TORONTO, March 24, 2015 /CNW/ – A.B. Aterra Resources Ltd (“A.B. Aterra Resources Ltd“) and A.B. Aterra Investments Limited (“A.B. Aterra Investments“) today announced the entering of a share purchase agreement (the “Agreement“) pursuant to which A.B. Aterra Resources Ltd has privately acquired 40,468,579 common shares of Silver Bear Resources Inc. (“Silver Bear“) owned by A.B. Aterra Investments (the “Acquired Shares“). A.B. Aterra Resources Ltd is wholly-owned and controlled indirectly by Mr. Alexey Mordashov.

Pursuant to the terms of the Agreement, as consideration for the Acquired Shares (including an assignment from A.B. Aterra Investments to A.B. Aterra Resources Ltd of certain pre-emptive rights and the right to nominate two directors to the board of Silver Bear), A.B. Aterra Resources Ltd has agreed to pay to A.B. Aterra Investments a deferred cash payment in an amount of RUB1.6528 per share equivalent of C$ 0.035 per share as of 20.3.15 as per CBR rate, for an aggregate purchase price of RUR 66.886.467,37 equivalent of C$1.416.400,27 as per 20.3.15 as per CBR rate.

On an undiluted basis, the Acquired Shares represent approximately 25.1% of the total of 161,089,517 issued and outstanding common shares of Silver Bear, being the number of issued and outstanding common shares of Silver Bear as at November 12, 2014, as publicly disclosed by Silver Bear.

Prior to the closing of the transaction, A.B. Aterra Resources Ltd did not hold any common shares or warrants of Silver Bear. After the closing, A.B. Aterra Resources Ltd holds, and Mr. Alexey Mordashov indirectly controls, 40,468,579 common shares of Silver Bear, representing approximately 25.1% of the outstanding issued and outstanding common shares of Silver Bear.

A.B.Aterra Investments continues to hold an aggregate of 17,877,135 warrants (the “Warrants“) to purchase additional common shares of Silver Bear after the closing of the transaction. The Warrants are comprised of 3,846,153, 13,461,538 and 569,444 warrants, each exercisable for one common share of Silver Bear until October 21, 2015, December 18, 2015 and June 4, 2016, at an exercise price of C$0.245, C$0.245 and C$0.330 per common share, respectively. On a partially diluted basis, assuming the exercise of all of the Warrants, the common shares acquired upon such exercise would represent approximately 9.99% of the issued and outstanding common shares of Silver Bear.

The Acquired Shares were acquired by A.B. Aterra Resources Ltd in connection with a reorganization of Mr. Alexey Mordashov’s investment holdings and for investment purposes. A.B. Aterra Resources Ltd intends to monitor the business, prospects, financial condition and potential capital requirements of Silver Bear. Depending on its evaluation of these and other factors, A.B. Aterra Resources Ltd may from time to time increase or decrease its ownership, control or direction over the common shares, warrants or other securities of Silver Bear through market transactions, private agreements, subscriptions from treasury or otherwise.

SOURCE A.B. Aterra Resources Ltd.