AuRico Gold / Alamos Gold Merger Presentation

36
Merger of Equals Between Alamos Gold and AuRico Gold CREATING A LEADING INTERMEDIATE GOLD PRODUCER APRIL 13, 2015

Transcript of AuRico Gold / Alamos Gold Merger Presentation

Page 1: AuRico Gold / Alamos Gold Merger Presentation

Merger of Equals Between Alamos Gold and AuRico Gold

CREATING A LEADING INTERMEDIATE GOLD PRODUCER

APRIL 13, 2015

Page 2: AuRico Gold / Alamos Gold Merger Presentation

Cautionary Notes No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. Certain statements in this presentation are “forward-looking statements”, including within the meaning of the United States Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this presentation, including without limitation statements regarding the timing and closing of the transaction contemplated by the Arrangement Agreement between Alamos and AuRico (the “Transaction”) whereby Alamos and AuRico will combine to form a new company (“MergeCo”) and create a new company holding certain assets of AuRico (“SpinCo”), statements regarding synergies resulting from the Transaction, statements regarding the effect of the Transaction on either the MergeCo’s or SpinCo’s net asset value, operating cash flow, free cash flow, forecast gold production, reserves, resources, gold grades, recoveries, waste-to-ore ratios, total cash cost, all-in sustaining costs, debt levels and future plans and objectives of MergeCo and SpinCo are forward-looking statements based on forecasts of future operational or financial results, estimates of amounts not yet determinable and assumptions of management that involve various risks and uncertainties. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “estimates” or “intends”, or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and may be “forward-looking statements.” Alamos cautions that forward-looking information involves known and unknown risks, uncertainties and other factors that may cause Alamos's, MergeCo’s or SpinCo’s actual results, performance or achievements to be materially different from those expressed or implied by such information, including, but not limited to, that the Transaction is completed on terms and timeframe contemplated; failure to obtain shareholder approval of Alamos or AuRico; failure to obtain the necessary regulatory and other approvals; conditions to the proposed transaction may not be satisfied; anticipated synergies and other benefits of the proposed transaction may not be realized; gold and silver price volatility; fluctuations in foreign exchange rates and interest rates; the impact of any hedging activities; discrepancies between actual and estimated production, between actual and estimated reserves and resources or between actual and estimated metallurgical recoveries; costs of production; capital expenditure requirements; the costs and timing of construction and development of new deposits; and the success of exploration and permitting activities. In addition, the factors described or referred to in the section entitled “Risk Factors” in Alamos' Annual Information Form for the year ended December 31, 2014, which is available on the SEDAR website at www.sedar.com, should be reviewed in conjunction with the information found in this presentation. Although Alamos has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in forward-looking information, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate or that management’s expectations or estimates of future developments, circumstances or results will materialize. Accordingly, readers should not place undue reliance on forward-looking information.. Note to U.S. Investors Alamos prepares its disclosure in accordance with the requirements of securities laws in effect in Canada, which differ from the requirements of U.S. securities laws. Terms relating to mineral resources in this presentation are defined in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects under the guidelines set out in the Canadian Institute of Mining, Metallurgy, and Petroleum Standards on Mineral Resources and Mineral Reserves. The United States Securities and Exchange Commission (the “SEC”) permits mining companies, in their filings with the SEC, to disclose only those mineral deposits that a company can economically and legally extract or produce. Alamos may use certain terms, such as “measured mineral resources”, “indicated mineral resources”, “inferred mineral resources” and “probable mineral reserves” that the SEC does not recognize (these terms may be used in this presentation and are included in the public filings of Alamos, which have been filed with the SEC and the securities commissions or similar authorities in Canada). Cautionary non-GAAP Measures and Additional GAAP Measures Note that for purposes of this section, GAAP refers to IFRS. Alamos believes that investors use certain non-GAAP and additional GAAP measures as indicators to assess gold mining companies. They are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared with GAAP. Additional GAAP measures that are presented on the face of Alamos’s consolidated statements of comprehensive income include “Mine operating costs”, “Earnings from mine operations” and “Earnings from operations”. These measures are intended to provide an indication of Alamos’s mine and operating performance. “Cash flow from operating activities before changes in non-cash working capital” is a non-GAAP performance measure that could provide an indication of Alamos’s ability to generate cash flows from operations, and is calculated by adding back the change in non-cash working capital to “Cash provided by (used in) operating activities” as presented on Alamos’s consolidated statements of cash flows. “Mining cost per tonne of ore” and “Cost per tonne of ore” are non-GAAP performance measures that could provide an indication of the mining and processing efficiency and effectiveness of the mine. These measures are calculated by dividing the relevant mining and processing costs and total costs by the tonnes of ore processed in the period. “Cost per tonne of ore” is usually affected by operating efficiencies and waste-to-ore ratios in the period. “Cash operating costs per ounce”, “total cash costs per ounce” and “all-in sustaining costs per ounce” as used in this analysis are non-GAAP terms typically used by gold mining companies to assess the level of gross margin available to Alamos by subtracting these costs from the unit price realized during the period. These non-GAAP terms are also used to assess the ability of a mining company to generate cash flow from operations. There may be some variation in the method of computation of these metrics as determined by Alamos compared with other mining companies. In this context, “cash operating costs per ounce” reflects the cash operating costs allocated from in-process and dore inventory associated with ounces of gold sold in the period. “Cash operating costs per ounce” may vary from one period to another due to operating efficiencies, waste-to-ore ratios, grade of ore processed and gold recovery rates in the period. “Total cash costs per ounce” includes “cash operating costs per ounce” plus applicable royalties. Cash operating costs per ounce and total cash costs per ounce are exclusive of exploration costs. “All-in sustaining costs per ounce” reflects total mining and processing costs, corporate and administrative costs, exploration costs, sustaining capital, and other operating costs. Non-GAAP and additional GAAP measures do not have a standardized meaning prescribed under IFRS and therefore may not be comparable to similar measures presented by other companies.

