Toronto, Ontario — January 9, 2026 — Leads & Copy — Highlander Silver Corp. (TSX: HSLV) and Bear Creek Mining Corporation (TSXV: BCM) (OTCQX: BCEKF) (BVL: BCM) have entered into an amended and restated arrangement agreement dated January 9, 2026. This agreement amends and restates the original arrangement agreement dated December 18, 2025, under which Highlander Silver will acquire all outstanding common shares of Bear Creek that it does not already own through a statutory plan of arrangement under the Business Corporations Act (British Columbia).
The original agreement stipulated a special meeting of Highlander Silver’s shareholders to approve the issuance of Highlander shares related to the arrangement and the exercise of Bear Creek warrants following the arrangement, in accordance with Toronto Stock Exchange (TSX) policies. Initially, the maximum number of Highlander Shares issuable pursuant to the arrangement and upon exercise of the Bear Creek Warrants was expected to exceed 25% of Highlander Silver’s issued and outstanding share capital at the effective time of the Arrangement, necessitating the Highlander Meeting to comply with TSX policies.
However, Highlander Silver has reported that a sufficient number of its share purchase warrants have been exercised for Highlander Shares, negating the need for the Highlander Meeting. The A&R Arrangement Agreement now reflects this change, removing the requirement for the Highlander Meeting and related procedures. The agreement also states that a special meeting of Bear Creek’s securityholders to approve the Arrangement and certain other matters will be held on or before February 19, 2026, with the related meeting materials to be mailed around January 21, 2026. All other principal terms of the Arrangement remain in effect.
Further details on the Arrangement can be found in the initial press release dated December 19, 2025. The A&R Arrangement Agreement is accessible under Highlander Silver’s and Bear Creek’s profiles at www.sedarplus.ca.
Highlander Silver is focused on advancing the San Luis gold-silver project in Central Peru, located near the past-producing Pierina mine. San Luis has Indicated Mineral Resources of 356 koz Au at 24.4 g/t Au and 8.4 Moz Ag at 579 g/t Ag. Highlander Silver’s shareholders include the Augusta Group, and strategic shareholders, the Lundin family and Eric Sprott.
Bear Creek is a precious metals producer with the Corani Project in Puno, Peru, one of the largest fully permitted silver deposits in the world. The Mercedes mine in Sonora, Mexico, is a cash flow generating gold mine with operational upside.
Contact Information:
Highlander Silver
Arun Lamba, Vice President Corporate Development
Email: alamba@highlandersilver.com
Bear Creek
Barbara Henderson, Vice President Corporate Communications
Direct: 604-628-1111
E-mail: barb@bearcreekmining.com
Scientific and technical information regarding the San Luis Project is derived from the technical report titled, “Technical Report on the San Luis Property” dated January 15, 2025, prepared by Martin Mount, and available on Highlander Silver’s SEDAR+ profile at www.sedarplus.ca.
Source: Highlander Silver Corp.
