation of permission. It is subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details about the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website. | Deutsche Bank AG is a joint stock corporation incorporated with limited liability in the Federal Republic of Germany, with its head office in Frankfurt am Main where it is registered in the Commercial Register of the District Court under number HRB 30 000. Deutsche Bank AG is authorised under German banking law. The London branch of Deutsche Bank is registered in the register of companies for England and Wales (registration number BR000005) with its registered address and principal place of business at Winchester House, 1 Great Winchester Street, London EC2N 2DB. Deutsche Bank AG, London branch is a member firm of the London Stock Exchange. |
|---|
Page 2 of 4
Confidential
| Pricing Date(s): | Each Bullion Business Day during the relevant Calculation Period (provided, for greater certainty that for the purposes of the definition of "Bullion Business Day" New York is deemed to be the location where payments under the Transaction are to be made. |
|---|
2. Calculation Agent: Party A
3. Representations:
Each party represents to the other party as of the date that it enters into this Transaction that (absent a written agreement between the parties that expressly imposes affirmative obligations to the contrary for this Transaction):
(i) Non-Reliance. It is acting for its own account, and it has made its own independent decisions to enter into this Transaction and as to whether the Transaction is appropriate or proper for it based upon its own judgement and upon advice from such advisers as it has deemed necessary. It is not relying on any communication (written or oral) of the other party as investment advice or as a recommendation to enter into this Transaction, it being understood that information and explanations related to the terms and conditions of this Transaction shall not be considered to be investment advice or a recommendation to enter into the Transaction. No communication (written or oral) received from the other party shall be deemed to be an assurance or guarantee as to the expected results of this Transaction.
(ii) Assessment and Understanding. It is capable of assessing the merits of and understanding (on its own behalf or through independent professional advice), and understands and accepts the terms and conditions and risks of this Transaction. It is also capable of assuming, and assumes, the risks of the Transaction.
(iii) Status of Parties. The other party is not acting as a fiduciary for or adviser to it in respect of this Transaction.
Deutsche Bank Disclosure:
Party A has addressed a disclosure statement and terms to customers of its foreign exchange business, which is available at the following website: https://www.db.com/fxdisclosures
Please confirm that the foregoing correctly sets forth the terms of our agreement by executing the copy of this Confirmation enclosed for that purpose and returning it to us or by sending to us a letter or facsimile substantially similar to this letter, which letter or facsimile sets forth the material terms of the Transaction to which this Confirmation relates and indicates your agreement to those terms.
Yours faithfully,
for and on behalf of
Deutsche Bank AG, London Branch
| (signed) "Sujay Sudharshan" | (signed) "Badrikanth Malayanur" |
|---|---|
| By: _______________________<br><br> <br>Name: Sujay Sudharshan<br><br> <br>Title: Authorised Signatory | By: _______________________<br><br> <br>Name: Badrikanth Malayanur<br><br> <br>Title: Authorised Signatory |
| Confirmed as of the date first above written:<br><br> <br>IAMGOLD CORPORATION | |
| (signed) "Jeff Cheah" | (signed) "Daniella Dimitrov" |
| By: ______________________________<br><br> <br>Name: Jeff Cheah<br><br> <br>Authorised Signatory Treasury | By: ______________________________<br><br> <br>Name: Daniella Dimitrov<br><br> <br>Authorised Signatory Executive Vice President and CFO |
For any query relating to this Confirmation, please contact us on +44-(20)-7779-4045
If you agree with the details of this confirmation, please sign and return to fax number 001 201-593-6671
Chairman of the Supervisory Board: Paul Achleitner.
Management Board: Christian Sewing (Chairman), Karl von Rohr, Fabrizio Campelli, Bernd Leukert, Stuart Lewis, James von Moltke, Alexander von zur Mühlen, Christiana Riley, Rebecca Short, Stefan Simon.
