Mr. Eric Caba reports
BEAR CREEK MINING ANNOUNCES CLOSING OF C$18 MILLION PRIVATE PLACEMENT
Bear Creek Mining Corp. has closed its previously announced non-brokered private placement financing (refer to the company's news release dated Dec. 19, 2025) to raise gross proceeds of $18-million. A total of 50 million common shares of the company were issued to Highlander Silver Corp. at a price of 36 cents per share.
The company plans to use the net proceeds of the private placement for bonding, site investigation, exploration and studies at the Corani silver project, located in Puno, Peru, and for general working capital purposes at the Mercedes gold mine, located in Sonora, Mexico.
The Bear Creek shares issued under the private placement will be subject to a statutory four month and a day hold period that will expire on May 9, 2026. No bonus, finder's fee, commission or other compensation will be paid in connection with the private placement.
Required early warning disclosure
This additional disclosure is being provided pursuant to National Instrument 62-103, The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires a report to filed by Highlander Silver with the regulatory authorities in each jurisdiction in which the company is a reporting issuer containing the information provided herein.
On Dec. 18, 2025, Highlander Silver entered enter a subscription agreement with the company to acquire the Bear Creek shares for an aggregate subscription price of $18-million at the issue price per share and on Jan. 7, 2026, the company received the conditional acceptance of the TSX Venture Exchange for the private placement in accordance with the applicable policies of the TSX-V.
Immediately prior to the private placement, Highlander Silver did not own any securities of the Bear Creek. After giving effect to the private placement, Highlander Silver holds beneficial and legal title to 50 million Bear Creek shares, representing approximately 14.6 per cent of the issued and outstanding Bear Creek shares on an undiluted basis, and 13.2 per cent of the issued and outstanding Bear Creek shares on a fully diluted basis.
On Dec. 18, 2025, Highlander Silver and Bear Creek entered into an arrangement agreement pursuant to which, among other things, Highlander Silver will acquire all of the issued and outstanding shares of Bear Creek (which it does not already own) by way of a plan of arrangement under the Business Corporations Act (British Columbia).
Upon closing the arrangement, the combined company will be managed by Highlander's executive team, supported by key personnel of Bear Creek. The arrangement is expected to close in the first quarter of 2026, subject to the receipt of all required court, shareholder, regulatory and stock exchange approvals. Following completion of the arrangement, the Bear Creek shares will be delisted from the TSX-V and Bear Creek will apply to cease to be a reporting issuer in each jurisdiction of Canada in which it is a reporting issuer.
A copy of the early warning report will be filed under the company's SEDAR+. Further information and/or a copy of the early warning report may be obtained by contacting Tom Ladner, general counsel of Highlander, at 604-687-1717 or tladner@augustacorp.com. The head office of Highlander Silver is located at Suite 2500, 100 King St. W, Toronto, Ont., M5X 1A9.
We seek Safe Harbor.
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