Ssr Mining and Alacer GOLD Announce Filing of Joint Management Information Circular and Receipt of Interim Order IN Connection with Proposed Merger Vancouver, BC & Toronto, ON – Ssr Mining Inc. (NASDAQ: SSRM) (TSX: SSRM) (“Ssr
Page 1
News Release 20-17
June 9, 2020
SSR MINING AND ALACER GOLD ANNOUNCE FILING OF JOINT MANAGEMENT
INFORMATION CIRCULAR AND RECEIPT OF INTERIM ORDER IN CONNECTION WITH
PROPOSED MERGER
VANCOUVER, BC & TORONTO, ON – SSR Mining Inc. (NASDAQ: SSRM) (TSX: SSRM) (“SSR
Mining”) and Alacer Gold Corp. (TSX: ASR) (ASX: AQG) (“Alacer”) are pleased to announce today
that they have filed a joint management information circular and related meeting materials (the
“Meeting Materials ”) in connection with their respective special meeting s of shareholders (the
“Meetings”) to be held on July 10, 2020. The purpose of the Meetings is to seek approva l for a
number of matters in connection with the ir previously ann ounced at-market merger of equals
pursuant to a plan of arrangement under the Business Corporations Act (Yukon) (the
“Transaction”).
In addition, SSR Mining and Alacer are pleased to announce the receipt of an interim order from
the Supreme Court of Yukon obtained on June 2, 2020 in connection with the Transaction.
The Transaction
Pursuant to the T ransaction, shareholders of Alacer (the “Alacer Shareholders”) will receive
0.3246 SSR Mining shares for each Alacer share held. The Transaction will require the approval
of at least 66-2/3% of the votes cast by the Alacer Shareholders at its special meeting (the “Alacer
Meeting”). The issuance of shares by SSR Mining under the Agreement is subject to the approval
of the majority of votes cast by the shareholders of SSR Mining (the “SSR Shareholders”) at its
special meeting (the “SSR Meeting”). Completion of the Transaction is also subject to regulatory
and court approvals and other customary closing conditions.
Benefits Of The Transaction
The Transaction is expected to provide SSR Mining Shareholders and Alacer Shareholders with
the following benefits, amongst others:
• Diversified portfolio of high quality, long life operating assets across four jurisdictions;
• Management with expertise in open pit, underground, pressure oxidation, heap leach, and
flotation operations;
• Peer leading pro forma free cash flow profile;
• Strong balance sheet to support growth pipeline and facilitate capital returns evaluation;
• Attractive growth portfolio of low capital intensity greenfield and brownfield opportunities ;
and
Page 2
• Enhanced trading liquidity across multiple global exchanges to drive capital markets
presence and investor relevance.
Additional details with respect to the potential benefits and risks of the Transaction are described
in the Meeting Materials, which SSR Shareholders and Alacer Shareholders are urged to read
carefully.
The Meetings
To address public health measures arising from the unprecedented public health impact of
COVID-19 and to limit and mitigate risks to the health and safety of communities, shareholders,
employees, directors and other stakeholders, the Meeting s will be held in a virtual -only format
conducted by live audio webcast . SSR Shareholders and Alacer Shareholders regardless of
geographic location will have an equal opportunity to participate in the applicable Meeting online.
SSR Shareholders and Alacer Shareholders will not be able to attend the Meetings in person.
The SSR Meeting will be held online at 9:00 a.m. (Vancouver time) on July 10, 2020 in a virtual-
only format conducted by live audio webcast. The Alacer Meeting will be held online at 12:00 p.m.
noon (Denver time) on July 10, 2020 in a virtual-only format conducted by live audio webcast.
The mailing of the Meeting Materials has commenced and the SSR Shareholders and the Alacer
Shareholders should receive them soon. The Meeting Materials are also available on SEDAR
under each company’s profile at www.sedar.com, under SSR Mining’s profile on EDGAR at
www.sec.gov, on SSR Mining’s website at www.ssrmining.com and on Alacer’s website at
www.alacergold.com.