All figures in US$ unless otherwise indicated.

Alamos Cautionary Statement

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This presentation contains certain information that constitutes “forward-looking information” and “forward-looking statements” as defined under Canadian and U.S. securities laws. All statements in this presentation, other than statements of historical fact, are forward-looking statements. The words “expect”, “believe”, “anticipate”, “contemplate”, “may”, “could”, “will”, “intend”, “estimate”, “forecast”, “target”, “budget”, “schedule” and similar expressions identify forward-looking statements. Forward-looking statements in this presentation include, without limitation, statements with respect to our expectations on underground productivity levels, underground unit mining cost, underground development, mill facility processing rate, cash flow, free cash flow, cash costs, capital investment and timing to completion on the final leg of the Northgate production shaft, information as to our strategy, plans and future financial and operating performance, such as our expansion plans, project timelines, production plans, projected cash flows or capital expenditure levels, cost estimates, mining or milling methods, projected exploration results, resource and reserve estimates, other statements that express our expectations or estimates of future performance, the success of exploration activities, our ability to delineate additional resources and reserves as a result of such programs, statements regarding the advancement of the Lynn Lake district, the completion of a feasibility study on the Lynn Lake Project within the indicated timeframe, mineral reserves and mineral resources and anticipated grades, exploration expenditures, costs and timing of any future development, costs and timing of future exploration and our intentions regarding our investment in Carlisle, the presence of and continuity of metals at Kemess East at modeled grades. Forward-looking statements are necessarily based upon a number of factors and assumptions that, while considered reasonable by management at the time of making such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements. Such factors and assumptions underlying the forward-looking statements in this presentation include, but are not limited to: changes to current estimates of mineral reserves and resources; fluctuations in the price of gold; changes in foreign exchange rates (particularly the Canadian dollar, Mexican peso and U.S. dollar); the impact of inflation; changes in our credit rating; any decision to declare a quarterly dividend; employee relations; litigation; disruptions affecting operations; availability of and increased costs associated with mining inputs and labor; development delays at the Young-Davidson mine; operating or technical difficulties in connection with mining or development activities; inherent risks associated with mining and mineral processing; the risk that the Young-Davidson and El Chanate mines may not perform as planned; uncertainty with our ability to secure capital to execute our business plans; the speculative nature of mineral exploration and development, including the risks of obtaining necessary licenses, permits, authorizations and/or approvals from the appropriate regulatory authorities for the Kemess Underground and Lynn Lake projects; contests over title to properties; changes in national and local government legislation in Canada, Mexico and other jurisdictions in which we carry on or may carry on business in the future; risk of loss due to sabotage and civil disturbances; the impact of global liquidity and credit availability and the values of assets and liabilities based on projected future cash flows; risks arising from holding derivative instruments; business opportunities that may be pursued by us, as well as those factors discussed under “Risk Factors” in our most recent Form 40-F / Annual Information Form. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this presentation. Such statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to, the assumptions set forth in our most recent Form 40-F/Annual Information Form. Readers are cautioned that forward-looking statements are not guarantees of future performance. All of the forward-looking statements made in this presentation are qualified by these cautionary statements. Specific reference is made to the most recent Form 40-F/Annual Information Form on file with the SEC and Canadian provincial securities regulatory authorities for a discussion of some of the factors underlying forward-looking statements. There can be no assurance that forward-looking statements or information will prove to be accurate. Accordingly, investors should not place undue reliance on the forward-looking statements or information contained herein. We disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.

Cautionary Note to U.S. Investors Concerning Measured, Indicated and Inferred Resources This presentation uses the terms "measured", "indicated" and "inferred” resources. We advise investors that while those terms are recognized and required by Canadian regulations, the United States Securities and Exchange Commission does not recognize them. “Inferred resources” have a great amount of uncertainty as to their existence and as to their economic and legal feasibility. It cannot be assumed that all or any part of an inferred resource will ever be upgraded to a higher category. Under Canadian rules, estimates of inferred mineral resources may not form the basis of feasibility or other economic studies. United States investors are cautioned not to assume that all or any part of measured or indicated mineral resources will ever be converted into mineral reserves. United States investors are also cautioned not to assume that all or any part of an inferred mineral resource exists, or is economically or legally mineable.

