Highlander Silver Corp. completed its approximately $400 million business combination with Bear Creek Mining Corporation by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia), creating a leading growth company in the silver sector. Under the arrangement, Highlander Silver acquired all of the issued and outstanding shares of Bear Creek, with Bear Creek shareholders receiving 0.1175 of a Highlander Silver share for each Bear Creek share held.
The transaction combines Highlander’s bonanza-grade San Luis gold-silver project in the Ancash department of Peru with Bear Creek’s Corani project in Puno, Peru, one of the largest fully permitted primary silver deposits in the world, and the Mercedes operating gold-silver mine in Sonora, Mexico. On closing, existing Highlander shareholders and former Bear Creek shareholders held approximately 82 percent and 18 percent of Highlander’s outstanding common shares, respectively, on an undiluted basis.
Concurrently with the arrangement, Highlander Silver closed debt settlement agreements with Royal Gold, Inc., through its subsidiary International Royalty Corporation, and Equinox Gold Corp. The combined company’s shareholder base includes global institutions and strategic shareholders including the Augusta Group, the Lundin family, and Eric Sprott, and the company subsequently listed its common shares on the NYSE American under the symbol “HSLV.”
Osler, Hoskin & Harcourt LLP advised Highlander Silver, with a team led by Alan Hutchison that included Nikki Cargill, Hillary Song, Vanessa Yee, Michael Stewart, Martha Martindale, Matthew Li, Teresa Tomchak, Jason Comerford, Kurtis Bond, and Zach Rudge.
Borden Ladner Gervais LLP (BLG) acted as counsel to Bear Creek Mining with a team that included Fred Pletcher, George Collister, Edmond Lo, Ashley Wong, Robert Biggar, and Randy Morphy.
PPU acted as Peruvian counsel to Highlander Silver, and Tete a Tete Consultores acted as Mexican counsel to Highlander Silver.