The Meeting Materials include important and more detailed information relating to accessing the
Meetings online, the matters to be considered at the Meetings as well as various related matters.
The record date for determining the SSR Shareholders and the Alacer Shareholders entitled to
receive notice of and vote at the SSR Meeting and the Alacer Meeting, respectively, is the close
of business on June 1, 2020.
As an SSR Shareholder or an Alacer Shareholder, it is very important that you carefully read the
Meeting Materials and then vote your shares. To ensure that your shares will be represented at
the Meeting, you should carefully follow the voting instructions provided in the Meeting Materials.
A proxy form or voting instruction form will accompany the Meeting Materials you receive.
Instructions on how to vote, which vary depending on whether you are a beneficial shareholder
or a registered shareholder, are provided in the Meeting Materials.
YOUR VOTE IS IMPORTANT. VOTE TODAY.
Board of Directors’ Recommendations
The Board of Directors of each of SSR Mining and Alacer have unanimously approved the
Transaction and recommend that their respective shareholders vote in favour of the matters to be
voted on at the applicable Meetings.
Shareholder Questions and Assistance
If you have any questions regarding the Meetings, please contact our joint strategic shareholder
advisor and proxy solicitation agent, Kingsdale Advisors, by telephone at 1 -888-518-1557 (toll-
Page 3
free in North America) or 416-867-2272 (for collect calls outside of North America) or by email at
About SSR Mining
SSR Mining Inc. is a Canadian -based precious metals producer with three operations, including
the Marigold gold mine in Nevada, U.S., the Seabee Gold Operation in Saskatchewan, Canada
and Puna Operations in Jujuy, Argentina. SSR Mining also has two feasibility stage projects and
a portfolio of exploration properties in North and South America. SSR Mining is committed to
delivering safe production through relentless emphasis on Operational Excellence. SSR Mining
is also focused on growing production and Mine ral Reserves through the exploration and
acquisition of assets for accretive growth, while maintaining financial strength.
About Alacer
Alacer is a leading low -cost intermediate gold producer whose primary focus is to leverage its
cornerstone Çöpler Gold Mine and strong balance sheet as foundations to continue its organic
multi-mine growth strategy, maximize free cash flow, and therefore c reate maximum value for
shareholders. The Çöpler Gold Mine is located in east -central Turkey in the Erzincan Province,
approximately 1,100 kilometers (“km”) southeast from Istanbul and 550km east from Ankara,
Turkey’s capital city.
In light of the Meetings, Alacer will delay the filing of annual general meeting documents, including
the statement of executive compensation as otherwise required pursuant to blanket relief granted
by the Ontario Securities Commission as a result of COVID-19.
SSR Mining Contacts
Paul Benson, President, CEO & Director
W. John DeCooman, Jr., Senior Vice President, Business Development and Strategy
Michael McDonald, Director, Investor Relations
SSR Mining Inc.
Vancouver, BC
E-Mail: [email protected]
Alacer Contacts
Rodney P. Antal, President, CEO & Director
F. Edward Farid, Senior Vice President, Business Development & Investor Relations
Lisa Maestas, Director, Investor Relations
Alacer Gold Corp.
Denver, CO
E-Mail: [email protected]
Cautionary Note Regarding Forward-Looking Information and Statements:
Except for statements of historical fact relating to Alacer or SSR Mining, certain statements
contained in this press release constitute forward -looking information, future oriented financial
information, or financial outlooks (collectively “forward-looking information”) within the meaning of
Canadian securities laws. For ward-looking information may be contained in this document and
other public filings of Alacer or SSR Mining. Forward -looking information relates to statements
Page 4
concerning Alacer’s or SSR Mining’s outlook, anticipated events or results, statements as to
Alacer and SSR Mining management expectations with respect to the Transaction and the
combined company and in some cases, can be identified by terminology such as “may”, “will”,
“could”, “should”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “projects”, “predict”,
“potential”, “continue” or other similar expressions concerning matters that are not historical facts.