AuRico Cautionary Statement

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John McCluskey President & Chief Executive Officer

Jamie Porter

Chief Financial Officer

Charles Tarnocai VP, Corporate Development

Scott Perry President & Chief Executive Officer

Peter MacPhail

EVP & Chief Operating Officer

Chris Richter SVP, Corporate Development

Call Participants

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Page 5: AuRico Gold / Alamos Gold Merger Presentation

• Creation of a leading intermediate gold producer with diversified production from three North

American mines - Two flagship, long-life mines in Young-Davidson and Mulatos - Additional steady state production from El Chanate

• Peer-leading production growth profile from high-quality assets in safe jurisdictions - Expected production of 375-425k oz Au in 2015 – potential to grow to over 700k oz Au annually - Anchored by low-cost Kirazlı, Ağı Dağı & Esperanza advanced stage development projects - Further long-term growth through Lynn Lake and Quartz Mountain

• Strong combined balance sheet - Positive net cash position and growing cash flow generation to fund organic growth

• Enhanced market attractiveness - Increased trading liquidity - Realization of meaningful synergies in Canada and Mexico - Participation in an attractive SpinCo with significant unlocked value in the Kemess project,

diversified royalty revenues and led by a strong management team • Compelling merger of equals that combines two complementary and highly experienced teams

- Premier mine building and evaluation teams to unlock full value of portfolio

Transaction Rationale

5 Source: Company disclosure.

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Transaction Summary

• Merger of equals transaction with 50/50 pro forma ownership • Total transaction value of ~US$1.5 billion • SpinCo (to be distributed to all MergeCo shareholders) comprised of:

- the Kemess project located in British Columbia; - a 1.5% NSR royalty on the Young-Davidson mine in Ontario; - the existing 2% and 1% NSR royalties on the Fosterville and Stawell mines in Australia; and - US$20MM in cash

• MergeCo to retain a 4.9% interest in SpinCo • Alamos private placement into AuRico for 9.9% interest at a price of US$2.99 per share (1), for total gross

proceeds to AuRico of ~US$83 million (not contingent on completion of merger transaction)

Consideration • Each Alamos share will be exchanged for 1 MergeCo share, 1 SpinCo share and US$0.0001 cash • Each AuRico share will be exchanged for 0.5046 MergeCo shares and 0.5046 SpinCo shares

Conditions • Structured as a plan of arrangement • 66⅔% shareholder approvals required for both companies • Customary regulatory and court approvals

Governance • MergeCo board to consist of ten members, with equal contribution from both companies • MergeCo to be headed by John McCluskey as CEO and Alan Edwards as Chairman • SpinCo to be headed by Chris Richter as CEO, Robert Chausse as CFO and Scott Perry as Executive Chairman

Other

• Unanimous support of the Board of Directors of both Alamos and AuRico • Senior officer and director lock-ups • Customary non-solicitation covenants, subject to normal fiduciary outs, and right to match • US$28.4 million termination fee payable to Alamos, US$37.5 million termination fee payable to AuRico

Timeline • Shareholder meetings and transaction expected to close in Q2

Setting A New Standard

6 (1) Equal to AuRico’s closing price on the New York Stock Exchange on April 10, 2015.

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Units Alamos AuRico MergeCo (1)

Share Price (NYSE) (US$) $5.89 $2.99 $5.89

Basic Shares Outstanding (MM) 127.4 253.5 254.8

Basic Market Capitalization (US$MM) $750 $758 $1,501

Cash & Short-Term Investments (US$MM) $358 $89 $427

Debt (US$MM) -- $333 $333

Enterprise Value (US$MM) $392 $1,002 $1,406

Source: Company disclosure and FactSet. Note: Based on audited annual financial statements for each company for the period ended December 31, 2014. (1) MergeCo figures calculated based on Alamos’ April 10, 2015 closing price on the NYSE. MergeCo cash balance adjusted for US$20MM cash transferred to SpinCo.

MergeCo Capitalization Summary

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Page 8: AuRico Gold / Alamos Gold Merger Presentation

• High quality, diversified gold production from three North American mines

• Leading intermediate gold producer with a robust growth profile and diversified asset base • Enhanced capital markets attractiveness • Increased trading liquidity

• Strong combined balance sheet with increased financial flexibility • Superior cash flow growth profile • Significant synergies

• Significant unlocked value in Kemess project • Diversified royalty revenues • Strong management team

Benefits to All Shareholders

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• Extensive portfolio of low cost development stage assets in safe jurisdictions that can be advanced in a disciplined manner

• Combination of two complementary and highly experienced teams • Significant open pit, heap leach and underground mining expertise

Diversified production

Leading growth profile

Significant re-rating potential

Strong financial position

Complementary management teams

Exposure to SpinCo

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MergeCo Portfolio – Best In Class

9 Source: Company disclosure. Note: Resources inclusive of reserves. See slides 31 to 36 for detailed information regarding mineral reserves and resources for Alamos and AuRico. (1) Exclusive of royalties. (2) Option to earn an additional 35% interest in the project.

