Exhibit 4.12
Form51-102F3
Material Change Report
Item 1. | Name and Address of Company |
SilverCrest Metals Inc. (the “Company” or “SilverCrest”)
Suite 501, 570 Granville Street
Vancouver, British Columbia
V6C 3P1 Canada
Item 2. | Date of Material Change |
December 3, 2019
News Release dated December 3, 2019 was disseminated through GlobeNewswire.
Item 4. | Summary of Material Change |
The Company entered into an agreement with a syndicate of underwriters led by National Bank Financial Inc., Desjardins Securities Inc. and Scotia Capital Inc. pursuant to which the underwriters have agreed to purchase, on a bought deal basis, 11,000,000 common shares of the Company at a price of C$7.28 per share for aggregate gross proceeds to the Company of C$80,080,000.
Item 5.1 | Full Description of Material Change |
The Company entered into an agreement with a syndicate of underwriters (the “Underwriters”) led by National Bank Financial Inc., Desjardins Securities Inc. and Scotia Capital Inc. pursuant to which the Underwriters have agreed to purchase, on a bought-deal basis, 11,000,000 common shares of the Company (“Shares”) at a price of C$7.28 per Share for aggregate gross proceeds to the Company of C$80,080,000 (the “Offering”).
The Underwriters have been granted an option (the “Over-Allotment Option”), exercisable in whole or in part, at any time within 30 days following the closing of the Offering, to purchase from the Company up to an additional 15% of the Shares offered under the Offering.
The Company will pay the Underwriters a cash commission of 5% of the gross proceeds of the Offering, including any proceeds realized on exercise of theOver-Allotment Option, subject to reduced commission of 2.5% on maximum proceeds of up to C$5 million from the President’s List of subscribers.
The Company intends to use the net proceeds of the Offering for the continued exploration and development of the Company’s Las Chispas Project and for general working capital and administrative purposes.
The Offering is expected to close on or about December 18, 2019 and is subject to a number of conditions, including receipt of all necessary securities regulatory approvals and the approval of the Toronto Stock Exchange and NYSE American.
The Shares will be offered in all provinces of Canada (except Québec) pursuant to a short form prospectus and will be offered in the United States pursuant to a registration statement onForm F-10 registering the Shares under the United States Securities Act of 1933, as amended, pursuant to theMulti-Jurisdictional Disclosure System (“MJDS”) adopted by the United States and Canada. The Shares may also be offered on a private placement basis in certain jurisdictions outside of Canada and the United States pursuant to applicable prospectus exemptions. However, there will not be any sale of Shares in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the applicable securities laws of such province, state or jurisdiction.