Greetings. Welcome to the Bear Creek Mining acquisition of the Mercedes Mine. At this time, all participants are in a listen-only mode. A question and answer session will follow the formal presentation. Please note this conference is being recorded. I'll now turn the conference over to you Catherine McLeod-Seltzer. You may begin. Thank you and good morning. On behalf of the board and management of Bear Creek Mining, thank you for attending our webcast this morning. As you know from our news issued earlier today, Bear Creek Mining has signed a definitive agreement with Equinox Gold to acquire 100% interest in the Mercedes Gold Silver mine in Sonora, Mexico. This is a transformative acquisition for Bear Creek and its shareholders. It catapults us into the ranks of precious metals producers and alters the calculus of financing options available for construction of our world-class Corani Silver Mine in Peru. In other words, we believe adding Mercedes to Bear Creek's project portfolio will result in a value proposition that is greater than the sum of its parts. We expect Mercedes to generate tens of millions of dollars in free cash flow for at least the next five years. With additional near mine targets already discovered and vast areas of the property yet to be explored, there is substantial opportunity to extend the known mine life. This free cash flow to Bear Creek almost immediately upon closing the acquisition, and our intent is to direct about $4.5 million in each of 2022 and 2023 to exploring the property and using the remainder to continue development activities at Corani and to help fund construction of the Corani Silver Mine. Our acquisition of Mercedes will be partially funded through a financing package with Sandstorm Gold Royalties, who together with Equinox Gold, add further strength and support to Bear Creek's share registry. Joining us today to present the Mercedes mine acquisition is Tony Hawkshaw, President and CEO of Bear Creek Mining. Before I turn the floor over to Tony, I would like to thank you once again for your interest in Bear Creek Mining and our acquisition of Mercedes. Tony, over to you. Thank you very much, Catherine. As Catherine said, thank you for joining us and expressing or showing your interest in Bear Creek Mining. Before jumping into the presentation, I'd like to talk about a couple of things. This will be for 45 minutes. We anticipate a question and answer period. In the event that all questions are not answered during this session, everybody that is on knows how to contact Barb and or me, and we will happily respond to any questions. Three things before going into the presentation I'd like to talk about. As you're probably all aware, our shares have been halted on the TSX Venture Exchange and the Bolsa de Valores de Lima. We're advised that this halt will last for two or three days while the exchange reviews the transaction documents, so the NI 43-101 that Equinox prepared on the Mercedes mine, and previous audited financial statements of Premier Gold. There are likely to be questions about financial or operating projections. Bear Creek can only talk at this point in time about information that is publicly available, either from Equinox and/or prior to that Premier. Until we complete our own technical reports, we're not going to be making any estimations of what we think future production will be in our future operating costs or cash flow. Finally, as Catherine mentioned, we are the owners of the Corani deposit in Peru. When in production, it will be one of the top five silver-producing mines in the world and probably the longest-lived of those top five mines. Recall that it is fully permitted and ready to be constructed with a community support that is the envy of most mining companies in Peru. Mercedes will make financing the development and construction at Corani much easier. With that, this presentation, in summary, will provide a transaction overview and a rationale for the acquisition of Mercedes mine, our vision, you know, for the medium term, an overview of Mercedes, a brief look at the sort of new look Bear Creek, some discussion of the Corani financing structure, and then into the question and answers. With that, I'll jump into the slide presentation. Always in these things, the first page or two is a caution regarding forward-looking information. Please have a look at that, as well as the National Instrument 43-101 disclosures. A cautionary note to United States readers concerning differences between Canadian estimations of resources and reserves and American estimations of resources and reserves, which more recently have become substantially the same, but there are still differences. The transaction overview I'll get into right now. We believe, as Catherine said, this is a transformational acquisition for Bear Creek. It turns us into a precious metal producer. It will give us an operating mine, a development project, and several active exploration projects. Importantly, it will provide funding for the development of Corani. The Mercedes will add a low cash cost, cash flowing asset to Bear Creek. The exploration potential, we believe, is outstanding. It expands, as I mentioned before, Corani's financing options with an internal funding source. It grows our asset base quite materially with less than a 20% dilution in our shareholders' current equity. It