Bear Creek Mining Corporation Announces Filing and Mailing of Its Meeting Materials to Approve the Arrangement with Highlander Silver Corp.
Executive Summary
- Bear Creek Mining Corp. filed its meeting materials for a special shareholders’ meeting to approve a proposed arrangement whereby Highlander Silver Corp. will acquire all outstanding Bear Creek shares in exchange for 0.1175 Highlander common shares per Bear Creek share.
- The Board unanimously recommends voting FOR the Arrangement and the related interest‑deferral agreements with Royal Gold Inc. and Equinox Gold Corp.
- Highlander has already provided $18 million liquidity through a private placement of 50 million Bear Creek shares, underscoring confidence in the transaction.
Key Details
- Meeting Information:
- Date & Time: February 19 2026, 10:00 a.m. Vancouver time
- Location: Borden Ladner Gervais LLP, 1200 Waterfront Centre, Vancouver, BC
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Record date for voting rights: Close of business January 13 2026
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Arrangement Consideration:
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Each Bear Creek share to be exchanged for 0.1175 Highlander common shares.
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Support Agreements:
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All Bear Creek directors/officers and its two largest shareholders (Royal Gold & Equinox) – together ~30% of Bear Creek’s outstanding shares – have signed voting support agreements to vote in favour.
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Highlander Private Placement:
- Date: January 8 2026
- Shares purchased: 50,000,000 Bear Creek shares (non‑brokered)
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Proceeds to Bear Creek: $18,000,000 (providing immediate liquidity).
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Benefits Highlighted:
- Corani Project: Creates a clear path to construction/operation of the Corani silver project in Peru.
- Debt Restructuring: Expected completion of debt restructuring with Royal Gold and Equinox, resulting in a “no‑debt” pro‑forma balance sheet and strong cash position.
- Combined Asset Portfolio: Merges Bear Creek’s Corani reserves with Highlander’s San Luis gold‑silver development, forming a top‑tier precious/base metal inventory.
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Capital Markets Profile: Combined market capitalization ~C$625 million, enhancing liquidity and valuation metrics.
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Voting Instructions & Assistance:
- Proxy voting deadline: February 17 2026, 10:00 a.m. Vancouver time.
- Voting methods: Online, telephone, or proxy form included in the mailing.
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Contact for assistance: Laurel Hill Advisory Group (1‑877‑452‑7184; 1‑416‑304‑0211; email [email protected]).
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Board Recommendation:
- The Bear Creek Board of Directors unanimously recommends voting FOR both the Arrangement with Highlander and the Interest Deferral Agreements with Royal Gold and Equinox.
Notable Quotes
- “The Arrangement provides a near‑term, executable pathway to construction and operation of our Corani Project while delivering a financially robust, debt‑free pro‑forma company,” – Eric Caba, President & CEO, Bear Creek Mining Corp.