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Equinox Gold and Solaris Copper Announce Completion of ArrangementDownload PDF
Equinox Gold Corp. (TSX-V: EQX, OTC: EQXGF) (“Equinox Gold”) and Solaris Copper Inc. (“Solaris Copper”) are pleased to announce that they have completed the previously announced plan of arrangement under the Business Corporations Act (British Columbia) (the “Arrangement”) with Equinox Gold’s securityholders effective as at 12:01 a.m. (Vancouver time) (the “Effective Time”) on August 3, 2018 (the “Effective Date”).
Pursuant to the Arrangement, the owners of common shares of Equinox Gold will receive: (i) one new common share of Equinox Gold for each common share of Equinox Gold held at the close of business on August 2, 2018; and (ii) one-tenth of a Solaris Copper share for each common share of Equinox Gold held at the close of business on August 2, 2018. For further details, please refer to the Company’s management information circular dated June 20, 2018, which is available at www.sedar.com.
Prior to the closing of the Arrangement, Equinox Gold completed an internal reorganization (the “Internal Reorganization”) on August 2, 2018, in which certain assets of Equinox Gold were transferred to Solaris Copper. Prior to the Internal Reorganization, Equinox Gold held the only Solaris Copper share issued and outstanding. Following the Internal Reorganization and Arrangement, Equinox Gold had ownership and control over 29,775,514 Solaris Copper shares, representing 40% of the issued and outstanding Solaris Copper shares. Equinox Gold holds the Solaris Copper shares for investment purposes and may or may not purchase or sell securities of Solaris Copper in the future, depending on market conditions and other factors. Equinox Gold currently has no other plans or intentions that relate to its investment in Solaris Copper. Depending on market conditions, general economic and industry conditions, Solaris Copper’s business and financial condition and/or other relevant factors, Equinox Gold may develop other plans or intentions in the future relating to one or more of the above items.
For further information and to obtain a copy of the early warning report filed under applicable Canadian securities laws in connection with the acquisition of Solaris Copper shares by Equinox Gold, please see Solaris Copper’s SEDAR profile at www.sedar.com.
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 forward-looking statements within the meaning of applicable securities legislation. The use of the words “will”, “expected”, “plans”, “intentions”, “may” and similar expressions are intended to identify forward-looking statements. Forward-looking statements include, but are not limited to, reference to events or conditions that will occur including the issuance of securities pursuant to the Arrangement and discussion of future plans. Forward-looking statements reflect management’s current beliefs, expectations and assumptions and are based on information currently available to management, management’s historical experience, perception of trends and current business conditions, expected future developments and other factors which management considers appropriate. Equinox Gold and Solaris Copper have made certain assumptions with respect to, among other things, the future potential of both Equinox Copper and Solaris Copper and the expectation that each of Equinox Gold and Solaris Copper will comply with the terms and conditions of the Arrangement. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the future circumstances, outcomes or results anticipated or implied by such forward-looking statements will occur or that plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve known and unknown risks and uncertainties and other factors that could cause actual results to differ materially from those contemplated by such statements. For a further description of these and other factors that could cause actual results to differ materially from the forward-looking statements included in this news release, see the risks outlined in the management information circular and other risks as described from time to time in the reports and disclosure documents filed by Equinox Gold and Solaris Copper with the Canadian securities regulatory agencies and commissions. Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and Equinox Gold and Solaris Copper do 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.