The company to spin out of the transaction, i-80 Gold, will own the South Arturo and McCoy-Cove properties. (Photo: Premier Gold)

Premier Gold Mines Ltd. voted 99.9% to approve the acquisition by Equinox Gold of all of the issued and outstanding common shares of Premier. The arrangement was previously announced on December 16.

At the closing of the transaction, Premier shareholders will receive 0.1967 of an Equinox Gold share for each Premier share held. Equinox Gold and Premier shareholders will own approximately 84% and 16% of Equinox Gold, respectively. The transaction is expected to close in March. 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.

By approving the transaction, Premier security holders also approved the spinout of a newly created U.S.-focused gold production and development company to be called i-80 Gold Corp. that will own Premier’s existing Nevada assets. Upon completion of the transaction, Equinox Gold and existing shareholders of Premier will own 30% and 70% of i-80 Gold, respectively.

i-80 Gold will own the South Arturo and McCoy-Cove properties and complete Premier’s previously announced acquisition of the Getchell Project, all of which are located in Nevada.

i-80 Gold Corp. has entered into an agreement with a syndicate of underwriters led by CIBC Capital Markets (CIBC) where the company proposes to issue and sell, on a private placement basis, 34 million subscription receipts at a price of C$2.60 per subscription receipt for aggregate gross proceeds of up to C$88.4 million. In addition, the company will grant the agents an option, exercisable in whole or in part at any time up until 48 hours prior to the closing date, to purchase at the issue price up to such number of additional subscription receipts of the company as is equal to 15% of the offering.

Each subscription receipt will be automatically exchanged, without any further consideration or action by the holder thereof, for one common share of the company. In conjunction with the offering, Equinox Gold has agreed to subscribe for 30% of the aggregate number of subscription receipts to be issued under the offering, up to a maximum aggregate subscription price of approximately C$28.3 mm ($22.5 mm) and it is expected that management and affiliates will subscribe for up to approximately C$5.8 mm ($4.6 mm).

Proceeds are expected to be used by the company for working capital and general corporate purposes, to pay for exploration and development expenses related to the company’s mining projects, and to fund the cash portion of the purchase price of the Getchell gold project from Waterton Global Resource Management Inc. and its affiliates.

The offering is expected to close on or about the week of March 15.

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