Mr.
Darren Hall of Equinox Gold
reports
INDEPENDENT PROXY ADVISORY FIRMS RECOMMEND EQUINOX GOLD SHAREHOLDERS VOTE FOR SHARE ISSUANCE RESOLUTION IN CONNECTION WITH PROPOSED BUSINESS COMBINATION WITH ORLA MINING
Independent proxy advisory firms, including Institutional Shareholder Services Inc. (ISS), have issued positive voting recommendations to shareholders of Equinox Gold Corp. for the proposed business combination with Orla Mining Ltd.:
- Your vote is important, regardless of how many shares you own.
- The board of directors and management of both Equinox Gold and Orla unanimously recommend that shareholders vote for the arrangement.
- Shareholders with questions or requiring assistance in voting are asked to contact Laurel Hill Advisory Group by calling 1-877-452-7184 (North America toll-free) or 1-416-304-0211 (international), by texting "INFO" to either 1-877-452-7184 or 1-416-304-0211, or by e-mailing assistance@laurelhill.com.
ISS has recommended that Equinox Gold shareholders vote for the resolution to issue Equinox Gold common shares in connection with the business combination with Orla, as announced on May 13, 2026. ISS noted in its report, "The acquisition appears to make strategic sense as the transaction is expected to diversify the company's asset base, enhance strategic optionality and improve long-term production potential."
Darren Hall, chief executive officer of Equinox Gold stated: "We are pleased that the leading independent proxy advisers have recognized the merits of the arrangement and its strong strategic rationale. Both Equinox Gold and Orla's boards unanimously recommend that shareholders vote for the arrangement, and we encourage all shareholders to vote well in advance of the deadline."
Special meeting of shareholders
Equinox Gold's special meeting of shareholders to vote on the share issuance resolution will be held at 9 a.m. Vancouver time on July 22, 2026. Equinox Gold shareholders of record at the close of business on June 15, 2026, can vote on the share issuance resolution and other matters detailed in the management information circular and related materials for the meeting. Shareholders can vote their shares on-line, by telephone or by mail, or they can attend the meeting and vote in person. Shareholders who cannot attend in person are invited to join an on-line webcast; however, the webcast is being provided for viewing purposes only. There will be no ability to vote through the webcast.
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Attend in person:
- Suite 3500, 1133 Melville St., Vancouver, B.C.;
- Attend on-line:
-
On
Equinox Gold's website.
The deadline for voting by proxy is 9 a.m. Vancouver time on July 20, 2026. Beneficial shareholders should vote well in advance as brokers and intermediaries may impose earlier voting deadlines.
Strategic rationale
Equinox Gold's board of directors and management team believe merging with Orla will accelerate achievement of the company's growth and revaluation objectives, delivering greater value to Equinox Gold shareholders than could be achieved on a stand-alone basis. The combination of Equinox Gold and Orla will create:
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North America's new senior gold producer: 1.1 million ounces of gold production from a highly complementary portfolio of six North American mines, underpinned by a significant gold endowment of approximately 23 million ounces of proven and probable mineral reserves;
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Peer-leading growth profile to more than 1.9 million ounces annually: clear path to more than 800,000 ounces of near-term organic gold production growth from North American assets, both enhancing and accelerating Equinox Gold's growth potential;
- Second-largest producer of Canadian gold: 100-per-cent ownership of three cornerstone Canadian mines that are expected to collectively produce 685,000 ounces of gold in 20261 with potential for production growth and mine-life extension from expansion and exploration upside;
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Enhanced scale and diversification while maintaining jurisdictional simplicity: highly complementary asset portfolios in Canada, the United States and Mexico, allowing the shareholders of each company to participate in accelerated production growth milestones while maintaining a Tier 1 North American jurisdictional profile;
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Substantial free cash flow generation and robust financial position: combined free cash flow profile of approximately $1.4-billion in 20264, based on current analyst consensus estimates, and approximately $1.4-billion of total available liquidity to drive growth and continued shareholder returns while maintaining financial flexibility;
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Industry-leading team of mine builders and operators: key additions to both the board and management team creates a leadership team with proven records of delivering enhanced shareholder value across key metrics such as production, mineral reserves, cash flow and net asset value as well as a shared commitment to operational excellence, disciplined capital allocation and responsible mining;
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Diversified portfolio provides scale and optionality: six producing mines and four growth projects across four countries (Canada, the United States, Mexico and Nicaragua) provide immediate operating strength, project sequencing flexibility, known near-mine exploration upside and longer-term optionality;
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Improved capital markets profile and significant rerate potential: combined company delivers advantages neither company could achieve on a stand-alone basis, including increased scale and liquidity, lower risk, peer-leading production growth underpinned by a sizable mineral reserve endowment, and stronger free cash flow, providing significant rerating potential.
The management information circular, outlining the background to and anticipated benefits of the business combination with Orla, can be downloaded on Equinox Gold's website and from Equinox Gold's profile on SEDAR+ and EDGAR.
Shareholder questions and voting assistance
Equinox Gold has retained Laurel Hill Advisory Group to assist with shareholder communications and proxy solicitation in connection with the meeting. Shareholders who have not received the meeting materials by mail or who have any questions about the arrangement, Equinox Gold, the meeting materials or the voting process should contact Laurel Hill by calling 1-877-452-7184 (North America toll-free) or 1-416-304-0211 (international), texting "INFO" to either 1-877-452-7184 or 1-416-304-0211, or e-mailing assistance@laurelhill.com.
Qualified person and technical information
The scientific and technical information contained in this news release was approved by Matthew MacPhail, PEng, senior vice-president, business planning and technical services, for Equinox Gold and a qualified person under National Instrument 43-101.
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