Coeur Announces Acquisition of SilverCrest to Create Leading Global Silver Company

In This Article:

With the addition of the Las Chispas mine – one of the world's lowest-cost and highest-grade silver/gold operations – the combined company is expected to produce 21 million ounces of silver annually1 with peer leading EBITDA and free cash flow

CHICAGO, Oct. 4, 2024 /CNW/ - Coeur Mining, Inc. ("Coeur") (NYSE: CDE) and SilverCrest Metals Inc. ("SilverCrest") (TSX: SIL; NYSE American: SILV) announce that they have entered into a definitive agreement (the "Agreement") whereby, a wholly-owned subsidiary of Coeur will acquire all of the issued and outstanding shares of SilverCrest pursuant to a court-approved plan of arrangement (the "Transaction").

SilverCrest Metals (CNW Group/SilverCrest Metals Inc.)
SilverCrest Metals (CNW Group/SilverCrest Metals Inc.)

Under the terms of the Agreement, SilverCrest shareholders will receive 1.6022 Coeur common shares for each SilverCrest common share (the "Exchange Ratio"). The Exchange Ratio implies consideration of $11.34 per SilverCrest common share, based on the closing price of Coeur common shares on the New York Stock Exchange ("NYSE") on October 3, 2024. This represents an 18% premium based on 20-day volume-weighted average prices of Coeur and SilverCrest each as at October 3, 2024 on the NYSE and NYSE American, respectively, and a 22% premium to the October 3, 2024 closing price of SilverCrest on the NYSE American. This implies a total equity value of approximately $1.7 billion based on SilverCrest's common shares outstanding. Upon completion of the Transaction, existing Coeur stockholders and SilverCrest shareholders will own approximately 63% and 37% of the outstanding common stock of the combined company, respectively.

Transaction Highlights

  • Creates a Leading Global Silver Company – Together with Coeur's growing silver production from its recently expanded Rochester mine in Nevada and its Palmarejo underground mine in northern Mexico, the addition of Las Chispas is expected to generate peer-leading 2025 silver production of approximately 21 million ounces from five North American operations, with approximately 56% of revenue generated from U.S.-based mines and approximately 40% of revenue from silver. In addition to the peer-leading silver production, the combined company is expected to produce approximately 432,000 ounces of gold next year1.

  • Adds World-Class Las Chispas Operation to Coeur's Portfolio – SilverCrest's Las Chispas underground mine in Sonora, Mexico is one of the world's highest-grade, lowest cost, and highest-margin silver and gold operations. Las Chispas commenced production in late 2022 and has delivered strong operational and financial results in 2023, selling approximately 10.25 million silver equivalent ounces at average cash costs of $7.73 per ounce.

  • Significant and Immediate Addition to Coeur's Rising Free Cash Flow – The combined company is expected to generate approximately $700 million of EBITDA1 and $350 million of free cash flow1 in 2025 at lower overall costs and higher overall margins.

  • Dramatically Accelerates Coeur's Deleveraging Initiatives – The combination of SilverCrest's strong balance sheet consisting of total treasury assets of $122 million (cash and equivalents position of $98 million and $24 million of bullion) and no debt and its strong cash flow profile are expected to accelerate Coeur's debt reduction initiative and result in an immediate 40% expected reduction in Coeur's leverage ratio upon closing.

  • Bolsters Coeur Board by Adding Two SilverCrest Directors – Upon closing, current SilverCrest Chief Executive Officer and Director, N. Eric Fier and one other current SilverCrest Director will join Coeur's board of directors, adding extensive and relevant experience to an already distinguished board of directors.

  • Continued Commitment to ESG Leadership – A shared commitment to ESG with a specific focus on water usage, emissions, community and workforce development, and leading governance practices.