Press Release For Early Warning Report Regarding Equinox Gold Corp.
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VANCOUVER, British Columbia, March 17, 2021 (GLOBE NEWSWIRE) -- Ross J. Beaty, of 1550 - 625 Howe Street, Vancouver, British Columbia, V6C 2T6, today announced that on March 17, 2021, he acquired ownership of 4,000,000 subscription receipts (the “Subscription Receipts”) of Equinox Gold Corp. (“Equinox”), a company with a head office at Suite 1501- 700 West Pender Street, Vancouver, British Columbia, V6C 1G8, at a purchase price of CDN$10.00 per Subscription Receipt for an aggregate purchase price of CDN$40,000,000. Mr. Beaty acquired ownership through a private placement transaction (the “Private Placement”). Each Subscription Receipt entitles the holder to receive one common share of Equinox (“Common Share”) without any further action on the part of the holder and without payment of additional consideration, upon the satisfaction of certain release conditions in connection with the acquisition by Equinox of all of the issued and outstanding common shares of Premier Gold Mines Limited (“Premier”) by way of a statutory plan of arrangement. In the event that the release conditions are not satisfied on or before May 31, 2021, the aggregate purchase price paid for the Subscription Receipts held by each such holder and their pro-rata portion of interest will be returned, and the Subscription Receipts will be cancelled and have no further force or effect.
Prior to the acquisition of the Subscription Receipts and closing of the Private Placement, Mr. Beaty owned, directly or indirectly, or exercised control or direction over 18,899,270 Common Shares, 4,070 stock options (“Options”), 3,000,000 warrants (“Warrants”) and 19,069 restricted share units (“RSUs”), each Option and RSU entitling the holder to purchase one Common Share and each Warrant entitling the holder to purchase 0.20 of a Common Share. Mr. Beaty also held 800,000 restricted share units with performance-based vesting conditions (“pRSUs”) to be settled in Common Shares if certain performance criteria are met. The pRSUs vest in four separate tranches based on Equinox’s Common Share price performance and contain performance multipliers ranging from 1x to 3x, depending on the Common Share price achieved. The performance multipliers provide for a total of up to 1,880,000 Common Shares to be issued if all price thresholds are achieved, however if these thresholds are not achieved, no Common Shares will be issued. Immediately prior to the closing of the Private Placement, (i) all 800,000 pRSUs had vested, entitling Mr. Beaty to 1,880,000 Common Shares, none of which have been issued; and (ii) 5,768 RSUs had vested, entitling Mr. Beaty to 5,768 Common Shares, none of which have been issued.
The 18,899,270 Common Shares represented approximately 7.79% of the total number of issued and outstanding Common Shares prior to the Private Placement. If all of the vested Options, Warrants, RSUs and pRSUs were exercised, Mr. Beaty would have owned, directly or indirectly, or exercised control or direction over, approximately 8.73% of the total number of issued and outstanding Common Shares, on a partially diluted basis.
Immediately following the Private Placement, Mr. Beaty now owns, directly or indirectly, or exercises control or direction over, 18,899,270 Common Shares. The 18,899,270 Common Shares represent approximately 7.79% of the total number of issued and outstanding Common Shares, resulting in a 0.00% change to Mr. Beaty’s Common Share holdings after the completion of the Private Placement. If all of the vested Options, Warrants, RSUs and pRSUs were exercised, and Subscription Receipt release conditions were met, Mr. Beaty would own, directly or indirectly, or exercise control or direction over, approximately 10.05% of the total number of issued and outstanding Common Shares, resulting in an increase of 1.32% on a partially diluted basis.
Mr. Beaty’s acquisition was made for investment purposes. In accordance with applicable securities laws, Mr. Beaty may, from time to time and at any time, acquire additional shares and/or other equity, debt or other securities or instruments (collectively, “Securities”) of Equinox in the open market or otherwise, and reserves the right to dispose of any or all of its Securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Securities, the whole depending on market conditions, the business and prospects of Equinox and other relevant factors.
For more information, or to obtain a copy of the subject early warning report, please contact:
Ross J. Beaty1550 – 625 Howe StreetVancouver, British ColumbiaV6C 2T6
Telephone: (604) 806-3173Facsimile: (604) 684-0147Source: Ross Beaty
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