gives Bear Creek an asset mix, a mix of commodities and a mix of jurisdictions. Moving on to the next slide, the transaction overview. We acquire a 100% interest in the Mercedes mine from Equinox Gold. What we will pay Equinox is $75 million cash on closing, $25 million within six months of closing. We will be issuing 24.7 million Bear Creek common shares to Equinox, and additionally, a 2% net smelter return in favor of Equinox. This acquisition price will be financed in large part by a financing package of $60 million from Sandstorm Gold Royalties. Of course, it's always going to be subject to some approvals. The TSX Venture Exchange will have to approve it. The Mexican antitrust legislation has to be reviewed and get approval from them. However, we anticipate closing in the first quarter of next year. The strategic rationale for this transaction is that it gives us assets in two of the more favorable mining jurisdictions in the world, as you can see from the Fraser Institute country ranking on slide number seven. Prior to this transaction, our silver equivalent proven and probable reserves will be in the order of 477 million ounces. Post-transaction, that will increase to over 500 million ounces. It does diversify our asset base. It expands the Corani financing options. We think, as you'll see in another slide coming up, it gives us the opportunity to be re-rated as far as market perception and share price re-rating. Our pro forma market position. After adding a high-quality cash flowing asset, we join a peer group of junior metals producers. The forecast production for 2021 for Mercedes is in the order of 50,000 ounces. As I mentioned a minute ago, the re-rating potential, we trade at about 0.2 times price to net asset value, where the average of junior producers is in the order of 0.5 times. There's a potential double there on re-rating of our share price, moving from a development company to a producing company. Vision for Bear Creek in the short-medium term is to, number one, integrate and sustain the current operations at Mercedes, extend the mine life, and get to a sustainable 550,000 ton per annum production rate, and become a multi-asset producer. To accomplish these things, we have to finalize the transaction, as everybody knows and expects. The integration of Mercedes, we believe, is not going to be very difficult nor take much time. Our assessment of the management team at Mercedes is that they are bordering on outstanding. They're certainly very, very good. We'll work with the management at site to refine and execute on their five-year plan, extending the mining life or the mine production, maximize the existing operations, carry out extensive brownfield exploration. We're going to increase the exploration budget from what has recently been in the order of $1 million a year to something greater than $4 million a year. Hopefully, with some success, even beyond $4 million a year. To become, you know, a multi-asset producer, obviously with Mercedes, that's a start. We advance Corani into production and look for nearby, within Mexico, targets that could also be brought into production. Moving on to a Mercedes overview. Slide 11. It's located in Sonora, about 250 kilometers sort of southwest of Tucson, about 250 kilometers north of Hermosillo. It's in a very prolific mining district. The history of the project was that Yamana owned it and commenced production in 2011. Premier acquired the assets for approximately $140 million, which is approximately what we're paying, and they acquired it in 2016. It has had a very excellent history of reserve replacement over the past 10 years of operations. The mining method is a combination of cut and fill and longhole stoping, depending on which part of the deposits are being mined. Processing is done by way of a concentrator that has a 2,000 ton per day capacity, conventional milling, eventual agitated leach, and Merrill-Crowe recovery of gold and silver doré. From 2016 to 2020, they've been operating at a rate of about 1,450 tons per day. You know, we would like to get that up to closer to the nameplate capacity of 2,000 tons a day, and we'll be working with management at site to do that. Excellent metal recoveries for gold, somewhat lower for silver. Discussions with metallurgists is that we are not likely to improve the silver recovery by much, but of course, we're going to investigate it. The mine has produced, in 2016 to the end of 2020, over 300,000 ounces of gold and about 1.4 million ounces of silver. Currently... Reserves in the last technical report, which had an effective date of December 31, 2020, showed that proven and probable reserves were 325,000 ounces of gold. In addition to that were resources in the measured and indicated category. It's about 290,000 and more inferred in excess of 230,000. Clearly, we're going to work to convert the resources into reserves over the next year or two. As a regional setting, it's situated within a trend of very rich mineral endowment. You can see the pie chart on this slide showing that Mexican gold production for the year 2020 was 30% came from Sonora. From the slide, you can see all of the operating mines and past operating mines in the region that Mercedes sits in. The site plan and infrastructure. Recently, they've been mining from the Diluvio and Lupita ore deposits. In the past, production was