MULATOS

2015E Au Production 150-170k oz 2015E Au Cash Costs (1) US$800/oz 2P Au Reserves 1.7MM oz Total Au Resources 4.8MM oz

EL CHANATE

2015E Au Production 65-75k oz 2015E Au Cash Costs US$675-775/oz 2P Au Reserves 0.6MM oz Total Au Resources 0.7MM oz

QUARTZ MOUNTAIN

Stage Advanced Exploration

Total Au Resources 2.8MM oz

YOUNG-DAVIDSON

2015E Au Production 160-180k oz 2015E Au Cash Costs US$675-775/oz 2P Au Reserves 3.8MM oz Total Au Resources 5.6MM oz

AĞI DAĞI

Stage Permitting Est. Annual Production 143k oz Est. Cash Costs US$611/oz Total Au Resources 1.9MM oz

Producing Assets

Exploration / Development Assets

Toronto Head Office

ESPERANZA

Stage Permitting Est. Annual Production +100k oz Est. Cash Costs ~US$500/oz Total Au Resources 1.1MM oz

KIRAZLI

Stage Permitting Est. Annual Production 99k oz Est. Cash Costs US$515/oz Total Au Resources 0.9MM oz

ÇAMYURT

Stage Resource Dev. Total Au Resources 0.6MM oz

LYNN LAKE JV (25%)(2)

Stage Feasibility Est. Annual Production 145k oz Est. Cash Costs US$530/oz Att. Au Resources 1.2MM oz

ORION JV (50%)

Stage Exploration Att. Au Resources 0.1MM oz

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Combined annual production potential > 700k oz Source: Company disclosure.

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Diversified Portfolio of Quality Assets

Producing Assets in Top Mining Jurisdictions

Strong Development Pipeline

Exploration

• Young-Davidson (Canada): Flagship long-life underground gold mine • Mulatos (Mexico): Flagship open pit, heap leach operation • El Chanate (Mexico): Stable open pit, heap leach operation

• Kirazlı, Ağı Dağı & Çamyurt (Turkey): Advanced stage, low cost, open pit, heap leach development projects

• Esperanza (Mexico): Low cost, low capital intensity open pit, heap leach project • Lynn Lake (Canada): Advanced high-grade open pit gold project

• Quartz Mountain (USA): Advanced exploration project with large resource

• Orion (Mexico): 50% ownership with Minera Frisco S.A. de C.V.

Page 11: AuRico Gold / Alamos Gold Merger Presentation

200

300

400

500

600

700

800

900

2015E(Midpoint of

Guidance)

2016E 2017E 2018E

Gol

d Pr

oduc

tion

(k o

z)

$0

$100

$200

$300

$400

$500

2015E 2016E 2017E 2018E

Ope

ratin

g Ca

sh F

low

(US$

MM

)

Strong Organic Growth Profile

11 Source: Analyst estimates. (1) Consensus operating cash flow estimates adjusted for royalties transferred to SpinCo and potential synergies realized by MergeCo.

Y-D, Mulatos ,El Chanate,

Esperanza, Turkey, Quartz Mounta in,

Lynn Lake

Y-D, Mulatos ,El Chanate,

Esperanza, Turkey, Quartz Mounta in,

Lynn Lake

Consensus Gold Production (k oz) Consensus Operating Cash Flow (US$MM)(1)

Page 12: AuRico Gold / Alamos Gold Merger Presentation

6.2

19.7

P&P Reserves Total Reserves & Resources

P&P Reserves Total Reserves & Resources

Production77%

Development23%

Canada50%

Mexico33%

Turkey17%

Larger, Diversified Portfolio in Safe Political Jurisdictions

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Gold Mineral Reserves & Resources (MM oz) Pro Forma Asset Breakdown (2)

Consensus NPV by Geography

Consensus NPV by Stage

Source: Company disclosure and analyst estimates. Note: See slides 31 to 36 for detailed information regarding mineral reserves and resources for Alamos and AuRico. (1) M&I and inferred resources inclusive of P&P reserves. (2) Adjusted for 1.5% NSR royalty on Young-Davidson transferred to SpinCo.

