VANCOUVER, BC, Feb. 23, 2021 /PRNewswire/ - Equinox Gold
Corp. (TSX: EQX) (NYSE American: EQX) ("Equinox Gold" or the
"Company") is pleased to announce that shareholders and
optionholders of Premier Gold Mines Limited (TSX: PG)
(OTCPK: PIRGF) ("Premier") earlier today voted 99.9% to
approve the acquisition by Equinox Gold of all of the issued and
outstanding common shares of Premier by way of a statutory plan of
arrangement previously announced on December 16, 2020 (the "Transaction").
On closing of the Transaction, Premier shareholders will receive
0.1967 of an Equinox Gold share for each Premier share held, such
that existing Equinox Gold and Premier shareholders will own
approximately 84% and 16% of Equinox Gold, respectively, on an
issued share basis. The Transaction is expected to close in March
subject to certain regulatory approvals and other customary closing
conditions.
By approving the Transaction, Premier securityholders also
approved the spin-out to Equinox Gold and Premier shareholders
shares of a newly created US-focused gold production and
development company to be called i-80 Gold Corp. ("i-80 Gold")
that will own Premier's existing Nevada assets. Upon completion of the
Transaction and prior to giving effect to the issuance of any i-80
Gold shares in connection with any equity financing or acquisition
to be completed by i-80 Gold, Equinox Gold and existing
shareholders of Premier will own 30% and 70% of i-80 Gold,
respectively.
Equinox Gold will retain Premier's interest in the world-class
Hardrock Project in Ontario, the
Mercedes Mine in Mexico, and the
Hasaga and Rahill-Bonanza properties in Red Lake, Ontario.
Cautionary Notes and Forward-Looking
Statements
This news release contains certain forward-looking
information and forward-looking statements within the meaning of
applicable securities legislation, collectively "forward-looking
statement". Forward-looking statements and forward-looking
information in this news release relate to, among other things: the
timing of closing of the Transaction, and the percent ownership of
both Equinox Gold and i-80 Gold following closing of the
Transaction. Forward-looking statements or information generally
identified by the use of the words "will", "expected", "subject
to", and similar expressions and phrases or statements that certain
actions, events or results "may", "could" or "should", or the
negative connotation of such terms, are intended to identify
forward-looking statements and information. As well,
forward-looking statements may relate to future outlook and
anticipated events, such as the satisfaction of the conditions
precedent to the Transaction, and the consummation and timing to
complete the Transaction. These forward-looking statements involve
numerous risks and uncertainties, including the risk factors
identified in Premier's information circular dated January 25, 2021 for its special meeting of
shareholders and optionholders, which is available on SEDAR at
www.sedar.com; in Equinox Gold's MD&A dated February 28, 2020 and in its Annual Information
Form dated May 13, 2020, both for the
year ended December 31, 2019, and in
its MD&A dated November 5, 2020
for the three and nine months ended September 30, 2020, all of which are available on
SEDAR at www.sedar.com and on EDGAR at www.sec.gov/edgar; and in
Premier's MD&A dated March 4,
2020 and its Annual Information Form dated March 30, 2020, both for the year ended
December 31, 2019, which are
available on SEDAR at www.sedar.com. While Equinox Gold considers
these assumptions to be reasonable based on information currently
available, they may prove to be incorrect. Accordingly, readers are
cautioned not to put undue reliance on the forward-looking
statements or information contained in this news release.
Forward-looking statements are based on information available at
the time those statements are made and/or management's good faith
belief as of that time with respect to future events and are
subject to risks and uncertainties that could cause actual
performance or results to differ materially from those expressed in
or suggested by the forward-looking statements. Forward-looking
statements speak only as of the date those statements are made.
Except as required by applicable law, Equinox Gold assumes no
obligation to update or to publicly announce the results of any
change to any forward-looking statement contained or incorporated
by reference herein to reflect actual results, future events or
developments, changes in assumptions or changes in other factors
affecting the forward-looking statements. If Equinox Gold updates
any one or more forward-looking statements, no inference should be
drawn that the Company will make additional updates with respect to
those or other forward-looking statements. All forward-looking
statements contained in this news release are expressly qualified
in their entirety by this cautionary statement.
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SOURCE Equinox Gold Corp.