| Deutsche Bank AG is authorised and regulated by the European Central Bank and the German Federal Financial Supervisory Authority (BaFin). With respect to activities undertaken in the UK, Deutsche Bank AG is authorised by the Prudential Regulation Authority with deemed variation of permission. It is subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details about the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website. | Deutsche Bank AG is a joint stock corporation incorporated with limited liability in the Federal Republic of Germany, with its head office in Frankfurt am Main where it is registered in the Commercial Register of the District Court under number HRB 30 000. Deutsche Bank AG is authorised under German banking law. The London branch of Deutsche Bank is registered in the register of companies for England and Wales (registration number BR000005) with its registered address and principal place of business at Winchester House, 1 Great Winchester Street, London EC2N 2DB. Deutsche Bank AG, London branch is a member firm of the London Stock Exchange. |
|---|
Page 3 of 4
Confidential
Annex 1
| Calculation Period | Payment Date | Swap PricingDate | Notional Quantity(Number of Ounces) | |
|---|---|---|---|---|
| 20-Dec-23 | 19-Jan-24 | 25-Jan-24 | 23-Jan-24 | 8,335 |
| 22-Jan-24 | 20-Feb-24 | 26-Feb-24 | 22-Feb-24 | 8,334 |
| 21-Feb-24 | 19-Mar-24 | 25-Mar-24 | 21-Mar-24 | 8,334 |
| 20-Mar-24 | 19-Apr-24 | 25-Apr-24 | 23-Apr-24 | 8,333 |
| 22-Apr-24 | 21-May-24 | 28-May-24 | 23-May-24 | 8,333 |
| 22-May-24 | 18-Jun-24 | 24-Jun-24 | 20-Jun-24 | 8,333 |
| 19-Jun-24 | 19-Jul-24 | 25-Jul-24 | 23-Jul-24 | 8,333 |
| 22-Jul-24 | 20-Aug-24 | 26-Aug-24 | 22-Aug-24 | 8,333 |
| 21-Aug-24 | 19-Sep-24 | 25-Sep-24 | 23-Sep-24 | 8,333 |
| 20-Sep-24 | 21-Oct-24 | 25-Oct-24 | 23-Oct-24 | 8,333 |
| 22-Oct-24 | 19-Nov-24 | 25-Nov-24 | 21-Nov-24 | 8,333 |
| 20-Nov-24 | 17-Dec-24 | 23-Dec-24 | 19-Dec-24 | 8,333 |
Chairman of the Supervisory Board: Paul Achleitner.
Management Board: Christian Sewing (Chairman), Karl von Rohr, Fabrizio Campelli, Bernd Leukert, Stuart Lewis, James von Moltke, Alexander von zur Mühlen, Christiana Riley, Rebecca Short, Stefan Simon.
| Deutsche Bank AG is authorised and regulated by the European Central Bank and the German Federal Financial Supervisory Authority (BaFin). With respect to activities undertaken in the UK, Deutsche Bank AG is authorised by the Prudential Regulation Authority with deemed variation of permission. It is subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details about the Temporary Permissions Regime, which allows EEA-based firms to operate in the UK for a limited period while seeking full authorisation, are available on the Financial Conduct Authority's website. | Deutsche Bank AG is a joint stock corporation incorporated with limited liability in the Federal Republic of Germany, with its head office in Frankfurt am Main where it is registered in the Commercial Register of the District Court under number HRB 30 000. Deutsche Bank AG is authorised under German banking law. The London branch of Deutsche Bank is registered in the register of companies for England and Wales (registration number BR000005) with its registered address and principal place of business at Winchester House, 1 Great Winchester Street, London EC2N 2DB. Deutsche Bank AG, London branch is a member firm of the London Stock Exchange. |
|---|
Page 4 of 4
Confidential
IAMGOLD Corporation: Exhibit 99.4 - Filed by newsfilecorp.com
Date: May 24, 2021
| To: | IAMGOLD Corporation | From: National Bank of Canada |
|---|---|---|
| Attn: | Treasury Department | 1155 Metcalfe Street, 19th Floor |
| E-mail: | REDACTED | Montreal, QC H3B 4S9 |
| Tel: | 416-933-4951 | Tel: 514-412-3260 |
| Fax: | 416-360-4749 |
Re: Bullion Swap Transaction - Cash Settled
Our Reference Number: REDACTED
| Please sign and return all pages of this Confirmation to the following e-mail<br><br> <br>within two (2) Business Days from receipt<br><br> <br>E-mail at: ConfirmationsOTCCommodities@bnc.ca |
|---|
Dear Sir/Madam:
The purpose of this letter agreement is to confirm the terms and conditions of the Transaction entered into between us on the Trade Date specified below (the "Transaction"). This letter agreement constitutes a "Confirmation" as referred to in the ISDA Master Agreement specified below.
The definitions and provisions contained in the 2005 ISDA Commodity Definitions (the "Commodity Definitions") (as published by the International Swaps and Derivatives Association, Inc.) are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern.
This Confirmation supplements, forms part of, and is subject to the ISDA Master Agreement dated as of May 27, 2009**,** as amended and supplemented from time to time (the "Agreement"), between IAMGOLD Corporation ("Counterparty") and National Bank of Canada ("NBC"). All provisions contained in the Agreement govern this Confirmation except as expressly modified below.