(1)

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$358 $347 $319 $234

$126 $94 $21

($74)

($244) ($274)($365)

($517)

Alamos Alacer Centerra IAMGOLD Tahoe MergeCo SEMAFO Primero AuRico B2Gold Detour New Gold

$2.8

$1.8$1.6 $1.5 $1.4

$1.2$1.0

$0.8 $0.8 $0.8 $0.7 $0.6

Tahoe New Gold Detour MergeCo B2Gold Centerra SEMAFO IAMGOLD AuRico Alamos Alacer Primero

Source: Company disclosure and FactSet. (1) Based on audited annual financial statements for each company for the period ended December 31, 2014. Adjusted for US$20MM cash transferred to SpinCo. 13

Strong Financial Foundation

Basic Market Capitalization (US$Bn)

Net Cash / (Debt) (US$MM)

(1)

Page 14: AuRico Gold / Alamos Gold Merger Presentation

80% 77%70%

33% 31% 29%20% 16%

6%

(14%)

MergeCo SEMAFO B2Gold Tahoe Primero New Gold Detour Alacer Centerra IAMGOLD

799710

625565 551 528

435

298 258

151

IAMGOLD B2Gold Tahoe Detour Centerra MergeCo New Gold SEMAFO Primero Alacer

Source: Analyst estimates. (1) Based on Au Eq. figures; Au Eq. figures based on long-term consensus metal price estimates. 14

Peer Leading Production Growth

2015E – 2018E Average Consensus Gold Production (k oz)

2015E – 2018E Consensus Gold Production Growth (%)

(1)

(1)

Page 15: AuRico Gold / Alamos Gold Merger Presentation

$236

$157$128 $125 $113

$93 $82 $78 $71 $60 $47$17

Randgold Agnico Eagle SEMAFO Primero Tahoe Detour B2Gold New Gold MergeCo Centerra Alacer IAMGOLD

1.4x1.3x

1.0x 1.0x 0.9x 0.9x0.8x 0.8x

0.7x 0.7x 0.7x 0.7x

Agnico Eagle Randgold SEMAFO Tahoe New Gold Alacer B2Gold Primero MergeCo IAMGOLD Centerra Detour

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Compelling Valuation

Consensus P/NAV

Enterprise Value / Gold Resources (US$/oz)

Source: Analyst estimates, company disclosure and FactSet. (1) Based on Au Eq. figures; Au Eq. figures based on long-term consensus metal price estimates.

Premium Intermediate Multiples

Premium Intermediate Multiples

(1)

Page 16: AuRico Gold / Alamos Gold Merger Presentation

MergeCo Leadership

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Executive Team Board of Directors

• John McCluskey – President, CEO & Director - Current President, CEO & Director of Alamos - Over 30 years of industry experience - Previously founded Grayd Resource Corporation and Co-

founded Alamos • Peter MacPhail – COO

- Current COO of AuRico - Over 25 years of industry experience - Formerly COO of Northgate Minerals

• Jamie Porter – CFO

- Current CFO of Alamos - Over 15 years of industry experience - Former Controller and Vice President of Finance for Alamos

• Alan Edwards – Chairman - Current Chairman of AuRico - Over 30 years of industry experience - Former CEO of Oracle Mining, President & CEO of Copper

One, CEO of Frontera Copper, and EVP & COO of Apex Silver Mines

• John McCluskey – President, CEO & Director

• Scott Perry

- Current President, CEO and Director of AuRico - Over 17 years of industry experience - Previously held senior roles with Barrick and Highland Gold

Mining

• Remaining directors to be nominated upon completion of the transaction

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Ownership • MergeCo to own 4.9% of SpinCo

• Balance to be owned by Alamos and shareholders on a 50/50 basis

High-Quality Assets

• Kemess is a high-quality, copper-gold porphyry development project located in a safe jurisdiction

• Long-life and growing cash flow from Young-Davidson 1.5% NSR

• Royalties on two gold mines with a track record of reserve replacement - Fosterville (2% NSR) and Stawell (1% NSR)

Investment Highlights

• Creation of well-funded, cash flowing company with significant growth potential

• Potential to unlock significant value of Kemess and the royalties

• Complementary asset base as royalty income funds Kemess advancement

• Removes Kemess financing requirement from MergeCo

• Strong management led by Chris Richter as CEO, Robert Chausse as CFO and Scott Perry as Executive Chairman

Balance Sheet • US$20 million cash

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SpinCo Overview

Kemess Young-Davidson Fosterville Stawell

Source: Company disclosure.

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• Two flagship, long-life assets in mining friendly jurisdictions

• Leading growth profile with extensive portfolio of quality development stage assets

• Significant exploration potential at all existing operations

• Strong financial position and cash flow generation to fund future growth organically

• Enhanced capital markets profile and increased liquidity

• Significant re-rating potential as a leading intermediate, with production growth from ~400k oz of gold in 2015 to over 700k oz annually

• Proven management team with successful track record of building and operating mines globally

• Exposure to SpinCo with significant unlocked value in the Kemess project, diversified royalty revenues and led by a strong management team

The New Intermediate Producer

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Building a well financed, diversified leader in the intermediate gold sector

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ALAMOS GOLD INC. Scott K. Parsons, CFA Director, Investor Relations

416.368.9932 x 439 [email protected]

AURICO GOLD INC. Anne Day

Vice President, Investor Relations and Communications 647.260.8880

[email protected]

