Equinox Gold Corp. and Orla Mining Ltd. Merger Agreement

Equinox Gold Corp. and Orla Mining Ltd. have entered into a definitive arrangement agreement for a business combination. Equinox Gold will acquire all outstanding common shares of Orla, with the combined entity to continue as Equinox Gold Corp. The implied market capitalization of the merged company is estimated at $18.5 billion. Orla shareholders will receive 1.00 Equinox Gold common share and a nominal cash payment for each Orla share. The transaction requires approval from both companies' shareholders and court approval. Key executives and directors from both companies have entered into voting support agreements. The merger is expected to close in Q3 2026, subject to regulatory approvals, including Canadian and Mexican competition authorities. The combined company's leadership will include executives from both Equinox Gold and Orla, with Darren Hall as CEO and Jason Simpson as President. The board will comprise eleven directors.