Page 1 of 5
The terms of the particular Transaction to which this Confirmation relates are as follows:
1. General Terms:
| Trade Date: | May 24, 2021 |
|---|---|
| Effective Date: | January 23, 2024 |
| Termination Date: | December 19, 2024 |
| Purchaser of Bullion: | Counterparty |
| Seller of Bullion: | NBC |
| Bullion: | Gold |
| Total Notional Quantity: | 100,000 Ounces |
| Notional Quantity per Calculation Period: | As per Annex 1 |
| Payment Date(s): | As per Annex 1, subject to Following Business Day Convention. |
| Business Day: | Bullion Business Days |
| Settlement: | Cash Settlement |
| Fixed Amount Details: | |
| Fixed Price Payer: | Counterparty |
| Fixed Price: | USD 1,700.00 per Ounce |
| Floating Amount Details: | |
| Floating Price Payer: | NBC |
| Floating Price: | The Commodity Reference Price on the Swap Pricing Date as specified in the Annex 1 |
| Swap Pricing Date: | The Bullion Business Day specified in the Annex 1 |
| Commodity Reference Price: | GOLD-LBMA PRICE-PM which means that the price for a Pricing Date will be that day's afternoon London Gold price per troy ounce of Gold for delivery in London through a member of the LBMA authorized to effect such delivery, stated in U.S. Dollars, as calculated and administered by independent service provider(s), pursuant to an agreement with the LBMA, and published by the LBMA on its website at www.lbma.org.uk that displays prices effective on that Pricing Date. |
| Specified Price: | The afternoon fixing. |
Page 2 of 5
2. Additional Provisions:
Upon the occurrence of an Event of Default or a Termination Event, and after giving effect to any applicable provision, disruption fallback or remedy specified in, or pursuant to, this Confirmation or elsewhere in the Agreement, if a party hereto has acquired the right to terminate the Transaction and acts upon such right by designating an Early Termination Date, it must also terminate the Bullion Transaction - Settlement by Delivery (Our ref. no REDACTED) as modified or amended from time to time. For avoidance of doubt, this Transaction cannot be terminated without causing the Bullion Transaction - Settlement by Delivery to be terminated as well.
| 3. Calculation Agent: | NBC |
|---|
4. Account Details:
Payments to NBC:
Account for Payments: in USD:
As per Standard Settlement Instructions
Payments to Counterparty:
Account for Payments: (To be provided separately)
Page 3 of 5
Please confirm that the foregoing correctly sets forth the terms of our agreement by executing this Confirmation Agreement (Reference Number: REDACTED) and returning it to us.
Please contact us immediately at (514) 412-3260 or by e-mail (ConfirmationsOTCCommodities@bnc.ca) if the terms and conditions of this Confirmation are not in accordance with your understanding of our agreement.
| National Bank of Canada | IAMGOLD Corporation | ||
|---|---|---|---|
| By: (signed) "Alexandra Corcuera" | (signed) "Jeff Cheah" | ||
| --- | --- | --- | --- |
| By: _______________________________ | |||
| ______________________________ | Name: | Jeff Cheah | |
| Name: | Alexandra Corcuera | Title: | |
| Treasury | |||
| Title: | Senior Analyst | ||
| By: (signed) "Martha Guevara" | (signed) "Daniella Dimitrov" | ||
| By: _______________________________ | |||
| ______________________________ | Name: | Daniella Dimitrov | |
| Name: | Martha Guevara | Title: | Executive Vice President and CFO |
| Title: | Advisor |
Page 4 of 5
Annex 1
| Payment Date | Swap<br>Pricing Date | Notional Quantity per<br>Calculation Period<br>(Number of Ounces) |
|---|---|---|
| 25-Jan-24 | 23-Jan-24 | 8,335 |
| 26-Feb-24 | 22-Feb-24 | 8,334 |
| 25-Mar-24 | 21-Mar-24 | 8,334 |
| 25-Apr-24 | 23-Apr-24 | 8,333 |
| 28-May-24 | 23-May-24 | 8,333 |
| 24-Jun-24 | 20-Jun-24 | 8,333 |
| 25-Jul-24 | 23-Jul-24 | 8,333 |
| 26-Aug-24 | 22-Aug-24 | 8,333 |
| 25-Sep-24 | 23-Sep-24 | 8,333 |
| 25-Oct-24 | 23-Oct-24 | 8,333 |
| 25-Nov-24 | 21-Nov-24 | 8,333 |
| 23-Dec-24 | 19-Dec-24 | 8,333 |
Page 5 of 5
IAMGOLD Corporation: Exhibit 99.5 - Filed by newsfilecorp.com
Date: June 1, 2021
| To: | IAMGOLD Corporation | From: National Bank of Canada |
|---|---|---|
| Attn: | Treasury Department | 1155 Metcalfe Street, 19th Floor |
| E-mail: | REDACTED | Montreal, QC H3B 4S9 |
| Tel: | 416-933-4951 | Tel: 514-412-3260 |
| Fax: | 416-360-4749 |
Re: Bullion Transaction - Settlement by Delivery
Our Reference Number: REDACTED
| Please sign and return all pages of this Confirmation to the following e-mail<br><br> <br>within two (2) Business Days from receipt<br><br> <br>E-mail at: ConfirmationsOTCCommodities@bnc.ca |
|---|
This Transaction is modified as specified below. This Confirmation replaces and supersedes all prior confirmations sent to you for this Transaction.
