Hello, welcome to the special meeting of shareholders of Equinox Gold Corp. Please note that today's meeting is being recorded. Shareholders who are attending the meeting in person can ask a question by raising their hand. Shareholders who are attending online can ask a question by clicking the Ask a Question button in the lower right-hand corner of their screen. It is now my pleasure to turn today's meeting over to Mr. Ross Beaty, Chair of the Board of Equinox Gold. Ross, the floor is yours.
Thank you very much, Ingrid. Good morning everyone, welcome to the special meeting of the shareholders of Equinox Gold. I thank you for joining us today, specifically thank you to the shareholder who came in person, also to those who are listening online. After the formal portion of today's meeting, we'll have some questions and answers to the extent that we have. Since this is an in-person meeting, the following process will apply for the conduct of the meeting. For those registered shareholders or proxy holders attending the meeting in person, when asking a question, please raise your hand, once it's your turn, indicate your name, which entity you represent, and if you are a registered shareholder or proxy holder. Unless questions are procedural or directly related to motions before the meeting, they'll be answered after the formal business of the meeting is concluded.
We will also address any non-procedural meeting-related questions that were submitted through the website at that time. Ingrid Rico, Equinox Gold's Senior Vice President of Capital Markets, will act as question moderator for the meeting and will read aloud any questions that we get from our online participants. I will now outline the voting procedures. Voting will be conducted by ballot. Registered shareholders and duly appointed proxy holders will be asked to vote on each business item. Shareholders who are attending online, while we're glad you chose to join us, I'm afraid you won't be able to vote your shares through the webcast. We will only accept votes that were submitted before the proxy deadline of 9:00 A.M. on July 20th or that were submitted in person today at the meeting.
If you've already voted by proxy, it's important that you do not vote again here at the meeting unless you intend to change your initial vote. The final voting results will be included with the minutes of the meeting and will be announced in a press release later today in accordance with Canadian securities laws and the policies of the Toronto Stock Exchange. Because we have this special meeting today, we don't have any members of our board in attendance other than myself and Darren Hall, our Chief Executive Officer. The rest of our board is listening in, but not here in person. In addition to Ingrid, other executives and management in attendance are Peter Hardie, our Chief Financial Officer, Daniella Dimitrov, Chief Strategy & Risk Officer, and Jacqlin Anthony , General Counsel and Corporate Secretary. We will now proceed with the formal portion of today's meeting.
To expedite matters, I'll move and second all motions. The meeting will now come to order. I will act as chair, and I will say actually that, in a very bittersweet moment, this is my last chair role. The vote is resoundingly in favor. This will be a combination. Upon the conclusion of the combination, I will be stepping down as chair and board member after a very exciting run with the company from the very beginning. Charles Chuck Jeannes will become chair. This is my swan song day today. I'm on one hand very pleased with how the company's grown and developed, very excited about the Orla combination, but very sad as well at having to exit as an official member of the board.
I'm not going anywhere, particularly I'm not selling a single share because I'm staying as a chair emeritus and special advisor to the board, and I will be attending board meetings and providing my input to the extent I'm able to. That's my little spiel. I appoint Jacqlin Anthony, Equinox Gold's general counsel and corporate secretary, as secretary of the meeting. For the purposes of this meeting, I appoint Computershare Investor Services Inc. as scrutineer to compute the votes of any polls taken at this meeting and to report the results to me. The objectives of today's meeting are set out in the company's information circular dated June 19th, 2026. I confirm that the notice for this meeting, information circular in the form of proxy, were mailed to shareholders on June 22nd, 2026.
The company has received an affidavit confirming proof of mailing from our transfer agent, Computershare Investor Services Inc. A copy of the affidavit will be attached as a schedule to the minutes of this meeting. Unless there's any objection, I'll dispense with the reading of the notice of meeting. Copies of the information circular and other meeting materials are available on Equinox Gold's website and under the company's profile on SEDAR+ and on EDGAR. The quorum for the transaction of business at the meeting of shareholders is at least two people present or represented by proxy holding 33% or more of the shares entitled to vote at the meeting of shareholders. The scrutineer has advised that proxies were received from the holders of a sufficient number of common shares to constitute a quorum. I declare the meeting to be regularly called and properly constituted for the transaction of business.
The formal report of the scrutineer will be attached as a schedule to the minutes of this meeting. As most of you are aware, at shareholder meetings, most shares are typically represented by proxies given to management. The scrutineer has advised that a significant majority of the proxies received by management have been voted in favor of the share issuance resolution. We appreciate and thank shareholders for their continued confidence and support. For those of you attending today, the voting will be conducted by ballot. I think we just have one shareholder in person. Two. Who's the second? Okay. Very good. If you're a registered shareholder or proxyholder, you should have received a ballot for the item of business to be voted on when you checked in for this meeting.
If you are a registered shareholder or proxyholder and did not receive a ballot, please raise your hand now and a representative of the scrutineer will bring one to you. If you've already voted by proxy, it's important that you do not vote again here at the meeting unless you intend to change your vote. Management's proxy nominees will vote all proxies in favor of all matters before this meeting, notwithstanding any ballots being taken. I now present to the meeting to consider and to approve with or without variation, an ordinary resolution authorizing and approving the issuance of Equinox Gold shares in connection with the proposed acquisition by Equinox Gold of all the outstanding common shares of Orla Mining Ltd., by way of a plan of arrangement under the Canada Business Corporations Act, as more particularly set out in the information circular.
