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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
Newsfile· 2025-04-24 01:46
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].
Equinox Gold Shareholders Receive Positive Voting Recommendations for Business Combination with Calibre Mining
Newsfile· 2025-04-16 10:00
Core Viewpoint - Equinox Gold shareholders are encouraged to vote in favor of the proposed business combination with Calibre Mining, as independent proxy advisory firms ISS and Glass Lewis have issued positive recommendations [1][2]. Strategic Rationale for the Business Combination - The merger will create a major diversified gold producer in the Americas, with potential for over 1.2 million ounces of annual gold production from a portfolio of mines across five countries [6]. - The combined entity will become the second largest gold producer in Canada, with the Greenstone Gold Mine and Valentine Gold Mine expected to produce a total of 590,000 ounces of gold per year at full capacity [6]. - The merger is anticipated to generate substantial free cash flow, driven by increased production at high gold prices, allowing for rapid deleveraging and capital return to shareholders [6]. - There is an exceptional growth profile with additional production growth expected from the ramp-up of the Valentine Gold Mine and a pipeline of development projects [6]. - The combined company has significant re-rate potential based on peer valuation, with greater scale, lower risk, and superior free cash flow compared to competitors [6]. - The leadership team includes experienced individuals with a proven track record of delivering shareholder value, with key positions filled by executives from both companies [6]. Shareholder Meeting Details - Equinox Gold's Annual and Special Meeting of shareholders is scheduled for April 24, 2025, at 1:30 PM (Vancouver time), where shareholders can vote on the Share Issuance Resolution and other matters [7]. - Shareholders of record as of March 18, 2025, are eligible to vote, and various voting methods are available, including online, by telephone, or in person [7][8].
180 Degree Capital Corp. Notes Preliminary Net Asset Value per Share of $4.42 as of March 31, 2025, and Portfolio Company Updates From Q1 2025
Newsfilter· 2025-04-14 12:00
MONTCLAIR, N.J., April 14, 2025 (GLOBE NEWSWIRE) -- 180 Degree Capital Corp. (NASDAQ:TURN) ("180 Degree Capital") provided the following update regarding its portfolio company holdings during the first quarter of 2025. 180 Degree Capital began building new positions in three publicly traded companies during Q1 2025, that it looks forward to discussing in future communications with investors. "As we mentioned in our press release on March 24, 2025, that noted the filing of our preliminary joint proxy stateme ...
Marblegate Capital Corporation Announces Completion of Business Combination with Marblegate Acquisition Corp. and DePalma Companies to Establish Publicly Listed Vertically Integrated NYC Taxi Medallion Lender and Fleet Operator
Prnewswire· 2025-04-10 11:00
Marblegate positioned to leverage its successful record of driving positive change in the taxi industry to deliver value for owners, drivers, and investors Firm was pivotal to the success of NYC Taxi Medallion MRP+ program which has been hailed by federal, state and city officials for stabilizing the industry NEW YORK, April 10, 2025 /PRNewswire/ -- Marblegate Capital Corporation (MCC) and Marblegate Acquisition Corp. (MAC) (previouslyNasdaq: GATE), a publicly traded special purpose acquisition company spon ...
Aimfinity Investment Corp. I Announces Extension of the Deadline for an Initial Business Combination to March 28, 2025
Globenewswire· 2025-03-06 14:30
Company Overview - Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) incorporated in the Cayman Islands, focused on effecting mergers, share exchanges, asset acquisitions, and similar business combinations with various businesses or entities [3] - The company has not yet selected a business combination target and has not initiated substantive discussions with any potential targets [3] - Aimfinity will not complete its initial business combination with any target headquartered in China or conducting a majority of its business in China [3] Business Combination Update - The company announced an extension of the deadline to complete its initial business combination from February 28, 2025, to March 28, 2025, with a Monthly Extension Payment of $55,823.8, equating to $0.05 per Class A ordinary share held by public shareholders [1][2] - This extension is the second of nine monthly extensions allowed under the company's current charter, which permits monthly extensions from January 28, 2025, until October 28, 2025 [2] Merger Agreement - On October 13, 2023, Aimfinity entered into a Merger Agreement with Docter Inc., proposing a business combination involving a reincorporation merger and an acquisition merger [4] - The press release indicates that further information regarding the proposed business combination will be provided in a proxy statement/prospectus to be mailed to stockholders [4]