Equinox Gold Corp. (TSX: EQX), (NYSE American: EQX) is pleased to announce that, in response to a request from Solaris Resources Inc. (TSX: SLS), the Company has agreed to sell a portion of its shareholdings in Solaris totaling ten million common shares to Augusta Investments Inc. and a strategic shareholder for gross proceeds of approximately C$82.5 million. In addition, Equinox Gold will grant the buyers warrants to purchase an additional five million Solaris Shares from the Company for a period of 12 months at C$10.00 per share. In the event all Warrants are exercised, the total gross proceeds to Equinox Gold would be C$132.5 million.
Christian Milau, CEO of Equinox Gold, stated: “As a strategic and supportive shareholder, Equinox Gold is pleased to accommodate Solaris in this transaction, which benefits both companies. The proceeds from this sale will further strengthen Equinox Gold’s already solid balance sheet as we continue to execute on our expansion and growth objectives.”
Equinox Gold remains committed to supporting Solaris as a long-term strategic shareholder and does not currently anticipate making any additional changes to its share position. The sale of the Solaris Shares and the Warrants is to accredited investors on a prospectus exempt basis and is subject to customary closing conditions.
Early Warning Disclosure
Equinox Gold has agreed to sell ten million Solaris Shares at a price of C$8.25 per share for aggregate gross proceeds to Equinox Gold of C$82.5 million. Post-completion of the sale, Equinox Gold will hold 17,826,737 Solaris Shares, representing approximately 16.9% of the issued and outstanding Solaris Shares on a non-diluted basis.
Equinox Gold will also grant the buyers Warrants to purchase an additional five million Solaris Shares for a period of 12 months at C$10.00 per share. If the Warrants are fully exercised, Equinox Gold will sell an additional five million Solaris Shares at a price of C$10.00 per Solaris Share, for additional gross proceeds to Equinox Gold of C$50 million. Equinox Gold would then hold 12,826,737 Solaris Shares, representing approximately 12.2% of the issued and outstanding Solaris Shares on a non-diluted basis.
Equinox Gold also currently holds warrants of Solaris exercisable to acquire an aggregate of 10,218,750 Solaris Shares (the “Solaris Warrants”), representing approximately 8.9% of the issued and outstanding Solaris Shares on a partially diluted basis. The sale of Solaris Shares will not result in any change to Equinox Gold’s ownership in Solaris Warrants. Following the sale of the Solaris Shares, and assuming the Warrants are fully exercised, if all the Solaris Warrants held by Equinox Gold were exercised Equinox Gold would hold approximately 19.97% of the issued and outstanding Solaris Shares on a partially diluted basis, assuming no other convertible securities of Solaris are exercised.
Prior to the sale of Solaris Shares, Equinox Gold currently holds 27,826,737 Solaris Shares, representing approximately 26% of the issued and outstanding Solaris Shares, and Solaris Warrants to acquire 10,218,750 Solaris Shares, representing approximately 8.9% of the issued and outstanding Solaris Shares, on a partially diluted basis.
The disposition of Solaris Shares is for investment purposes. Equinox Gold currently has no other plans or intentions with respect to its Solaris securities. However, depending on market conditions, general economic and industry conditions, trading prices of Solaris securities, Solaris’ business, financial condition, and prospects and/or other relevant factors, Equinox Gold may develop such plans or intentions in the future and, at such time, may from time to time acquire additional securities, dispose of some or all of the existing or additional securities, or may continue to hold securities of Solaris.
The buyers will file an early warning report under National Instrument 62-103 in connection with the closing of the purchase of Solaris Shares and Warrants if applicable. A copy of the early warning report filed by Equinox Gold will be available under Solaris’ profile on SEDAR at www.sedar.com.
About Equinox Gold
Equinox Gold is a Canadian mining company with seven operating gold mines and construction underway at an eighth site, a multi-million-ounce gold reserve base and a clear path to achieve one million ounces of annual gold production from a pipeline of development and expansion projects. Equinox Gold operates entirely in the Americas, with two properties in the United States, one in Mexico and five in Brazil. On December 16, 2020, Equinox Gold announced its friendly acquisition of Premier Gold Mines, which will bring further diversification and scale with the addition of a producing mine in Mexico and a construction-ready project in Ontario, Canada. Equinox Gold’s common shares are listed on the TSX and the NYSE American.
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