centered on the Mercedes vein. There's exploration work being carried out at all of these areas at this point in time. You can see the location of the plant, the plant administration, the warehouses, and the tailings storage facility on the slide that's 13. Mine access is ramp inclines to each of the zones. The mineral tenure is for decades to come. Water is supplied from mine dewatering, the tailings storage area and on-site water wells. Tailings are either made into a paste backfill and put back underground as part of a ground support effort or stored in tailings facility two, which is a downstream. I hate the word downstream. I'd like to say downhill construction. Preliminary design work for tailings storage facility number three is underway. The workforce, as you would expect in an operating mine and in an operating and mining country, is very skilled and experienced, and they will continue with this post-acquisition. The road access is upgraded brand-new highways for the most part. On to the production history. Slide number 15. 2016 to 2019 average ore production was in the order of 680,000 tons per year. 2020, a COVID-affected years, we are all well aware, production dropped down to below 400,000 tons per year. Currently, mine management is estimating about 483,000 tons for 2021. Average gold grade for the 2016-2019 period is about 3.6, 3.7 grams per ton. They mined lower grade areas in 2020, where it dropped to below 3 grams per ton. The estimate for this year is 3.3 grams per ton. Annual average production prior to COVID was in the range of 75,000-78,000 ounces. 2020, 35. In 2021, estimated, as you saw in a previous slide, at 50,000 ounces. Low cash cost. Let's focus on the 2021 estimate. So $800 an ounce cash cost and all-in sustaining cost in the order of $1,200. Well, at $1,800 gold price, that gives us, you know, $600 an ounce margin. I did mention that they had an excellent history of replacing reserves. You can see that on the table on slide 16. You can also see the exploration expense over the period from 2016 to 2020 that was in the order of $1 million, got up to $1.4 million in a couple of years. Looks like it's going to wind up at about $1.1 million for 2021. As Catherine mentioned in her introduction, we're gonna increase that by a factor of four times for 2022 and 2023. One of the very interesting aspects about the reserve replacement at Mercedes has been that the 4-year average discovery cost per ounce of gold is in the range of $10 an ounce, which is outstanding. One of our focuses will be on exploration. On slide 17, I mentioned the Diluvio and Lupita areas. The top center of the left-hand photograph will be a focus of exploration. The Rey de Oro zone will also be a focus area. The Marianas structural trend, which is outlined in the right-hand side. In our estimation and in the estimation of the five geologists we had look at this during our due diligence period, the exploration potential on this structural trend is very, very good. Recent exploration is highlighted in slide 18. I don't know that I need to go into a lot of detail, but with the limited exploration budget that they've had, they've done a substantial amount of work. Exploration targets for next year and going forward are outlined on slide 19. It's a 69,000-hectare property that I would describe as underexplored. One of our consulting geologists had the same conclusion. For 2022, we're looking at drilling 36,000-37,000 meters in the Lluvia area, in the Margarita area, the Rey de Oro, San Martín, and the Mercedes extension, and possibly in La Mesa. La Mesa is further north, and not exactly on the Marianas trend. The new Bear Creek, we will become a multi-asset junior producer. We've talked about the mix of commodities, jurisdictions, and stages. Sonora in Mexico, Puno in Peru, essentially in the same time zone, Latin American, Spanish-speaking. We've got, you know, a long history of working in Latin America and in Spanish companies, or in the Spanish language, excuse me. Back in 1994, very close to the Mercedes mine, I was involved in the construction and startup of the Lluvia de Oro mine, in Mexico. We, as a group, have some experience. Andrew Swarthout, you know, the Former CEO of Bear Creek, who currently sits on our board and acts as our QP, has spent a significant amount of his career kicking rocks in the Sonora area. As you would expect, he has some ideas about where we should be looking and what we should be drilling for. Onto the Corani financing structure. Prior to the Mercedes acquisition, financing for the $500 million Corani CapEx plus an estimated amount for cost overrun facility was going to come from senior secured debt, subordinated debt, and equity. The equity number was going to be in the order of $150 million-$175 million. I mentioned that we're not going to give any financial predictions or projections about Mercedes cash flow until we've done our own technical report, but I can say with confidence that Mercedes cash flow is going to reduce the equity requirement for funding Corani by more than a material amount. Post-transaction, you can see what our share registry is going to look like. Equinox Gold will be a 16.6% shareholder. We certainly welcome them to our share registry. They have a history of buy and hold and very supportive shareholders. Equinox Gold will be the largest shareholder, followed