• Gold Road received and rejected a non-binding indicative offer from Gold Fields
• The offer was considered to materially undervalue Gold Road
• Gold Road believes the offer was opportunistic, citing lower recent production and potential underground expansion

Gold Road Resources Ltd (Gold Road) has received, considered and subsequently rejected an opportunistic, conditional and non-binding indicative proposal from Gold Fields Limited (Gold Fields) to acquire 100% of the shares on issue in Gold Road, by way of scheme of arrangement, for A$2.27 cash per share plus a variable cash amount related to Gold Road's shareholding in De Grey Mining Ltd. After careful consideration and engagement with Gold Fields, the Gold Road Board unanimously formed the view that the offer materially undervalues Gold Road and is highly opportunistic in nature. Gold Road notes that the receipt of the offer coincided with a lower March 2025 quarter production due to maintenance on the primary crusher and the failure of two conveyor belts. Additionally, the offer appears to have been opportunistically tabled by Gold Fields in advance of the completion of exploration and studies into the potential underground expansion of the Gruyere mine, which the offer attributes no value to. Gold Road tabled an alternative proposal to acquire Gold Fields' interest in the Gruyere Joint Venture, which was rejected by Gold Fields. Gold Road has engaged in active correspondence and dialogue with Gold Fields to consider whether they would address the deficiencies of the offer, but Gold Fields has elected to publicly announce the terms of the offer despite Gold Road's openness to engage privately.