Mubadala Investment Files SC 13D/A for Equinox Gold

TL;DR

Mubadala updated its Equinox Gold stake filing - watch for news.

AI Summary

Mubadala Investment Company PJSC, through its group members, has filed an amendment (No. 1) to its Schedule 13D concerning Equinox Gold Corp. The filing, dated October 7, 2024, indicates a change in holdings or intentions regarding the common shares of Equinox Gold Corp. The specific details of the change in beneficial ownership or the purpose of the amendment are not fully detailed in the provided header information.

Why It Matters

This filing signals a potential shift in significant ownership or strategy for Equinox Gold Corp., which could impact its stock price and future corporate actions.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate events or changes in control, introducing uncertainty.

Key Players & Entities

• Mubadala Investment Company PJSC (company) — Filing entity
• Equinox Gold Corp. (company) — Subject company
• MAMOURA DIVERSIFIED GLOBAL HOLDING PJSC (company) — Group member of filing entity
• MDC INDUSTRY HOLDING CO LLC (company) — Group member of filing entity
• NINETY FOURTH INVESTMENT CO LLC (company) — Group member of filing entity
• Andre C. Namphy (person) — Authorized contact for filing entity

FAQ

Key Financial Figures

• $130 million — ssuer") issuable upon the conversion of $130 million principal amount of the Issuer's 4.75%
• $5.25 — of the Issuer at a conversion price of $5.25 per Common Share and directed that the
• $5.65 — Offered Shares for a purchase price of $5.65 per Common Share (the "Offering Price")
• $136,562,317 — ompany expects to receive approximately $136,562,317 in net proceeds, reflecting the subtrac

Filing Documents

• form_sc13da-equinox.htm (SC 13D/A) — 156KB
• 0001011438-24-000477.txt ( ) — 158KB

of the Schedule 13D is hereby amended and restated as follows

Item 2 of the Schedule 13D is hereby amended and restated as follows: Each of the following persons is referred to as a "Reporting Person" and collectively as the "Reporting Persons." (a) (f) This Statement is being filed jointly by: (i) Mubadala Investment Company PJSC, a public joint stock company established under the laws of the Emirate of Abu Dhabi ("Mubadala"), which is the sole owner of Mamoura Diversified Global Holding PJSC; (ii) Mamoura Diversified Global Holding PJSC, a public joint stock company established under the laws of the Emirate of Abu Dhabi ("Mamoura"), which, directly or indirectly, wholly owns MDC Industry Holding Company LLC and Ninety Fourth Investment Company LLC; (iii) MDC Industry Holding Company LLC, a limited liability company established under the laws of the Emirate of Abu Dhabi ("MDC Industry Holding"); and (iv) Ninety Fourth Investment Company LLC, a limited liability company established under the laws of the Emirate of Abu Dhabi ("Ninety Fourth Investment Company"). (b) The address of the principal office of each of the Reporting Persons is P.O. Box 45005, Al Mamoura Building A, Intersection of Muroor Road and 15th Street, Abu Dhabi, United Arab Emirates. (c) The principal business of Mubadala and Mamoura is as global investment companies with a mandate to generate sustainable financial returns to realize the Government of Abu Dhabi's vision of a globally integrated and diversified economy. The principal business of MDC Industry Holding and Ninety Fourth Investment Company is investing in securities. Information with respect to the directors and, if applicable, the officers of the Reporting Persons (collectively, the "Scheduled Persons"), including the name, business address, present principal occupation or employment and citizenship of each of the Scheduled Persons is listed on the attached Schedule A , which is incorporated herein by reference. (d) No Reporting Person nor any Scheduled Person has, during the las

of this Schedule 13D is supplemented and superseded, as the case may be, as follows

Item 3 of this Schedule 13D is supplemented and superseded, as the case may be, as follows: The information in Item 4 is incorporated herein by reference. Item 4. Purpose of Transaction

of this Schedule 13D is supplemented and superseded, as the case may be, as follows

