Each one in plain English, with the numbers worked through for a shareholder.
31 July 2026business combination● NeutralMajor
Equinox Gold and Orla completed their combination on 31 July 2026, creating a producer of about 1.1 million ounces of gold a year with a stated path beyond 1.9 million as its North American projects are built. Orla shareholders received one Equinox share plus US$0.0001 for each Orla share, so they hold equity in the larger company rather than cash; Orla ceased to trade in its own right. Orla chairman Chuck Jeannes becomes chairman of the combined company as Equinox founder Ross Beaty steps back to chairman emeritus.
The British Columbia court granted the final order for the Equinox Gold arrangement, under which each Orla share becomes one Equinox share plus US$0.0001 in cash. Closing was set for about 31 July 2026, after which Orla would be delisted from Toronto and NYSE American and cease reporting.
ISS and the other independent proxy advisers recommended Orla shareholders vote for the Equinox Gold arrangement, citing a more diversified asset base and greater optionality for the combined company.
Mailed the circular for a 22 July 2026 vote on being acquired by Equinox Gold under an arrangement agreement signed 12 May 2026, with the board recommending it unanimously. This is the first of these filings to reach the record; the agreement itself is not among the cached documents.
Surface directional drilling showed the Lynx and PQ zones at Musselwhite continue as two stacked, continuous horizons for at least two kilometres down-plunge, with 4.7 metres at 11.92 grams of gold a tonne 1.4 kilometres out and 3.5 metres at 5.11 grams at 1.6 kilometres, and new shallow mineralisation at Camp Bay near existing infrastructure. The mineralised system is broader and more continuous than the company understood when it bought the mine.
Mexico's environment ministry approved the environmental impact assessment for Camino Rojo, which with the earlier land-use change gives Orla every permit needed to mine out the rest of the oxide pit including the Fresnillo layback area, and to sink an exploration portal and decline towards the underground sulphide project from as early as the second half of 2026. The approval carries customary conditions. The updated technical report was filed the same day.
The South Railroad technical report itself, effective 30 September 2025 and issued 27 February 2026, supporting the feasibility study announced in January.
Filed the construction-ready technical report for South Railroad behind the January feasibility study, with a two-stage crushing circuit and a full execution plan. Construction remains due mid-2026 subject to final permits, funded from operating cash flow and cash on hand.
A preliminary economic assessment set out a standalone underground mine beneath the Camino Rojo pit with its own crushing, grinding and flotation plant selling concentrate: US$1.3 billion present value at a 5% discount and a 30% return at US$3,100 gold, averaging 215,000 ounces a year over ten years at all-in sustaining costs of US$1,304 an ounce. It is an early-stage study - a pre-feasibility study is planned for 2027, after an exploration decline and more drilling - but it would be roughly twice the output of the oxide operation it sits under.
The optimised feasibility study on South Railroad returned a US$783 million present value at a 5% discount and a 48% return at US$3,100 gold, for US$395 million of initial capital, averaging 130,000 ounces a year over the first five years at all-in sustaining costs of US$1,485 an ounce. The board approved pre-construction spending and, subject to permits, construction itself, to be funded from cash flow and cash on hand - no financing needed. It would be Orla's third mine and take group output near 500,000 ounces a year. The federal record of decision was targeted for mid-2026.
Drilling extended the Musselwhite mine trend to a full two kilometres down-plunge of current workings, with 5.0 metres at 5.57 grams of gold a tonne at that distance, while holes in the Redwings, Lynx, West Limb and PQE zones returned 9.0 metres at 22.1 grams and 15.0 metres at 10.1 grams. A shallow satellite hole cut 1.2 metres at 43.8 grams. This is the extension the acquisition case rested on, now confirmed twice.
Declared its first dividend, a quarterly US$0.015 a share (US$0.06 a year) payable from February 2026, and adopted it as a standing policy - four years after first gold and while committing to build South Railroad out of cash flow.
An 18,000 metre program at South Carlin found oxide gold 100 to 130 metres outside the feasibility pit shells at both Pinion, 67.1 metres at 1.06 grams a tonne, and Dark Star, 22.6 metres at 5.65 grams including 5 metres at 15.1, and confirmed oxide over 1.5 kilometres of strike at the Spike satellite. South Railroad was in final permitting with an optimised feasibility study due in early 2026, construction from mid-2026 and first gold in 2028.
Seven months after buying Musselwhite, drilling confirmed the mine trend continues 1.6 kilometres along strike from current workings, with 4.1 metres at 15.1 grams of gold a tonne and visible gold, and favourable geology for another 400 metres - the two-kilometre extension the US$25 million program was designed to test. Holes in active mining areas returned 10.1 metres at 27.2 grams and 15.7 metres at 6.89 grams, and surface drilling within 10 kilometres of the mill found open-pit satellite targets.
The 15,000 metre Zone 22 infill program finished in July and was extended by another 5,000 metres out of the existing budget after hitting high grade outside the resource panels - 9.8 grams of gold-equivalent over 9.4 metres, 9.0 grams over 7.9 metres, 6.2 grams over 9.6 metres, with narrow intervals to 142 grams. The results feed an updated underground resource and the 2026 economic assessment.
