Bear Creek Mining Corporation (TSXV: BCM) (OTCQX:BCEKF) (BVL: BCM)
(“Bear Creek” or the “Company”) announces that its Board of
Directors (the “Board”) has initiated a comprehensive and thorough
strategic review process (the “Strategic Review”) to explore and
evaluate, on an expeditious basis, the strategic and financial
options available to the Company with the ultimate view of
enhancing value. The Board has also established a special committee
of independent directors (the “Special Committee”) to manage the
process, with a goal to complete the Strategic Review on an
expeditious basis. Mr. Milau will advise the Special Committee and
Board as the Company carries out the Strategic Review.
Strategic Review
The strategic and financial options that may be
considered under the Strategic Review include, but are not limited
to, recapitalization, a sale of all or some of the Company’s
assets, a merger, joint-venture, business combination or any
combination thereof. There is no deadline or definitive timetable
for completion of the Strategic Review. It is the Company’s current
intention not to disclose developments with respect to the
Strategic Review until the Board has approved a specific
transaction or otherwise determines that disclosure is necessary or
appropriate. The Company cautions that there are no assurances or
guarantees that the Strategic Review will result in a transaction
or, if a transaction is undertaken, the terms or timing of such a
transaction.
The Special Committee is expected to consist of
Catherine McLeod-Seltzer, Peter Mitchell and Kevin Morano, as
advised by Christian Milau. The Company has engaged BMO Capital
Markets to act as financial advisor to the Company with respect to
the Strategic Review and Sandstorm Gold Ltd. (“Sandstorm”) and
Equinox Gold Corp. (“Equinox”), both significant shareholders of
the Company, are supportive of the Strategic Review.
Eric Caba, President and CEO of the Company,
states: “We are grateful to our major stakeholder partners,
Sandstorm and Equinox, who share our opinion of the inherent
potential within both Mercedes and Corani. With their support, our
focus on unlocking the value of a fully permitted, world class
silver deposit at Corani and an incredibly prospective land package
at Mercedes continues with dedication and determination."
Nolan Watson, President and CEO of Sandstorm,
comments: “We see deep value in Bear Creek’s assets, which include
one of the world’s largest, fully-permitted silver deposits,
together with an operating gold-silver mine hosted within a large,
highly-prospective land package. We look forward to the Strategic
Review daylighting this value.”
Greg Smith, President and CEO of Equinox, adds,
“We believe the value of Bear Creek’s assets is underappreciated by
the markets and fully support the Strategic Review. Corani is a
world-class silver deposit and Mercedes is a cash flow generator
with substantial exploration potential. As shareholders of Bear
Creek, we look forward to seeing this value unlocked.”
The Board is also pleased to announce that Mr.
Christian Milau has been engaged as a strategic advisor to the
Board and Special Committee to assist with oversight of the
Strategic Review. Mr. Milau is a mining executive with over 25
years of expertise in finance, capital markets and mining including
extensive experience leading growth-oriented exploration,
development, and operating mining companies. Mr. Milau was the
Chief Executive Officer of Equinox Gold Corp. from 2016 to 2022,
leading the company through five mergers and acquisitions and
growing from a single-asset developer to a multi-mine producer with
eight operating mines. He originally commenced the
Chief Executive Officer role at Luna Gold Corp. (the predecessor
company to Equinox) after its only mine was put on care and
maintenance and subsequently led the team in recapitalizing and
reconstructing the original operating mine in Northern Brazil
(Aurizona), which provided the foundation for what is now Equinox,
a major gold producer in the Americas with a multi-billion dollar
market value. Prior to Equinox, he was Chief Executive Officer of
True Gold Mining Inc, which was sold to Endeavour Mining PLC for
approximately C$225 million after a recapitalization, mine
construction and turnaround process from 2015 to 2016. And Mr.
Milau served as Chief Financial Officer of Endeavour Mining PLC
from 2011 to 2015, during a period of significant growth through
multiple mergers and acquisitions, financings and mine construction
projects to create the foundation for what is now one of the
largest global gold producers. Mr. Milau currently serves as Chief
Executive Officer of Saudi Discovery Company, a private exploration
company, and is on the boards of New Gold Inc., Copper Standard
Resources, Arras Minerals Corporation, and Northern Dynasty
Minerals.
On behalf of the Board of Directors,Eric CabaPresident and Chief
Executive Officer
For further information contact:Barbara Henderson - VP Corporate
CommunicationsDirect:
604-628-1111E-mail: barb@bearcreekmining.comwww.bearcreekmining.com
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Cautionary Statement Regarding Forward-Looking
Statements
Information and statements contained in this
news release that are not historical facts are “forward-looking
information” within the meaning of applicable securities
legislation. Forward-looking information can often be identified by
forward-looking words such as “believe”, “goal”, “intention”, “may”
and “will” or the negative of these terms or similar words
suggesting future outcomes, or other expectations, beliefs, plans,
objectives, assumptions, intentions or statements about future
events or performance. Examples of forward-looking information in
this news release include, without limitation: the Strategic
Review; potential strategic and financial options available to the
Company; whether the Strategic Review will result in a transaction;
the terms or timing of any transaction resulting from the Strategic
Review; Equinox and Sandstorm’s continuing support of the Strategic
Review; and the ability of the Strategic Review to unlock value.
These forward-looking statements are provided as of the date of
this news release, and reflect predictions, expectations or beliefs
regarding future events based on the Company's beliefs at the time
the statements were made, as well as various assumptions made by
and information currently available to them.
In making the forward-looking statements
included in this news release, the Company has applied several
material assumptions, including, but not limited to assumptions
related to the Company’s operating results, business objectives,
goals and capabilities. There is no guarantee that the Strategic
Review will result in a transaction that will enhance the value of
the company. Although management considers the assumptions
underlying its forward-looking statement to be reasonable based on
information available to it, they may prove to be incorrect.
By their very nature, forward-looking statements
involve inherent risks and uncertainties, both general and
specific, and the risk exists that estimates, forecasts,
projections, and other forward-looking statements will not be
achieved or that assumptions on which they are based do not reflect
future experience. We caution readers not to place undue reliance
on these forward-looking statements as a number of important
factors could cause the actual outcomes to differ materially from
the expectations expressed in them. These risk factors may be
generally stated as the risk that the assumptions expressed above
do not occur, but may include additional risks as described in the
Company’s latest Annual Information Form, and other disclosure
documents filed by the Company on SEDAR+. The foregoing list of
factors that may affect future results is not exhaustive. Investors
and others should carefully consider the foregoing factors and
other uncertainties and potential events. The Company does not
undertake to update any forward-looking statement, whether written
or oral, that may be made from time to time by the Company or on
behalf of the Company, except as required by law.
In its last reported financial results as of
September 30, 2024, the Company had a working capital (current
assets minus current liabilities) deficiency of $93.2 million. The
Company’s interim condensed consolidated financial statements for
the three months ended September 30, 2024 were prepared following
accounting principles applicable to a going concern, which assumes
the Company will be able to continue operations for at least twelve
months from September 30, 2024 and will be able to realize its
assets and discharge its liabilities in the ordinary course of
operations. As of September 30, 2024, the Company does not have
sufficient funds to cover its working capital deficiency and fund
ongoing obligations and therefore its ability to continue as a
“going concern” is at risk.
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
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