BEAR CREEK MINING COMPLETES ACQUISITION OF MERCEDES MINE IN SONORA MEXICO
(All dollar amounts are in United States dollars unless otherwise specified)

April 21, 2022, Vancouver, B.C. - Bear Creek Mining Corporation (“Bear Creek” or the “Company”) (TSXV: BCM) (OTCQX: BCEKF) (BVL: BCM) announces that is has completed its acquisition (the “Acquisition”) of a 100% interest in the Mercedes gold-silver Mine (“Mercedes”), located in Sonora, Mexico, from Equinox Gold Corp. (“Equinox Gold”), as previously announced in the Company’s news releases on December 17, 2021, January 26, 2022, March 25, 2022 and April 14, 2022.

“We are extremely pleased to have acquired a producing gold-silver mine with a strong operating team, underlying assets with a replacement cost exceeding our purchase price and what we believe to be exciting “blue sky” exploration potential,” commented Anthony Hawkshaw, President and CEO.

Mercedes was acquired pursuant to a share purchase agreement dated December 16, 2021 among the Company, Equinox Gold and Premier Gold Mines Limited, the Company acquired, directly and indirectly, all of the issued and outstanding shares of certain of Equinox Gold’s indirect wholly-owned subsidiaries which in turn own a 100% interest in Mercedes, for total consideration payable to Equinox Gold of:

A cash payment of $75 million (the “Cash Payment”);
Issuance of 24,730,000 Bear Creek common shares (the “Consideration Shares”);
A deferred cash payment of $25 million due within six months of the date hereof; and
A 2% net smelter return payable on metal production from the Mercedes mining concessions.
The Cash Payment was funded by $15 million from the Company’s treasury and $60 million pursuant to a financing arrangement (the “Sandstorm Financing”) with Sandstorm Gold Ltd. (“Sandstorm”). The Sandstorm Financing comprises:

A previously announced gold purchase agreement (the “Gold Purchase Agreement”) whereby Sandstorm advanced to the Company $37.5 million and in exchange Bear Creek agreed to sell to Sandstorm 600 ounces of refined gold per month for 42 months (a total of 25,200 ounces) at a price equal to 7.5% of the spot gold price at the time of delivery. Thereafter, the Company agreed to sell to Sandstorm 4.4% of gold produced by Mercedes at a price equal to 25% of the spot price at the time of delivery. Sandstorm was also granted a right of first refusal on any royalties, streams or similar transactions with respect to production from Mercedes; and
A previously announced debt financing agreement whereby Sandstorm advanced to the Company $22.5 million (the “Principal Amount”) to subscribe for a 6%, three-year convertible debenture (the “Convertible Debenture”). Interest will be paid quarterly on the outstanding Principal Amount. The Principal Amount is due on April 21, 2025. The Principal Amount is convertible, in whole or in part, into common shares of the Company at any time prior to maturity at a conversion price to be determined as the greater of a 35% premium to the closing price per common share of the Company on the date hereof, or C$1.51, pursuant to the policies of the TSX Venture Exchange.
The issuance of common shares upon conversion of the Convertible Debenture is subject to the final acceptance of the TSX Venture Exchange. The Consideration Shares are subject to a four-month hold period pursuant to applicable Canadian securities laws.

On behalf of the Board of Directors,

Anthony Hawkshaw

President and CEO