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Iamgold Corporation

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Iamgold Corporation PROSPECTUS SUPPLEMENT to the Short Form Base Shelf Prospectus dated April 5, 2016 New Issue August 9, 2016 IAMGOLD CORPORATION US$200,077,500 38,850,000 Common Shares This prospectus supplement (the “Prospectus Supplement”) of IAMGOLD Corporation (“IAMGOLD” or the “Corporation”), together with the accompanying short form base shelf prospectus dated April 5, 2016 (the “Prospectus”), qualifies the distribution (the “Offering”), in each of the provinces and territories of Canada, other than the Province of Québec, of 38,850,000 common shares of the Corporation (the “Offered Shares”) at a price of US$5.15 per Offered Share (the “Offering Price”). The Offering is being made pursuant to an underwriting agreement (the “Underwriting Agreement”) dated August 9, 2016 between the Corporation and TD Securities Inc. (“TDSI”), National Bank Financial Inc. (“NBFI”), Morgan Stanley Canada Limited (“MSCL”), Citigroup Global Markets Canada Inc. (“CGMCI”), Deutsche Bank Securities Inc. (“DBSI”), GMP Securities L.P., Canaccord Genuity Corp., CIBC World Markets Inc., Cormark Securities Inc., Paradigm Capital Inc., Raymond James Ltd., Scotia Capital Inc., Credit Suisse Securities (Canada), Inc. and Macquarie Capital Markets Canada Ltd. (collectively, the “Underwriters”). The Offering is being made concurrently in Canada under the terms of this Prospectus Supplement and in the United States under the terms of a Registration Statement on Form F-10 filed with the United States Securities and Exchange Commission (the “SEC”) of which this Prospectus Supplement forms a part. The outstanding common shares of the Corporation (the “Common Shares”) are listed on the Toronto Stock Exchange (the “TSX”) under the symbol “IMG” and on the New York Stock Exchange (the “NYSE”) under the symbol “IAG”. On August 5, 2016, the last trading day prior to the date of the public announcement of the Offering, the closing price of the Common Shares on the TSX was C$7.28 and the closing price of the Common Shares on the NYSE was US$5.54. On August 8, 2016, the last trading day prior to the date of filing of this Prospectus Supplement, the closing price of the Common Shares on the TSX was C$7.48 and the closing price of the Common Shares on the NYSE was US$5.68. The Offering Price was determined by negotiation between the Corporation and the Underwriters. The TSX has conditionally approved the listing of the Offered Shares on the TSX. The Corporation also has applied to list the Offered Shares on the NYSE. Listing on the TSX and the NYSE will be subject to the Corporation fulfilling all of the listing requirements of the TSX and the NYSE, respectively. Price US$5.15 per Offered Share This Offering is made by a Canadian issuer that is permitted, under the multijurisdictional disclosure system adopted by the United States and Canada, to prepare this Prospectus Supplement and the Prospectus in accordance with Canadian disclosure requirements. Purchasers of the Offered Shares should be aware that such requirements are different from those of the United States. Financial statements incorporated herein by reference have been prepared in accordance with International Financial Reporting Standards, as issued by the International Accounting Standards Board, and may be subject to Canadian auditing and auditor independence standards, and thus may not be comparable to financial statements of United States companies. Purchasers of the Offered Shares should be aware that the acquisition, holding or disposition of the Offered Shares may have tax consequences both in the United States and in Canada. Such consequences for purchasers who are resident in, or citizens of, the United States or who are resident in Canada may not be described fully herein. Prospective investors should read the tax discussion under the headings “Certain Canadian Federal Income Tax Considerations” and “Certain United States Federal Income Tax Considerations” of this Prospectus Supplement and should consult their own tax advisors with respect to their own personal circumstances. The enforcement by investors of civil liabilities under United States federal securities laws may be affected adversely because the Corporation is incorporated in Canada, most of its officers and directors and all of the experts named in this Prospectus Supplement or the Prospectus are not residents of the United States, and all of its assets are located outside of the United States. THE OFFERED SHARES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY STATE OR CANADIAN SECURITIES COMMISSION, NOR HAS THE SEC OR ANY STATE OR CANADIAN SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE ACCOMPANYING PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. The Underwriters, as principals, conditionally offer the Offered Shares subject to prior sale, if, as and when issued by the Corporation and accepted by the Underwriters in accordance with the conditions contained in the Underwriting Agreement referred to