UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT
TO RULE 13a-16
or 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March, 2020.
Commission File Number 001-39038
| EQUINOX GOLD CORP. |
| (Translation of registrant’s name into English) |
|
700 West Pender Street, Suite 1501 Vancouver, British Columbia V6C 1G8 |
| (Address of principal executive office) |
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F
| Form 20-F | o | Form 40-F ☒ |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
| Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders. |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
| Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| EQUINOX GOLD CORP. | ||
| Date: March 18, 2020 | /s/ Susan Toews | |
| Name: | Susan Toews | |
| Title: | General Counsel and Corporate Secretary | |
INDEX TO EXHIBITS
| 99.1 | Material Chang Report dated March 18, 2020 |
EXHIBIT 99.1
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1: Name and Address of Company
Equinox Gold Corp. (the “Company” or “Equinox Gold”)
Suite 1501 – 700 West Pender Street
Vancouver, British Columbia
V6C 1G8
Item 2: Date of Material Change
March 10, 2020
Item 3: News Release
A news release announcing the material change was issued on March 10, 2020 through GlobeNewswire. The news release was filed on SEDAR at www.sedar.com and EDGAR at www.sec.gov.
Item 4: Summary of Material Change
On March 10, 2020, the Company announced that it had completed its previously announced plan of arrangement (the “Transaction”) with Leagold Mining Corporation (“Leagold”).
| Item 5.1: | Full Description of Material Change |
On March 10, 2020 (the “Closing Date”) the Company announced that it had completed its previously announced plan of arrangement with Leagold, pursuant to which the Company acquired all of the issued and outstanding shares of Leagold.
Pursuant to the Transaction, former Leagold shareholders received 0.331 of an Equinox Gold common share for each Leagold common share held (the “Exchange Ratio”). Each Leagold warrant and option will become exercisable for common shares of Equinox Gold, as adjusted in accordance with the Exchange Ratio. Equinox Gold common shares and warrants will continue trading on the Toronto Stock Exchange (the “TSX”) and NYSE American Stock Exchange with no changes. Leagold’s shares were delisted from the TSX on March 11, 2020 and Leagold has applied to cease being a reporting issuer under Canadian securities laws.
The Board of Directors and leadership teams of Equinox Gold have been altered as follows:
(i) Board of Directors: Ross Beaty (Chair); Neil Woodyer (Vice Chair); Len Boggio (Director); Tim Breen (Director); Gordon Campbell (Director); GeneralWesley K. Clark (Director); Marshall Koval (Director); and Peter Marrone (Director); and (ii) Executive Team: Christian Milau (Chief Executive Officer); Greg Smith (President); Attie Roux (Chief Operating Officer); Peter Hardie (Chief Financial Officer); and Doug Reddy (EVP Technical Services).
The previously announced US$670 million debt and equity financings associated with the Transaction have also completed.
The full details of the Transaction and terms of the financings are more particularly described in the joint management information circular of Equinox Gold and Leagold dated December 20, 2019 which is available for download on Equinox Gold’s website, on SEDAR at www.sedar.com and on EDGAR at www.sec.gov.
| Item 5.2: | Disclosure for Restructuring Transactions |
Not applicable.
Item 6: Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
| Item 7: | Omitted Information |
Not applicable.
Item 8: Executive Officer
Susan Toews
General Counsel
Telephone: (604) 558-0560
Item 9: Date of Report
March 18, 2020