Dear Sir/Madam:
The purpose of this letter agreement is to confirm the terms and conditions of the Transaction entered into between us on the Trade Date specified below (the "Transaction"). This letter agreement constitutes a "Confirmation" as referred to in the ISDA Master Agreement specified below.
The definitions and provisions contained in the 2005 ISDA Commodity Definitions (the "Commodity Definitions") (as published by the International Swaps and Derivatives Association, Inc.) are incorporated into this Confirmation. In the event of any inconsistency between those definitions and provisions and this Confirmation, this Confirmation will govern.
This Confirmation supplements, forms part of, and is subject to the ISDA Master Agreement dated as of May 27, 2009, as amended and supplemented from time to time (the "Agreement"), between IAMGOLD Corporation ("Counterparty") and National Bank of Canada ("NBC"). All provisions contained in the Agreement govern this Confirmation except as expressly modified below.
Page 1 of 5
The terms of the particular Transaction to which this Confirmation relates are as follows:
1. General Terms:
| Trade Date: | May 24, 2021 |
|---|---|
| Purchaser of Bullion: | NBC |
| Seller of Bullion | Counterparty |
| Bullion: | Gold produced by IAMGOLD or its affiliated mine sites, provided always that such Gold complies with the Gold Delivery Rules of the LBMA |
| Number of Ounces: | As per Annex 1 |
| Prepayment Amount Payer: | NBC shall pay the Prepayment Amount to Counterparty on each Prepayment Date. |
| Prepayment Amount: | As per Annex 1 |
| Prepayment Date(s): | As per Annex 1 |
| Upfront Payment Payer: | NBC |
| Upfront Payment Amount: | USD 350,000.00 |
| Upfront Payment Date: | May 26, 2021 |
| Delivery of Bullion: | On each Bullion Transaction Settlement Date, Counterparty shall deliver to NBC the Number of Ounces specified in Annex 1 in respect of such Bullion Transaction Settlement Date of Gold (as defined above) provided that if any such Bullion Transaction Settlement Date is not a Bullion Business Day, then that Bullion Transaction Settlement Date shall be the first following Bullion Business Day. |
| Bullion Transaction Settlement Date: | As per Annex 1 |
| Settlement: | Settlement by Delivery |
Page 2 of 5
2. Amendments to ISDA Master Agreement Terms and Automatic Amendments Upon execution of the Transaction:
(a) The parties hereby agree that the Master Agreement and the Schedule to the Master Agreement shall be amended as follows:
(i) Section 5(a)(vi) of the Agreement is hereby amended by deleting the words", or becoming capable at such time of being declared," in line 7 of clause (I)."
(ii) Part 1 (c) of the Schedule to the Agreement is hereby amended by replacing the words "USD 20,000,000" with the words "USD 40,000,000".
(iii) Part 4(t) of the Schedule to the Agreement is hereby amended by adding at the end of the final sentence thereof the following: "provided, however, that for so long as the Credit Agreement is outstanding, the "Credit Support Default" provisions in Section 5(a)(iii) shall not apply in respect of Party B."
(iv) Part 4(g) of the Schedule to the Agreement is hereby amended by adding at the end of the final sentence thereof the following: "provided, however, that for so long as the Credit Agreement is outstanding, there shall be no Credit Support Providers in respect of Party B."
(v) The following shall be added as a new Part 4(o) of the Schedule to the Agreement and any reference in the Schedule to the "Credit Agreement" shall refer to this definition:
(o) "Credit Agreement" means the Amended and Restated Credit Agreement dated as of December 14, 20 I 7 by and between Party B as Borrower, certain of its Subsidiaries as Guarantors, the Lenders party thereto from time to time and National Bank of Canada as Administrative Agent (as amended, restated, extended, supplemented or otherwise modified in writing from time to time)".