under “Plan of Distribution”, and subject to approval of certain legal matters on the Corporation’s behalf by Paul, Weiss, Rifkind, Wharton & Garrison LLP with respect to matters of U.S. law and Fasken Martineau DuMoulin LLP with respect to matters of Canadian law, and on behalf of the Underwriters by Skadden, Arps, Slate, Meagher & Flom LLP with respect to matters of U.S. law and by Davies Ward Phillips & Vineberg LLP with respect to matters of Canadian law. Investing in the Offered Shares involves significant risks. Prospective purchasers of the Offered Shares should carefully consider the risk factors described under the heading “Risk Factors” in this Prospectus Supplement, the Prospectus, and the documents incorporated by reference herein and therein. All dollar amounts in this Prospectus Supplement and the accompanying Prospectus are in United States dollars, unless otherwise indicated. See “Currency Presentation and Exchange Rate Information”. Underwriting Net Proceeds to Price to the Public Fee(1) the Corporation(2) Per Offered Share ................................ US$ 5.15 US$ 0.206 US$ 4.944 Total(3) ........................................ US$200,077,500 US$8,003,100 US$192,074,400 Notes: (1) The Corporation has agreed to pay the Underwriters a fee (the “Underwriting Fee”) equal to 4.00% of the gross proceeds of the Offering, being US$0.206 per Offered Share. (2) After deducting the Underwriting Fee, but before deducting the expenses of the Offering estimated to be US$700,000. (3) The Corporation has granted the Underwriters an over-allotment option (the “Over-Allotment Option”) exercisable in whole or in part at the sole discretion of the Underwriters, at any time and from time to time for a period of 30 days from closing of the Offering, to purchase up to an additional 5,827,500 Common Shares, representing an amount equal to 15% of the aggregate Common Shares sold on the Closing Date (as hereinafter defined), on the same terms as set forth above (the “Additional Shares”), solely to cover over- allotments, if any, and for market stabilization purposes. If the Over-Allotment Option is exercised in full, the total number of Offered Shares will be 44,677,500, the total price to the public will be US$230,089,125, the total Underwriting Fee will be US$9,203,565, and the net proceeds to the Corporation, after deducting the Underwriting Fee but before deducting the estimated expenses of the Offering, will be US$220,885,560. This Prospectus Supplement, together with the accompanying Prospectus, also qualifies the grant of the Over-Allotment Option and the distribution of the Additional Shares to be issued and sold upon exercise of the Over-Allotment Option. A person who acquires Common Shares forming part of the Underwriters’ over- allocation position acquires such shares under this Prospectus Supplement and the Prospectus regardless of whether the over-allocation position is ultimately filled through the exercise of the Over-Allotment Option or secondary market purchases. Unless the context otherwise requires, references to “Offered Shares” in this Prospectus Supplement include the Additional Shares, if the context requires. See “Plan of Distribution”. The following table sets out the number of Additional Shares that may be issued by the Corporation to the Underwriters pursuant to the Over-Allotment Option. Underwriters’ Position Maximum Size Exercise Period Exercise Price Over-Allotment Option Up to 5,827,500 Up to 30 days from the US$5.15 per Additional Shares closing of the Offering Additional Share In connection with the Offering and subject to applicable laws, the Underwriters may over-allot or effect transactions that are intended to stabilize or maintain the market price of the Common Shares at levels other than that which might otherwise prevail in the open market. Such transactions, if commenced, may be discontinued at any time. The Underwriters may sell Offered Shares for less than the initial offering price stated above in certain circumstances. See “Plan of Distribution”. Subscriptions for the Offered Shares will be received subject to rejection in whole or in part and the right is reserved to close the subscription books at any time without notice. It is expected that the closing of the Offering will occur on or about August 16, 2016, or on such other date as may be agreed upon by the Corporation and the Underwriters (which date shall not be later than 42 days after the date of this Prospectus Supplement) (the “Closing Date”). Other than pursuant to certain exceptions, registration of interests in and transfers of Offered Shares held through CDS Clearing and Depositary Services Inc. (“CDS”), or its nominee, will be made electronically through the non-certificated inventory (“NCI”) system of CDS. Offered Shares registered to CDS or its nominee will be deposited electronically with CDS on an NCI basis on the Closing Date. A purchaser of Offered Shares will receive only a customer confirmation from the registered dealer through which the Offered Shares are purchased.
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