Equinox Gold and Calibre Mining Amend Arrangement Agreement in Respect of Proposed Business Combination, Announce Adjournment of Respective Shareholder Meetings, New Meeting Dates Set for May 1, 2025

Core Viewpoint - Equinox Gold and Calibre Mining have amended their arrangement agreement for a proposed business combination, with shareholder meetings adjourned to May 1, 2025, to allow time for consideration of the amended terms [1][3]. Summary by Sections Transaction Details - Under the amended agreement, Calibre shareholders will receive 0.35 Equinox Gold shares for each Calibre share held, representing a 10% premium over Calibre's closing price on February 21, 2025 [2]. - Post-transaction, Equinox Gold shareholders will own approximately 61% and former Calibre shareholders will own about 39% of the combined company on a fully diluted basis [2]. Shareholder Meetings - Both companies have postponed their shareholder meetings originally scheduled for April 24, 2025, to May 1, 2025, to provide additional time for shareholders to consider the amended agreement [3][6]. - The record date for determining eligible shareholders remains March 18, 2025, with the deadline for submitting proxies extended to May 1, 2025, for Equinox Gold and April 29, 2025, for Calibre [5]. Management Commentary - Greg Smith, President & CEO of Equinox Gold, stated that the transaction aims to create a major gold producer with the potential to produce over 1.2 million ounces of gold annually from mining-friendly jurisdictions [4]. - Darren Hall, President & CEO of Calibre, emphasized that the combination will generate more shareholder value than either company could achieve independently, positioning the combined entity as the second largest gold producer in Canada and among the top 15 globally [4]. Voting Support - Preliminary voting results indicate overwhelming support for the transaction, with nearly 70% of Equinox Gold shares voted in favor [8]. - Calibre's board of directors has unanimously recommended that securityholders vote in favor of the transaction [11]. Additional Information - Equinox Gold shareholders who have already voted in support of the transaction are not required to take further action, while those wishing to change their vote can follow the instructions provided in the information circular [12]. - Calibre securityholders are similarly encouraged to vote as soon as possible, with additional support from a large long-term shareholder who holds approximately 2.23% of Calibre's outstanding shares [19].