I want to make a few comments about this resolution. Some of these are forward-looking, so please refer to the cautionary language on forward-looking statements in the information circular for the meeting. We announced this proposed merger with Orla on May 13th. We see many benefits from combining the two companies, all of which are laid out in the information circular. The underlying logic of the merger was to combine two North America-focused gold producers, creating a highly complementary portfolio of operating mines in four countries, anchored by three high-quality, long-life, low-cost Canadian gold mines. Our Greenstone and Valentine mines are expected to produce 450,000 oz of gold annually, with Orla's Musselwhite Mine in Ontario contributing another 235,000 oz of production annually. At nearly 700,000 oz of expected annual gold production from Canada, the combined company will be the second largest producer of Canadian gold.
In addition, the combined company has a clear path to increase annual production by more than 800,000oz from a pipeline of advanced exploration and development projects, with the expectation of delivering another 350,000 oz from Castle Mountain, South Railroad in the U.S., and nearly 500,000 oz in Mexico from Los Filos and an expansion at Camino Rojo. At current gold prices, we expect this organic growth will be funded from operating cash flow and available liquidity. Importantly, all growth projects have established mineral reserves. Combined, Equinox Gold will have 22.7 million ounces of proven and probable mineral reserves, 25.1 million ounces of measured and indicated mineral resources exclusive of mineral reserves, and 13 million ounces of inferred mineral resources.
Each of Orla and Equinox Gold could have carried on as the mid-tier producer. Combining these two companies will catapult us into that elite group of global senior producers, maximize our production and cash flow, and deliver the market premium of having these three big mines in Canada. We feel this is one of those rare situations when one plus one really does add up to three. Together, we'll be a stronger, more valuable company and create more shareholder value than either of us could have done individually. We're thrilled that Equinox Gold will benefit from the expertise and successful track record of well-respected industry leaders, led by Chuck Jeannes as chair of the board of directors, with my continued support as chair emeritus and special advisor to the board. We're also excited that Jason Simpson, Orla's President and CEO, will join the combined team as President.
Are there any questions at this time? Ingrid, do we have any questions from shareholders online?
We do have a question, but it's not directly related to the business of the meeting, so we can wait and answer it then once the meeting has concluded.
Okay, thanks very much. In that case, I will now move and second a motion to approve the share issuance ordinary resolution of the company, the full text of which is set out in Schedule A of the information circular pursuant to the terms and subject to the conditions of the arrangement agreement dated May 12th, 2026, between Equinox Gold and Orla. For those shareholders and proxy holders attending today, please record your vote on the ballot. Done? Okay, these are all the resolutions before the meeting. We will provide a few moments for shareholders and proxy holders to complete your paper ballots. A few moments.
On behalf of Computershare, I can confirm that the poll has closed.
Great. Thank you, Ingrid. As a sufficient number of the proxies received by management have been voted in favor of the resolution, I declare the resolution carried. Do we need to say exactly the number?
Not at this point. We'll publish it later today.
Publish it. It's 99.7% though.
Yes.
It's resounding, I think. I declare the resolution carried rather than delay the business of this meeting to wait for the final tabulation of the votes cast. The results of the ballot will be included with the minutes of this meeting and will be announced in a press release later today in accordance with Canadian securities laws and the policies of the Toronto Stock Exchange. Is there any further business? Aren't you glad you all came?
There are no outstanding questions related to the business of the meeting.
Great. Since there's no further business, I move and second that this meeting now terminate and declare the formal part of this meeting to be concluded. Let's go to the question from the investor shareholders.
Correct
Regarding Los Filos.
There is a question, Ross, related to Los Filos, and it's basically asking about the latest update given the recent sort of update that we provided.
What do we say, Darren?
Do you want me to take this question?
Yeah.
I think we've recently finalized the agreements, long-term 20-year land access agreements with the three communities and put social and supply chain agreements or policies in place with the three communities. We're very pleased at the progress that we've made at Los Filos over the last, well, a number of years, but in particular the last 12 months. That positions us well to be able to restart operations at Los Filos, and we're currently working through an organized and thoughtful restart of those activities, which will start in the latter part of Q3 and roll into Q4 of this year. There might be some production later in the year. It's relatively de minimis in the bigger scheme of things. We look forward to updates on progress of that through the balance of the year and a more fulsome update as we head into 2027.
Thank you very much, Darren.
There are no further questions from shareholders or proxy holders.
Okay. Well, thank you all for coming, and thank you all online as well, and very happy to proceed with this. I expect the Orla meeting will have a similarly resounding shareholder vote in favor. We look forward to concluding this. We've had the Mexican approval to the transaction. Thanks to some amazing work that Darren has achieved in Mexico and Washington, and this is really probably a record speed of getting a deal like this done of this size in certainly recent years from my experience. Well done to everybody. Conrad Nuppert, we look forward to closing this transaction at some point when? End of July, early August.
Next week.
When is the court hearing?
28th.
28th of July.
Yes. Correct.
It's conceivable we could have it closed by the end of July. That's our current target. Thank you all.