Equinox Gold Announces Results from Annual and Special Meeting, Including Shareholder Approval of the Solaris Copper Spinout
TSX-V: EQX
OTC: EQXGF
Suite 730 – 800 West Pender St., Vancouver, BC Canada V6C 2V6
[email protected] +1 604.558.0560 www.equinoxgold.com
NEWS RELEASE
Equinox Gold Announces Results from Annual and Special Meeting,
Including Shareholder Approval of the Solaris Copper Spinout
July 26, 201 8 – Vancouver, BC – Equinox Gold Corp. (TSX-V: EQX, OTC: EQXGF ) (“ Equinox Gold” or “the
Company”) is pleased to announce that Equinox Gold shareholders approved all matters voted on at the
annual and special meeting held earlier today, including the appointment of KPMG LLP as the Company’s
auditor, reapproval of the Company’s rolling stock option plan and amendments to the Company’s restricted
share unit plan . Shareholders also approved the transfer of copper assets to Solaris Copper Inc. (“Solaris
Copper”), as outlined below, and the adoption of certain security-based compensation arrangements and an
advance notice policy for Solaris Copper.
The nominees listed in the Company’s management information circular dated June 20, 2018, were elected
as directors as set out below.
Director Votes For % Votes For
Ross Beaty – Chairman 195,718,904 99.50%
Lenard Boggio 195,928,764 99.61%
Marcel de Groot 185,429,256 94.27%
Marshall Koval 191,294,532 97.25%
Jacques McMullen 195,916,603 99.60%
Christian Milau 196,061,880 99.68%
Gregory Smith 195,323,842 99.30%
Transfer of Copper Assets to Solaris Copper
At the annual and special meeting, shareholders approved a special resolution with 99.75% of votes in favour
of a plan of arrangement (the “Arrangement”) whereby Equinox Gold will transfer all of its copper assets into
a newly incorporated company named Solaris Copper. The Company will now seek approval of the
Arrangement from the Supreme Court of British Columbia.
Equinox Gold will continue to focus on advancing the Aurizona Gold Mine and Castle Mountain Gold Mine to
production while Solaris Copper explores and develops the copper projects to unlock the value of the copper
portfolio. Solaris Copper will hold a 100% interes t in the resource- bearing Warintza copper -molybdenum
project in Ecuador, a 60% interest in the La Verde preliminary economic assessment stage copper-silver-gold
project in Mexico, a 100% interest in the Ricardo early -stage copper property in Chile, and is continuing to
evaluate additional properties that fit the portfolio. Additional information about the assets is available at
www.solariscopper.com.
Under the terms of the Arrangement, the business of Equinox Gold will be reorganized into two companies
under the Business Corporations Act (British Columbia). The Arrangement involves, among other things, the
distribution of common shares of Solaris Copper (the “Solaris Copper Shares”) to Equinox Gold shareholders
such that each shareholder will hold: (i) one new common share of Equinox Gold for each common share of
Equinox Gold held on the day before the effective date of the Arrangement; and (ii) one -tenth of a Solaris
Copper Share for each common share of Equinox Gold held on the day before the effective date of the
Arrangement.
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Following completion of the Arrangement , which is expected to occur in ear ly August, Equinox Gold’s
shareholders, other than any dissenting shareholders, would be issued shares in Solaris Copper so that
collectively they would own 60%, with the remaining 40% interest held by Equinox Gold. Equinox Gold
warrants, options and restricted share units will also be adjusted pursuant to the Arrangement.
After closing of the Arrangement, new Equinox Gold shares and certain of Equinox Gold’s warrants will
continue trading on the TSX Venture Exchange in Canada under the symbols EQX and EQX.WT, respectively,
and on the OTC Market in the United States under the symbols EQXGF and EQXWF, respectively. Solaris
Copper Shares will not be listed on any stock exchange after closing of the Arrangement , but the company
will be a reporting issuer and w ill comply with its continuous disclosure obligations including press releases
and financial reporting and will consider a potential stock exchange listing.
Solaris Copper’s day-to-day activities will be managed by Greg Smith as CEO, Kylie Dickson as CFO and Pamela
Kinsman as Corporate Secretary, each of whom will also continue with their Equinox Gold responsibilities.
On Behalf of the Board of Equinox Gold Corp.
“Christian Milau”
CEO & Director
Equinox Gold Contacts
Christian Milau, CEO
Rhylin Bailie, Vice President Investor Relations
Tel: +1 604-558-0560
Email: [email protected]
About Equinox Gold
Equinox Gold is a Canadian mining company with a multi-million-ounce gold reserve base and near-term
production from two past -producing mines in Brazil and California. Construction is underway at the
Company’s Aurizona Gold Mine in Brazil with the objective of pouring gold by year- end 2018, and the
Company is advancing its Castle Mountain Gold Mine in California with the objective of commissioning
Phase 1 operations by the end of 2019. Further information about Equinox Gold’s current portfolio of assets
and long-term growth strategy is available at www.equinoxgold.com or by email at [email protected].
Cautionary Notes and Forward-Looking Statements
Neither the TSX Venture Exchange nor its Regulation Services Provider (as such term is defined in the policies
of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This document contains certain forward- looking information and forward- looking statements within the
meaning of applicable securities legislation (collectively “forward-looking statements”). The use of the words
“will”, “strategy”, “objective”, “plans”, “underway” and similar expressions are intended to identify forward-
looking statements. Forward-looking statements contained in this news release include, but are not limited
to, statements regarding closing of the Arrangement, court approvals for the Arrangement, construction
activities underway at Aurizona, the Castle Mountain prefeasibility study, the planned transfer of copper
assets to Solaris Copper Inc. (“Solaris Copper”), and the growth potential of the Company. Although the
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Company believes that the expectations reflected in such forward-looking statements and/or information are
reasonable, undue reliance should not be placed on forward-looking statements since the Company can give
no assurance that such expectations will prove to be correct. These st atements involve known and unknown
risks, uncertainties and other factors that may cause actual results or events to differ materially from those
anticipated in such forward-looking statements, including the risks, uncertainties and other factors identified
in the Company’s periodic filings with Canadian securities regulators, and assumptions made with regard to
the Company’s ability to complete construction at Aurizona on budget or at all, and the timing to achieve
production; the Company’s ability to commence Phase 1 commissioning at Castle Mountain by the end of
2019; the Company’s ability to advance Castle Mountain to production and achieve the results contemplated
in the prefeasibility study; final court approval regarding the transfer of copper assets to Solaris Copper; the
Company’s ability to achieve the anticipated benefits from the transfer of assets to Solaris Copper; and the
Company’s ability to achieve its expected growth and production potential. Furthermore, the forward-looking
statements contained in this news release are made as at the date of this news release and the Company does
not undertake any obligations to publicly update and/or revise any of the included forward- looking
statements, whether as a result of additional information, future events and/or otherwise, except as may be
required by applicable securities laws.