Page 20: AuRico Gold / Alamos Gold Merger Presentation

APPENDIX

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Young-Davidson Mine

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Location: Ontario

Ownership: 100% interest

Stage: Producing

• One of Canada’s largest underground gold mines

• Young-Davidson underground commenced commercial production in October 2013

- Open pit mine in operation from September 2012 to June 2014

• In 2014, produced 157k oz Au at cash costs of US$825/oz Au

• The ramp-up at the underground operation is expected to increase production by up to 14% in 2015 to be in the range of 160-180k oz

• Cash costs are expected to decline by up to 18% to between US$675-775/oz and all-in sustaining costs expected to decline by up to 12% to between US$950-US$1,050/oz

• 15 year mine life based on year end 2014 reserves

• Large resource base and exploration potential to support mine life extension

Source: Company disclosure. Note: See slides 31 to 36 for detailed information regarding mineral reserves and resources for Alamos and AuRico.

2013 2014 2015E

Gold Production (k oz) 120.7 156.8 160-180

Underground Cash Costs (US$/oz) $663 $719 $600-700

Open Pit Cash Costs (US$/oz) $757 $1,071 $1,100-1,200

Total Cash Costs (US$/oz) $744 $825 $675-775

Capital Investment (US$MM) $191 $135 $85-95

Projected Asset Life (years) +20

P&P Au Reserves (MM oz) 3.8

P&P Au Grade (g/t) 2.63

Total Au Resources (MM oz) 5.6

Total Au Resources Grade (g/t) 2.72

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3,000

4,140

6,000

8,000 8,000

2013 2014 2015E 2016E 2017E

Ore

Ton

nes

per D

ay

• In 2014, accelerated capital investment initiatives supported higher than expected productivity throughout the underground operation

- Young-Davidson exceeded the year-end target of 4,000 tpd

• The shaft hoisting system will continue to facilitate significant increases in underground activities and corresponding cost efficiencies

• Young-Davidson is well positioned to achieve the 2015 year-end target of 6,000 tpd and an ultimate productivity level of 8,000 tpd at the end of 2016

• Underground ramp-up is expected to drive down the underground unit costs by 17% in 2015

Young-Davidson Ramp-Up

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Significant Gold Production Growth

Production Ramp-Up (Year End Exit Rates)

Source: Company disclosure.

-

50

100

150

200

250

2012 2013 2014 2015E 2016E 2017E

Gol

d O

unce

s (k

oz)

YE target of 2,000tpd

YE target of 4,000tpd

170 U/G miners

207 U/G miners

240 U/G miners

240 U/G miners

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Mulatos Mine

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Location: Sonora State, Mexico

Ownership: 100% interest

Stage: Producing

• Conventional open pit, heap leach operation

• Achieved commercial production in 2006

• Through expansion and productivity improvements processing rate has increased from 10k to 17.9k tpd

• High grade San Carlos underground ore processed through gravity-flotation mill

• Higher leach pad grades and lower strip expected to benefit costs in 2016

• Generated ~$350m in free cash flow to date

• Mine life of 7 years based on YE 2014 reserves

• Large resource base and exploration package of 30.3k ha to support further mine life expansion

Source: Company disclosure. Note: See slides 31 to 36 for detailed information regarding mineral reserves and resources for Alamos and AuRico. (1) Inclusive of royalties, assuming a US$1,200/oz gold price.

2013 2014 2015E

Gold Production (k oz) 190.0 140.5 150-170

Total Cash Costs (US$/oz) $496 $703 $865(1)

Capital Investment (US$MM) $39.6 $51.9 $40.6

Current Reserve Life (years) 7

P&P Au Reserves (MM oz) 1.7

P&P Au Grade (g/t) 1.16

Total Au Resources (MM oz) 4.8

Total Au Resources Grade (g/t) 1.11

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Source: Company disclosure.

1.27 1.03

0.70

0.90

1.10

1.30

2015 Guidance LOM Remaining StripRatio (2014)

-19%

Mulatos Mine – Lower Costs in 2016 & ‘17

24

0.80 0.94

0.500.600.700.800.901.00

2015 Guidance Mineral Reserve Grade(2014)

+18%

Lower Costs in 2016 Higher Production, Lower Costs in 2017

• Low cost production growth from La Yaqui in Q4 2016 & Cerro Pelon in 2017

• Production additive

- Average production of 33k oz per year

- Average total cash costs US$490/oz

• Significant exploration potential

Open Pit, Heap Leach Grade (g/t)

Strip Ratio

Page 25: AuRico Gold / Alamos Gold Merger Presentation

El Chanate Mine

25

Location: Sonora State, Mexico

Ownership: 100% Interest

Stage: Production

• Open pit, heap leach operation

• Consistent production of up to 75k oz Au since AuRico acquired the asset in 2011

• 2014 Au production of 67k oz at cash costs of US$669/oz

• 2015 Au production guidance of 65-75k oz Au at cash costs of US$675-775/oz and all-in sustaining costs of US$950-1,050/oz

• In 2015, drilling will be focused on the expanded land package located along the prospective El Chanate Trend

Source: Company disclosure. Note: See slides 31 to 36 for detailed information regarding mineral reserves and resources for Alamos and AuRico.