by our longtime major shareholder, Equinox Partners. Wheaton Precious Metals, again, another longtime shareholder. Sprott Asset Management, a longtime shareholder and recent participant in our last financing done about a year ago. VanEck and other institutions, you know, Bear Creek insiders holding about 3%. On a pro forma basis, we will have about 156 million shares outstanding, fully diluted, and a market cap in the order of CAD 160 million. Sandstorm is going to pony up $60 million. I don't think Sandstorm would do that unless they had a high degree of confidence about the cash flow and the expected mine life of Equinox or sorry, Mercedes. They are going to provide us with a $37.5 million upfront payment. In return, we will sell to them gold fixed deliveries for about 3.5 years at the rate of 600 ounces of gold per month until we've delivered 25,200 ounces. For those ounces, they will pay us, excuse me, 7.5% of the spot price. After we've delivered 25,000 ounces, 4.4% of Mercedes gold production will be delivered and sold to Sandstorm, and they will pay us 25% of the spot price. They are also providing us with a $22.5 million convertible debenture. bears interest at 6%. It will mature three years from closing, and Sandstorm has the right, if they should so choose, to convert that debt into shares of Bear Creek Mining at a 35% premium to our share price. slide 25, you know, outlines our board of directors. Most people that have followed the company know these people, but, you know, I'd just like to highlight that the experience covers all of the areas of expertise needed to run a successful mining company from legal and financial through geology, mine operations, and management operations. We've got a highly talented and very skilled team currently based in Lima with our chief operating officer, our chief financial officer, our VP corporate development, who's responsible for our community relations, and our VP legal. Looking forward to adding some of the really top-notch people we've met at Mercedes to this team of operators. With that, we're at the end of the formal part of the presentation. There are a couple of appendices which break out the reserves and resources for Mercedes and for Corani. Barb, if we've had questions typed in, would you please read them out? Absolutely. Thanks, Tony. Yes, we have had a few questions. First question from an analyst is, does bringing a producing asset into the portfolio change the financing dynamic for Corani? And is the company still in discussions with the banking syndicate for debt financing at Corani? I think the presentation and Catherine's introduction talked about how it changes the dynamics, but yes, it does. It materially improves our ability to finance. Are we still in discussions with the senior project lending banks? We got a very nice congratulatory message from one of them today about doing this transaction, as well as looking forward to working together to finance Corani next year. Excellent. Another question. How does the company expect to finance the $25 million payment payable within six months of closing? I said to the guys at Equinox yesterday after we closed the deal, the easy part is now over. I owe you $25 million. I have to get to work. Cash flow from Mercedes will be part of it. As one of our shareholders asked me earlier, "Are you going to have to go to the market to find this money?" The answer was, yes, we will go to the market to find this money, but we are not in a rush to go to the market to find it. Another question has come in, Tony. How did this deal come about? Well, I mean, really, since I joined Bear Creek four years ago, we've been looking at other assets, none of which, one or two actually merited a site visit, but none of which really excited us. About four months ago, someone from Sandstorm called me up and said, "Look, we've been looking at this possible deal. Would you have any interest in it?" We jointly did our due diligence and jointly concluded that this is a deal that's worth doing. You might say that Sandstorm gift-wrapped it and handed it to us. Another attendee asks, did Equinox hold a process with numerous bidders for Mercedes, and did we attend a site visit? We attended a site visit. Would have liked to have sent more people and more time, but and/or Equinox had other people doing site visits sort of at the same time during the same time period that we were doing site visits. We were limited to the number of people and limited to the length of time we could spend on site, unfortunately. Did they run a formal process with, you know, a banker or otherwise? Not that I'm aware of. I don't think so. There were other bidders. Fortunately for us, we came up with the bid they liked more than the others. Tony, an attendee asks if we could provide an update on the Corani financing and construction. Not much has changed over the last few months. We continue to hold discussions with subordinated debt providers. I have a call scheduled with them for early next week. Over the Christmas period, there's not gonna be any real advance on the senior project funding, and it's sort of like a jigsaw puzzle. You put one piece in place, and then another piece gets kind of shoved out of place. We continue to work. It's all going to come down to, you know, how much equity are we going to have to raise and when were we gonna have