This press release also contains forward-looking statements regarding the anticipated completion
of the Transaction and timing thereof. Forward-looking statements in this press release are based
on certain key expectations and assumptions made by Alacer and SSR Mining, including
expectations and assumptions concerning the receipt, in a timely manner, of regulatory and stock
exchange approvals in respect of the Transaction. Although Alacer and SSR Mining believe that
the expectations and assumptions on which such forward -looking statements are based are
reasonable, undue reliance should not be placed on the forward -looking statement s because
Alacer and SSR Mining can give no assurance that they will prove to be correct. Forward-looking
statements are subject to various risks and uncertainties which could cause actual results and
experience to differ materially from the anticipated results or expectations expressed in this press
release. The key risks and uncertainties include, but are not limited to governmental and
regulatory requirements and actions by governmental authorities, including changes in
government policy, government owne rship requirements, changes in environmental, tax and
other laws or regulations and the interpretation thereof; developments with respect to the COVID-
19 pandemic, including the duration, severity and scope of the pandemic and potential impacts
on mining operations; and other risk factors detailed from time to time in Alacer and SSR Mining
reports filed with the Canadian securities regulatory authorities. There are also risks that are
inherent in the nature of the Transaction, including failure to obtain an y required regulatory and
other approvals (or to do so in a timely manner). The anticipated timeline for completion of the
Transaction may change for a number of reasons, including the inability to secure necessary
regulatory, stock exchange or other appro vals in the time assumed , developments with respect
to the COVID -19 pandemic or the need for additional time to satisfy the conditions to the
completion of the Transaction. As a result of the foregoing, readers should not place undue
reliance on the forward-looking statements contained in this press release concerning the timing
of the Transaction.
Such forward-looking information and statements are based on a number of material factors and
assumptions, including, but not limited in any manner to, those disclosed in any other of Alacer’s
or SSR Mining’s filings, and include the inherent speculative nature of exploration results; the
ability to explore; communications with local stakeholders; maintaining community and
governmental relations; status of negotiations of joint ventures; weather conditions at Alacer’s or
SSR Mining’s operations; commodity prices; the ultimate determination of and realization of
mineral reserves; existence or realization of mineral resources; the development approach;
availability and receipt of required approvals, titles, licenses and permits; sufficient working capital
to develop and operate the mines and implement development plans; access to adequate
services and supplies; foreign currency exchange rates; interest rates; access to capital markets
and associated cost of funds; availability of a qualified work force; ability to negotiate, finalize, and
execute relevant agreements; lack of social opposition to the mines or facilities; lack of legal
challenges with respect to the property of Alacer or SSR Mining; the timing and amount of future
production; the ability to meet production, cost, and capital expenditure targets; timing and ability
to produce studies and analyses; capital and operating expenditures; economic conditi ons;
availability of sufficient financing; the ultimate ability to mine, process, and sell mineral products
on economically favorable terms; and any and all other timing, exploration, development,
operational, financial, budgetary, economic, legal, social, geopolitical, regulatory and political
factors that may influence future events or conditions. While we consider these factors and
Page 5
assumptions to be reasonable based on information currently available to us, they may prove to
be incorrect.
You should not place undue reliance on forward -looking information and statements. Forward -
looking information and statements are only predictions based on our current expectations and
our projections about future events. Actual results may vary from such forward-looking information
for a variety of reasons including, but not limited to, risks and uncertainties disclosed in Alacer’s
filings on its website at www.alacergold.com, on SEDAR at www.sedar.com and on the ASX at
www.asx.com.au and SSR Mining’s filings on its website at www.ssrmining.com, on SEDAR at
www.sedar.com and on EDGAR at www.sec.gov, and other unforeseen events or circumstances.
Other than as required by law, Alacer and SSR Mining do not intend, and undertake no obligation
to update any forward-looking information to reflect, among other things, new information or future
events.