2014 2015E

Gold Production (k oz) 67.3 65-75

Total Cash Costs (US$/oz) $669 $675-775

Capital Investment (US$MM) $26.1 $17.5-20

P&P Au Reserves (MM oz) 0.646

P&P Au Grade (g/t) 0.74

Page 26: AuRico Gold / Alamos Gold Merger Presentation

Kirazlı Project

26

Location: Turkey

Ownership: 100% interest

Stage: Development

• Low cost, low capital intensity conventional open pit, heap leach project

• After-tax IRR of 39% as per June 2012 pre-feasibility study

• No material increase in capital expected from 2012 PFS

• Operating costs expected to benefit from

- Depreciation of Turkish Lira

- Decrease in diesel price (US$ in Turkey)

Source: Company disclosure.

2012 Pre-Feasibility Study Highlights

Projected Mine Life (years) 5

Throughput (tpd) 15,000

LOM Avg. Au Grade (g/t) 0.75

LOM Avg. Annual Production 99k oz Au / 601k oz Ag

LOM Avg. Total Cash Costs (US$/oz) $515

Development Capex (US$MM) $146

Total Capex (US$MM) $166

Page 27: AuRico Gold / Alamos Gold Merger Presentation

Ağı Dağı Project

27

Location: Turkey

Ownership: 100% interest

Stage: Development

• Conventional open pit, heap leach project

• Positive cash flows from Kirazlı is expected to subsidize the construction of Ağı Dağı

• Significant opportunities to enhance economics through the following:

- Incorporating higher grade Çamyurt deposit

- Steeper pit slopes

- Portions of deposit not drilled due to location in water protection zones – protections to be removed with construction of reservoir

- Relatively unexplored – further drilling required on portions of deposit with forestry permits

Source: Company disclosure.

2012 Pre-Feasibility Study Highlights

Projected Mine Life (years) 7

Throughput (tpd) 30,000

LOM Avg. Au Grade (g/t) 0.55

LOM Avg. Annual Production 143k oz Au / 271k oz Ag

LOM Avg. Total Cash Costs (US$/oz) $611

Development Capex (US$MM) $278

Total Capex (US$MM) $327

Page 28: AuRico Gold / Alamos Gold Merger Presentation

Esperanza Gold Project

28 Source: Company disclosure.

Location: Morelos State, Mexico

Ownership: 100% Interest

Stage: Development

• Low cost, low capital intensity open pit, heap leach project

• Excellent infrastructure; low technical risk

• Average annual production potential >100k oz

• All-in sustaining costs expected to be ~US$750/oz

• Strong support from local community

• EIA resubmission planned in H1 2015

2011 Preliminary Economic Assessment Highlights

Avg. Annual Gold Production (k oz) 103

Cash Costs (net of by-products) (US$/oz) $499

Initial Capex (US$MM) $114

Sustaining Capex (US$MM) $7

Gold Recoveries (%) 75%

Silver Recoveries (%) 25%

LOM Strip Ratio (W:O) 2.2

After-Tax NPV5% (US$MM) $122

Metal Price Assumptions (US$/oz) Au - $1,150 / Ag - $21

Page 29: AuRico Gold / Alamos Gold Merger Presentation

Quartz Mountain Project

29 Source: Company disclosure. (1) Historic column recovery tests for gold at Quartz Mountain varied between 74% and 88% for the felsic rock hosted mineralization; see Orsa Ventures press release dated February 12, 2013. (2) See slides 31 to 36 for detailed information regarding mineral reserves and resources for Alamos and AuRico.

Quartz Butte

Crone Hill

Location: Oregon, United States

Ownership: Right to earn a 100% interest

Stage: Advanced exploration

• Located on northern extension of the prolific Basin and Range Province of Nevada

• Acquisition cost $3.5MM, with additional C$3MM due on completion of feasibility study and C$15MM or 2% NSR upon successful permitting

• Low strip ratio, favourable metallurgy (1)

• Initial drill permit granted in Q3 2014

• 8,000m exploration program currently underway

• Inferred gold resource of 2.8MM oz at 0.8 g/t (2)

• Significant exploration potential on existing projects, recently acquired land package

Page 30: AuRico Gold / Alamos Gold Merger Presentation

Lynn Lake Project

30

2014 Preliminary Economic Assessment Highlights (1)

Mine Type Open Pit

Au Grade (g/t) 2.2

Au M&I Resources (MM oz) 1.5

Avg. LOM Annual Mill Production (k oz) 145

Avg. LOM Cash Costs (C$/oz) $530

Initial Capex (C$MM) $185

Projected Mine Life (years) 12

NPV5% (C$MM) $257

Metal Price Assumptions (US$/oz) Au - $1,100 / Ag - $18

Source: Company disclosure. (1) For more information regarding the Lynn Lake District, please refer to the press release issued by Carlisle Goldfields dated February 27, 2014 titled

Carlisle Announces Optimized PEA of the Farley and MacLellan deposits at Lynn Lake returns Post-Tax IRR of 26.3% at US$1,100 gold price.