(vi) Part 5(i) (Cross Default) of the Schedule to the Agreement is hereby deleted in its entirety.
(b) In the event NBC assigns, novates or transfers this Transaction or any part hereof to an assignee, novate or transferee (a "Novatee"), the Novatee shall be deemed to have expressly agreed that this Section 2 of this Confirmation shall also apply, mutatis mutandis, in respect of any ISDA Master Agreement in force between the Novatee and Counterparty (the "Novatee's Master Agreement") and accordingly the Novatee's Master Agreement shall be subject to the same amendments as set out in Section 2(a) of this Confirmation (and, for greater certainty, any reference in the Novatee's Master Agreement to a prior credit agreement shall be deemed to refer to the Amended and Restated Credit Agreement dated as of December 14, 20 I 7 by and between Counterparty as Borrower, certain of its Subsidiaries as Guarantors, the Lenders party thereto from time to time and National Bank of Canada as Administrative Agent (as amended, restated, extended, supplemented or otherwise modified in writing from time to time)).
3. Additional Provisions:
Upon the occurrence of an Event of Default or a Termination Event, and after giving effect to any applicable provision, disruption fallback or remedy specified in, or pursuant to, this Confirmation or elsewhere in the Agreement, if a party hereto has acquired the right to terminate the Transaction and acts upon such right by designating an Early Termination Date, it must also terminate the Bullion Swap Transaction - Cash Settled (Our ref. no REDACTED) as modified or amended from time to time. For avoidance of doubt, this Transaction cannot be terminated without causing the Bullion Swap Transaction - Cash Settled to be terminated as well.
Page 3 of 5
4. Make-whole Payment:
Notwithstanding anything to the contrary under the Agreement, upon the occurrence of an Early Termination with respect to this Transaction, the Counterparty will pay a fee calculated as 7.80% multiplied by the amount remaining of the initial US$ balance.
| 5. Calculation Agent: | NBC |
|---|
6. Account Details:
Payments to NBC:
Account for Payments: in USD:
As per Standard Settlement Instructions
Payments to Counterparty:
Account for Payments: (To be provided separately)
Please confirm that the foregoing correctly sets forth the terms of our agreement by executing this Confirmation Agreement (Reference Number: REDACTED) and returning it to us.
Please contact us immediately at 514-412-3260 or by e-mail REDACTED if the terms and conditions of this Confirmation are not in accordance with your understanding of our agreement.
| National Bank of Canada | IAMGOLD Corporation | ||
|---|---|---|---|
| By: (signed) "Alexandra Corcuera" | (signed) "Jeff Cheah" | ||
| By: _______________________________ | |||
| _____________________________ | Name: | Jeff Cheah | |
| Name: | Alexandra Corcuera | Title: | Treasury |
| Title: | Senior Analyst | ||
| By: (signed) "Dmitry Chernyak" | (signed) "Daniella Dimitrov" | ||
| By: _______________________________ | |||
| ______________________________ | Name: | Daniella Dimitrov | |
| Name: | Dmitry Chernyak | Title: | Executive Vice President and CFO |
| Title: | Senior Analyst |
Page 4 of 5
Annex 1
| Bullion TransactionSettlement Date | PrepaymentDate | PrepaymentAmount | Number ofOunces |
|---|---|---|---|
| 23-Jan-24 | 25-Jan-22 | 12,975,301.24 | 8,335 |
| 22-Feb-24 | 25-Feb-22 | 12,975,313.65 | 8,334 |
| 21-Mar-24 | 24-Mar-22 | 12,973,744.51 | 8,334 |
| 23-Apr-24 | 25-Apr-22 | 12,970,619.03 | 8,333 |
| 23-May-24 | 25-May-22 | 12,970,619.03 | 8,333 |
| 20-Jun-24 | 23-Jun-22 | 12,972,187.79 | 8,333 |
| 23-Jul-24 | 25-Jul-22 | 12,970,619.03 | 8,333 |
| 22-Aug-24 | 25-Aug-22 | 12,972,187.79 | 8,333 |
| 23-Sep-24 | 23-Sep-22 | 12,967,482.08 | 8,333 |
| 23-Oct-24 | 25-Oct-22 | 12,970,619.03 | 8,333 |
| 21-Nov-24 | 25-Nov-22 | 12,973,756.73 | 8,333 |
| 19-Dec-24 | 23-Dec-22 | 12,973,756.73 | 8,333 |
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