Item 4 of this Schedule 13D is supplemented and superseded, as the case may be, as follows: Conversion of 5.00% Convertible Notes Due 2024 On October 3, 2024, MDC Industry Holding converted $130 million principal amount of the 5.00% convertible notes due 2024 (the "2019 Notes") of Equinox Gold Corp. (the "Issuer") into 24,761,905 common shares, no par value per share ("Common Shares") of the Issuer at a conversion price of $5.25 per Common Share and directed that the Common Shares issued upon conversion be directed to the account of its affiliate Ninety Fourth Investment Company. Bid Letter for Share Sale Further, on October 3, 2024, Ninety Fourth Investment Company entered into a letter agreement (the "Bid Letter") with BMO Nesbitt Burns Inc. (the "Underwriter") and the Issuer pursuant to which Ninety Fourth Investment Company agreed to sell to the Underwriter (the "Share Sale") the 24,761,905 Common Shares received pursuant to the conversion of the 2019 Notes (the "Offered Shares") in connection with an underwritten public offering of such Offered Shares for a purchase price of $5.65 per Common Share (the "Offering Price"), less certain fees and expenses of the offering. The foregoing description of the Bid Letter does not purport to be complete and is qualified in its entirety by reference to the full text of the Bid Letter Term Sheet, which is incorporated by reference as Exhibit 99.2 and is incorporated herein by reference. Underwriting Agreement for Share Sale In addition, on October 4, 2024, Ninety Fourth Investment Company, the Underwriter and the Issuer entered into an Underwriting Agreement pursuant to which Ninety Fourth Investment Company agreed to sell the Offered Shares to the Underwriter at the Offering Price, subject to the terms and conditions of the Underwriting Agreement. Pursuant to the Underwriting Agreement, the Issuer has agreed that it will not directly or indirectly, issue any Common Shares or securities or other financial instrument

of the Schedule 13D is hereby amended and restated as follows

Item 5 of the Schedule 13D is hereby amended and restated as follows: (a) and (b) Items 7 through 11 and 13 of each of the cover pages of this Schedule 13D are incorporated herein by reference. Such information is based on 453,489,047 of the Issuer's Common Shares outstanding as of October 4, 2024, as reported in the Issuer's prospectus supplement filed with the SEC on October 4, 2024, which includes 24,761,905 Common Shares issued upon conversion of the 2019 Notes (as described in Item 4 above). MDC Industry Holding beneficially owns the 20,000,000 Common Shares issuable upon conversion of the $130 million principal amount of the Issuer's 4.75% convertible notes due 2025 that it directly holds. Ninety Fourth Investment Company directly holds and beneficially owns 24,761,905 Common Shares of the Issuer. Mubadala and Mamoura directly or indirectly wholly own each of MDC Industry Holding and Ninety Fourth Investment Company, and therefore Mubadala and Mamoura may each be deemed to indirectly beneficially own the Common Shares beneficially owned by each of MDC Industry Holding and Ninety Fourth Investment Company. (c) The information in Item 4 is incorporated herein by reference. Except as disclosed in this Schedule 13D, as amended, there have been no transactions by the Reporting Persons or the Scheduled Persons in the securities of the Issuer during the past sixty days. (d) No person(s) other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the Common Shares of the Issuer beneficially owned by the Reporting Persons. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

of this Schedule 13D is supplemented and superseded, as the case may be, as follows

Item 6 of this Schedule 13D is supplemented and superseded, as the case may be, as follows: The Information in Item 4 is incorporated herein by reference. The Bid Letter Term Sheet is incorporated by reference as Exhibit 99.2 and is incorporated herein by reference. The Underwriting Agreement is incorporated by reference as Exhibit 99.3 and is incorporated herein by reference. Item 7. Material to Be Filed as Exhibits Exhibit Description 99.1 Agreement Regarding the Joint Filing of Schedule 13D by and among the Reporting Persons. 99.2 99.3 Bid Letter Term Sheet, dated October 3, 2024, by and among Ninety Fourth Investment Company LLC, BMO Nesbitt Burns Inc., and Equinox Gold Corp (incorporated by reference to Exhibit 99.2 to the Issuer's Form 6-K, filed with the SEC on October 3, 2024). Underwriting Agreement, dated October 4, 2024, by and among Ninety Fourth Investment Company LLC, BMO Nesbitt Burns Inc., and Equinox Gold Corp (incorporated by reference to Exhibit 99.1 to the Issuer's Form 6-K, filed with the SEC on October 4, 2024). SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: October 7, 2024 Mubadala Investment Company PJSC By: /s/ Andre Namphy Name: Andre Namphy Title: Authorized Signatory Mamoura Diversified Global Holding PJSC By: /s/ Andre Namphy Name: Andre Namphy Title: Authorized Signatory MDC Industry Holding Company LLC By: /s/ Andre Namphy Name: Andre Namphy Title: Authorized Signatory Ninety Fourth Investment Company LLC By: /s/ Andre Namphy Name: Andre Namphy Title: Authorized Signatory Schedule A The name, present principal occupation or employment, business address and citizenship of each of the directors and, if applicable, the executive officers, of Mubadala Investment Company PJSC, Mamoura Diversified Global Holding PJSC, MDC Industry Holding Company LLC and Ninety Fo

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