to raise it before we can really say anything. I mean, the amounts and terms of the senior project debt have pretty much been set. They could change depending on the amount and terms of subordinated debt. We continue to work on it, but it's not gonna happen for many, many months. Like to see it close in 2022, but you know, it's gonna involve export credit agency involvement or participation, a syndicate of banks' participation and, you know, possibly one or two subordinated debt providers. It's a lot like herding cats. Can you speak also to what's going on from an engineering and on-the-ground perspective at Corani? The Antapata substation, which we've been working on for 3 years, is complete and will start a testing and approval process by the, you know, the government authorities responsible for electrical transmission. We have completed 10 towers for the power line of 17. That work is ongoing. The roadwork is being undertaken by the local communities to expand and enhance, improve the road from the Interoceanic Highway into Corani. We will, in 2022, expand on the work that they've done. They've made it more accessible and better condition for, call it, local traffic, small trucks, buses. But it certainly wouldn't be suitable for moving heavy equipment in or low boy trucks. That's what we'll undertake next year. Detailed engineering for the process plant is pretty much wrapped up. We're expecting the final Three-D model from Ausenco imminently. I'm hoping to get a fly-through model of that we can put on our website in a month or two. Updated the pricing for most of the capital equipment. Did all the equipment selection. I think everything has now been pinned down as to exactly what we want. We're not gonna start ordering stuff until we've got the financing in place for it. Water balance is being updated. More geotech work has been done. Tailings storage facility work is at the detailed engineering stage. We, you know, we're progressing things. Okay, let's turn back to Mercedes. An attendee asked when we might expect the Mercedes technical report to be published. We've engaged the independent engineers. They tell us that as much as they'd like to, they can't start work until Q1 next year, so I'm thinking they really won't get off the ground until mid-January. I don't think it will take long to do because the same people issued the report on behalf of Equinox a year ago. You know, they have to go through their processes and have given us their scope of work, which we've agreed to. You know, I'd like to think that we can have it done before we close the transaction and announce it immediately upon closing. Okay. Sorry, Barb, can I hop in just from a previous question regarding the process of Equinox? One of the things I'd like to mention, because I think it's really pertinent, is that Equinox really liked our mix of consideration. They're familiar with Corani. They see upside in both Corani and the re-rating of Bear Creek. You know, I think that was an important consideration for our bid. Very well said, Catherine. Thanks. Good point. Tony, one more question. What are the total royalties/streams outstanding at Mercedes? There is a stream held by Nomad Royalty Company. I can't recall Nomad's formal name. It is for another 6,000 ounces of gold and about 2.3 ounces of silver, I believe. Equinox will have a 2% net smelter return, which is not exactly a royalty, but it, you know, it comes off the revenue line. Sandstorm will have the stream that we described. Starting in July 2022, there will be another 1% stream on gold production. Tony, we have another question about Mercedes, and the attendee asks, you spoke of targeting to ramp up and sustain a 550,000 tons per year level. That's about 1,500 tons per day. You mentioned that the nameplate capacity is 2,000 tons per day. What would be required to fill in that expansion? Would it require additional deposits, more operating phases? How are we gonna get to that level? Operating phases. I mentioned that during 2020, because of COVID, they had basically shut down for a while and reduced the workforce by roughly 50%. You know, mined, but didn't do much in the way of development. I can say is during 2021, they have made a real Equinox's management and Mercedes mine management have made a real effort to get the development work back up so that, you know, in 2022, there'll be more working phases to access. Okay, that's a good segue into what I think is gonna have to be our last question. With respect to the streaming agreement with Sandstorm, during the period when you're able to deliver the 600 ounces per month, is there any force majeure type clause to protect us in the event that the mine has to shut down, perhaps due to another COVID shutdown or any kind of unforeseen operational issues? Yes. Operational issues would probably be our problem more than Sandstorm's. Yes, there are force majeure. Okay. That's the end of the questions that weren't adequately answered in the course of the presentation. I think we're about out of time as well. Again, thank you, everybody. You know how to get a hold of us if you've got other questions. I, for one, am really excited about closing this deal and starting to produce gold and silver doré from the Mercedes mine next year. This concludes today's program, and you may disconnect at this time. Thank you for your participation.