Filed the technical report carrying the June underground resource. A 15,000 metre program to upgrade and extend the top of Zone 22 was about 90% done, an economic assessment is planned for 2026, and an exploration drift to get underground access could start as early as 2026.
A first underground resource for Camino Rojo put 50.1 million tonnes measured and indicated at 2.45 grams of gold, 10.6 grams of silver and 0.25% zinc a tonne - 3.95 million gold ounces, 4.16 million gold-equivalent - plus 5.6 million tonnes inferred for 0.40 million ounces. That is a far larger and higher-grade body than the oxide heap-leach mine above it, which was built on 1.59 million contained ounces at 0.73 grams. Zone 22 contributes only 7% of the indicated figure so far, with drilling still running.
The formal acquisition report for Musselwhite, completed 28 February 2025, sets out how the US$810 million was paid: a US$250 million credit facility from Scotiabank, BMO, CIBC and ING - the existing US$150 million revolver plus a new US$100 million three-year term loan - a US$360 million gold pre-payment facility, and US$200 million of senior unsecured convertible notes. So most of the price is gold delivered forward and debt, not bank credit alone, and the company that was debt free in October 2024 took on well over half a billion dollars of obligations in four months.
Launched a US$25 million drilling program at Musselwhite within weeks of taking it over, including the first drilling from surface since 2020, to test whether the mine trend really continues two to three kilometres past the current reserves. The mine has produced nearly 6 million ounces in 28 years and holds 1.5 million ounces of reserves; the point of the spend is to extend a seven-year life.
Changed auditors from Ernst & Young to Deloitte effective 26 March 2025, at the company's own request and on the audit committee's recommendation. The notice records no disagreement or reportable event with the outgoing auditor.
Completed the Musselwhite purchase, turning a single-mine producer into a two-mine intermediate with assets in Mexico and Canada and a project in Nevada. Management named Prem Watsa of Fairfax and Pierre Lassonde, who funded part of the price through convertible notes, and committed to keeping Musselwhite's existing First Nations and supplier agreements.
Drilling at the South Carlin Complex hit high-grade oxide inside and beyond the feasibility pits - 34.7 metres at 2.68 grams a tonne at Dark Star, 55.2 metres at 1.04 grams at Pinion, 65.5 metres at 1.16 grams at Bowl - and returned mineralisation from North Bullion and skarn targets to the north. Orla set a US$15 million 2025 program, secured water rights and advanced permitting, with a fresh resource, reserve and technical report due in the second half of 2025.
2024 production was a record 136,748 ounces, inside a range twice raised and 19% above the midpoint of the original 110,000 to 120,000, with all-in sustaining costs at the low end of US$800 to US$900 an ounce. The mine stacked 7.2 million tonnes at 0.88 grams a tonne, up from 0.79 in 2023, at 19,055 tonnes a day; fourth-quarter output fell to 26,531 ounces as stacked grade rose but the strip ratio jumped to 1.54.
Both major proxy advisers told Orla shareholders to vote for the Musselwhite purchase and for the private placement of convertible notes and warrants to Pierre Lassonde and Fairfax Financial that helps pay for it, ahead of the 21 January meeting.
Filed the circular and the independent technical report on Musselwhite for a 21 January 2025 shareholder vote on the acquisition and on a concurrent private placement that helps pay for it.
Zone 22, as the Camino Rojo extension is now called, has been traced 800 metres beyond the open-pit resource and is still open down-plunge and along strike, with 31.5 grams of gold-equivalent over 2.7 metres and 11.2 grams over 4.5 metres among the results of a 32,000-metre year. A separate copper-gold-silver event was identified, with copper up to 4.95%. A first underground resource for the sulphides, taking in part of Zone 22, was promised for early 2025 to support an economic study.
Agreed to buy the Musselwhite underground gold mine in Ontario from Newmont for US$810 million cash plus up to US$40 million tied to the gold price - the biggest step in the company's history and its first underground operation. Musselwhite has run over 25 years and produced nearly 6 million ounces, and at end-2023 held 1.5 million ounces of reserves in 7.4 million tonnes at 6.23 grams a tonne, a seven-year life at about 202,000 ounces a year and all-in sustaining costs of US$1,269 an ounce - far above Camino Rojo's. It more than doubles Orla's output to over 300,000 ounces. The price is funded with cash, the undrawn facility, new debt, a gold pre-pay and convertible notes from existing cornerstone investors, with no upfront share issue.
More oxide gold outside the planned pits at Pinion and Dark Star - 37.6 metres at 1.15 grams a tonne, 45.7 metres at 0.67 grams, 13.7 metres at 1.82 grams - with higher-grade sulphide also being hit. Pony Creek has been merged into the property, now called the South Carlin Complex: about 25,000 hectares over 30 kilometres of the Carlin trend. Federal and state permitting was moving towards a notice of intent in early 2025.
Repaid the last US$58.4 million drawn on its credit facility and became debt free with about US$120 million of cash, in its third year of production. The US$150 million facility stays available and undrawn until August 2027 - so the company entered the Musselwhite negotiations with its whole borrowing capacity intact.
