Press Release
Leading Independent Proxy Advisory Firm ISS Recommends Calibre SecurityHolders vote FOR the Proposed Arrangement with Equinox
VANCOUVER, British Columbia, April 16, 2025 Calibre Mining Corp. (TSX: CXB; OTCQX: CXBMF) (the “Company” or “Calibre”) reminds holders of Calibre common shares (the “Shareholders”) and holders of options issued under Calibre’s amended and restated long-term incentive plan (the “Optionholders”, and together with Shareholders, the “Securityholders”) to vote ahead of the proxy voting deadline for the upcoming Special Meeting of Securityholders (the “Meeting”) scheduled for Thursday, April 24, 2025, at 10:00 a.m. (Vancouver time). The resolution on the agenda is the proposed business combination (the “Arrangement”) between Calibre and Equinox Gold Corp. (“Equinox”) (TSX: EQX; NYSE-A: EQX).
ISS Recommends Voting FOR the Arrangement
Institutional Shareholder Services Inc. (“ISS”), a leading independent proxy advisory firm, has recommended that Securityholders vote FOR the Arrangement Resolution. This recommendation follows a thorough and independent review of the transaction. ISS believes that the proposed merger will deliver significant strategic benefits, including increased scale, diversification, and substantial synergies. They also highlight the opportunity for strong production growth and a potential re-rating in the market, making the merger a favorable outcome for Calibre Securityholders.
The Calibre Board of Directors fully supports the transaction and unanimously recommends that Securityholders vote FOR the Arrangement.
Strategic Rationale for the Business Combination
Your Vote is Important, No Matter How Many Shares or Stock Options You Hold.
The proxy voting deadline is Tuesday, April 22, 2025, at 10:00 a.m. (Vancouver time). Calibre strongly encourages all Securityholders to vote well in advance of the deadline.
Why ISS Supports the Arrangement
ISS concluded that the Arrangement provides a compelling strategic rationale and issued a positive recommendation for shareholders to vote FOR the proposed arrangement with Equinox. The basis for ISS’s recommendation outlined in their report includes several reasons including:
While Glass, Lewis & Co. recommends an against vote, Calibre’s Board remains confident in the strategic merits of the merger and believes that the transaction will drive long-term value for Shareholders. The combination with Equinox will position the company to capture substantial value through economies of scale, operational synergies, and diversification, which aligns with Calibre’s long-term growth strategy.
Meeting and Voting Information
The Meeting will be held on Thursday, April 24, 2025, at 10:00 a.m. (Vancouver time) at the offices of Cassels Brock & Blackwell LLP, Suite 2200, RBC Place, 885 West Georgia Street, Vancouver, British Columbia. The Meeting can also be accessed via live webcast at meetnow.global/MZLUU6Z. Securityholders accessing the Meeting virtually will not be able to participate or vote. For complete details and access to all relevant documents related to the Meeting, please visit the Calibre website https://www.calibremining.com/investor-relations/agm-materials/default.aspx.
Securityholder Assistance
Securityholders who have questions about voting their shares or stock options, or need assistance may contact the Company’s proxy solicitation agent, Laurel Hill Advisory Group:
About Calibre
Calibre (TSX: CXB) is a Canadian-listed, Americas focused, growing mid-tier gold producer with a strong pipeline of development and exploration opportunities across Newfoundland & Labrador in Canada, Nevada and Washington in the USA, and Nicaragua. Calibre is focused on delivering sustainable value for Securityholders, local communities and all stakeholders through responsible operations and a disciplined approach to growth. With a strong balance sheet, a proven management team, strong operating cash flow, accretive development projects and district-scale exploration opportunities Calibre will unlock significant value.
ON BEHALF OF THE BOARD
“Darren Hall”
Darren Hall, President & Chief Executive Officer
For further information, please contact:
Ryan King
SVP Corporate Development & IR
T: 604.628.1012
E: calibre@calibremining.com
W: www.calibremining.com
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