Coeur Completes Acquisition of SilverCrest

Rhea-AI Summary

Coeur Mining (NYSE: CDE) has completed its acquisition of SilverCrest Metals according to the previously announced agreement from October 4, 2024. Under the transaction terms, SilverCrest shareholders received 1.6022 Coeur common shares for each SilverCrest share, with Coeur issuing a total of 239,331,799 shares.

The company plans to provide additional information about the transaction's expected benefits, including 2025 production and cost guidance, during its fourth quarter and full-year 2024 results announcement, scheduled for February 19, 2025, after NYSE trading hours. BMO Capital Markets and Goldman Sachs & Co. served as financial advisors, while Goodmans LLP and Gibson, Dunn & Crutcher LLP acted as legal advisors to Coeur.

Positive

• Strategic acquisition expanding Coeur's mining portfolio
• All-stock transaction preserving cash position

Negative

• Significant share dilution with issuance of 239,331,799 new shares

Insights

Mining Industry Financial Analyst

This transformative acquisition marks a pivotal moment for Coeur Mining, substantially expanding its operational footprint through the integration of SilverCrest's premium assets. The issuance of 239.3 million new Coeur shares represents a significant dilution for existing shareholders, but brings strategic advantages that could offset this impact.

The timing of this completion is particularly noteworthy, as it precedes Coeur's upcoming Q4 and full-year 2024 results announcement on February 19, 2025. This strategic scheduling allows management to present a comprehensive overview of the combined entity's outlook, including detailed production and cost guidance for 2025, providing important visibility for investors.

SilverCrest's crown jewel, the Las Chispas mine in Sonora, Mexico, brings immediate value through its high-grade silver-gold operation, which achieved commercial production in late 2022. This asset's integration into Coeur's portfolio diversifies their geographical presence and potentially enhances their production profile with higher-grade resources.

The all-stock transaction structure preserves Coeur's liquidity position, a important consideration in the current high-interest-rate environment. However, the substantial share issuance will require demonstrated operational synergies and production growth to justify the dilution. The involvement of top-tier financial advisors (BMO Capital Markets and Goldman Sachs) suggests robust due diligence and strategic alignment in valuation and execution.

Investors should focus on the upcoming earnings release for critical metrics including: expected cost synergies, production guidance for the combined entity, and integration timeline. These factors will be essential in evaluating the transaction's immediate accretion potential and long-term value creation prospects.

CHICAGO--(BUSINESS WIRE)-- Coeur Mining, Inc. (“Coeur”) (NYSE: CDE) is pleased to announce the completion of its acquisition of SilverCrest Metals Inc. (“SilverCrest”) by Coeur (the “Transaction”) pursuant to the definitive agreement (the “Agreement”) previously announced in the joint news release of Coeur and SilverCrest dated October 4, 2024.

Under the terms of the Agreement, Coeur acquired all of the issued and outstanding common shares of SilverCrest, with SilverCrest shareholders receiving 1.6022 Coeur common shares for each SilverCrest common share. Coeur issued 239,331,799 shares in the Transaction.

Coeur plans to share additional information about the expected benefits of the Transaction, including 2025 production and cost guidance, when it releases its fourth quarter and full-year 2024 operational and financial results, which is planned for Wednesday, February 19, 2025 after the New York Stock Exchange closes for trading.

BMO Capital Markets acted as financial advisor to Coeur. Goldman Sachs & Co. LLC also acted as a financial advisor to Coeur. Goodmans LLP and Gibson, Dunn & Crutcher LLP acted as Coeur’s legal advisors.

About Coeur

Coeur Mining, Inc. is a U.S.-based, well-diversified, growing precious metals producer with five wholly-owned operations: the Las Chispas silver-gold mine in Sonora, Mexico, the Palmarejo gold-silver complex in Chihuahua, Mexico, the Rochester silver-gold mine in Nevada, the Kensington gold mine in Alaska and the Wharf gold mine in South Dakota. In addition, Coeur wholly-owns the Silvertip polymetallic critical minerals exploration project in British Columbia.

Cautionary Statements

This news release contains forward-looking statements within the meaning of securities legislation in the United States and Canada, including statements regarding the acquisition and integration of SilverCrest. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause Coeur’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, the risk that anticipated production, cost and expense levels are not attained, the risks and hazards inherent in the mining business (including risks inherent in developing and expanding large-scale mining projects, environmental hazards, industrial accidents, weather or geologically-related conditions), changes in the market prices of gold and silver and a sustained lower price or higher treatment and refining charge environment, the uncertainties inherent in Coeur’s production, exploration and development activities, including risks relating to permitting and regulatory delays (including the impact of government shutdowns) and mining law changes, ground conditions, grade and recovery variability, any future labor disputes or work stoppages (involving the Company and its subsidiaries or third parties), the risk of adverse outcomes in litigation, the uncertainties inherent in the estimation of mineral reserves and resources, impacts from Coeur’s future acquisition of new mining properties or businesses, risks associated with the continued integration of the recent acquisition of SilverCrest, the loss of access or insolvency of any third-party refiner or smelter to whom Coeur markets its production, materials and equipment availability, inflationary pressures, continued access to financing sources, the effects of environmental and other governmental regulations and government shut-downs, the risks inherent in the ownership or operation of or investment in mining properties or businesses in foreign countries, Coeur’s ability to raise additional financing necessary to conduct its business, make payments or refinance its debt, as well as other uncertainties and risk factors set out in filings made from time to time with the United States Securities and Exchange Commission, and the Canadian securities regulators, including, without limitation, Coeur’s most recent report on Form 10-K. Actual results, developments and timetables could vary significantly from the estimates presented. Readers are cautioned not to put undue reliance on forward-looking statements. Coeur disclaims any intent or obligation to update publicly such forward-looking statements, whether as a result of new information, future events or otherwise. Additionally, Coeur undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Coeur, its financial or operating results or its securities. This does not constitute an offer of any securities for sale.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250213256643/en/

Coeur Mining, Inc.

200 S. Wacker Drive, Suite 2100

Chicago, Illinois 60606

Attention: Jeff Wilhoit, Senior Director, Investor Relations

Phone: (312) 489-5800

www.coeur.com

Source: Coeur Mining

FAQ

What is the exchange ratio in Coeur Mining's acquisition of SilverCrest?

SilverCrest shareholders received 1.6022 Coeur Mining (CDE) common shares for each SilverCrest share.

How many new shares did Coeur Mining (CDE) issue for the SilverCrest acquisition?

Coeur Mining issued 239,331,799 new shares to complete the SilverCrest acquisition.

When will Coeur Mining (CDE) release details about the SilverCrest acquisition benefits?

Coeur Mining will share details about the acquisition benefits and 2025 guidance on February 19, 2025, with its Q4 and full-year 2024 results.

Which financial advisors assisted Coeur Mining (CDE) in the SilverCrest acquisition?

BMO Capital Markets and Goldman Sachs & Co. acted as financial advisors to Coeur Mining in the SilverCrest acquisition.