Life of Mine Production Profile (1)

Location: Manitoba, Canada

Ownership: 25% (earn-in up to 60%)

Stage: Feasibility study

• Strategic, low-risk opportunity in early-stage, highly-prospective Lynn Lake Mining District

• Significant new value creating opportunity following inexpensive C$10MM upfront investment (2014)

• One of the highest grade open pit deposits in Canada with significant exploration potential

• Existing infrastructure in place, low power rates of C$0.027/kwh

• Significant 2015 resource delineation and extension drilling program ($5MM to $10MM)

• MergeCo is the operator and has controlling representation on management committee

• Right to earn a 60% ownership interest by funding up to C$20MM over 3 years and delivering a feasibility study

0

50

100

150

200

250

1 2 3 4 5 6 7 8 9 10 11 12

Gold

(k

ounc

es p

er y

ear)

Life of Mine (years)

Page 31: AuRico Gold / Alamos Gold Merger Presentation

Tonnes Grade Contained Metals (000's)

(000's) Au (g/t) Au (oz)

Mulatos Mine 36,025 0.94 1,088UG Reserves 679 6.72 146Existing Stockpiles 5,720 1.51 277La Yaqui 1,574 1.58 80Cerro Pelon 2,617 1.67 141

Total 46,615 1.16 1,732

Proven and Probable Reserves as at December 31, 2014

Alamos Mineral Reserve Estimates

31 Note: See slide 33 for notes to reserves and resources.

Page 32: AuRico Gold / Alamos Gold Merger Presentation

Cut-off Tonnes Tonnes

(g/t) (000's) Au (g/t) Ag (g/t) Au (oz) Ag (oz) (000's) Au (g/t) Ag (g/t) Au (oz) Ag (oz)

Mulatos 0.5 76,850 1.06 2,625 6,629 0.98 209San Carlos UG 2.5 505 5.64 92 403 4.53 59El Realito 0.3 1,581 1.06 54 91 0.73 2Carricito 0.3 1,355 0.82 36 900 0.74 22Esperanza 0.4 34,352 0.98 8.09 1,083 8,936 718 0.80 15.04 18 347

Total 114,643 1.06 8.09 3,889 8,936 8,741 1.10 15.04 309 347

Agi Dagi 0.2 90,052 0.59 4.09 1,695 11,849 16,760 0.46 245 1,534Kirazli 0.2 32,734 0.72 8.74 758 9,202 5,689 0.59 108 1,638Camyurt 0.2 17,721 0.89 6.14 509 3,496 2,791 0.95 85 518

Total 140,507 0.66 5.36 2,961 24,548 25,240 0.54 438 3,690

Quartz Mountain0.21 Oxide

0.58 sulphide 110,448 0.80 2,848

Combined Total 6,850 33,484 3,595 4,037

United States

Mexico

Turkey

Total Measured & Indicated Resources as at December 31, 2014

Total Inferred Resources as at December 31, 2014

Grade Contained Metals (000's) Grade Contained Metals (000's)

Alamos Mineral Resource Estimates

32 Note: See slide 33 for notes to reserves and resources.

Page 33: AuRico Gold / Alamos Gold Merger Presentation

Alamos Notes to Reserve & Resource Estimates

33

Notes to Mineral Reserve and Resource tables:

• The Company’s mineral reserves as at December 31, 2014 are classified in accordance with the Canadian Institute of Mining Metallurgy and Petroleum’s “CIM Standards on Mineral Resources and Reserves, Definition and Guidelines” as per Canadian Securities Administrator’s NI 43-101 requirements.

• Tonnes are rounded to the closest “000s” and grades are rounded to the closest “0.00”s.

• The mineral reserve estimate for the Mulatos Mine incorporates the Estrella, Escondida, Puerto del Aire, El Salto, Mina Vieja, El Victor, and San Carlos areas.

• Mineral reserve cut-off grade for the Mulatos Mine is determined as a net of process value of $0.10 per tonne for each model block. The determination was based on a $1,250 per ounce gold price, a December 31, 2014 resource and recovery model, and the 2015 budget costs based on the actual cost figures from current mining operations.

• Pit-contained mineral reserves for the San Carlos include 740,000 tonnes grading 1.33 g/t Au for 31,566 ounces.

• Underground reserves are design-contained and reported at a 3.27 g/t Au cut-off grade, with a 5% mining loss and 10% dilution at a 0.0 g/t Au grade, a 75% mill recovery, and an incremental cut-off grade of 1.16 g/t Au.

• Mineral reserve gold cut-off grade for the La Yaqui Pit is a 0.30 g/t gold. The determination was based on a $1,250 per ounce gold price, a May 2009 resource model, gold recovery from mining operations, and the 2015 budget costs based on the actual cost figures from mining operations.

• Mineral reserve gold cut-off grade for the Cerro Pelon Pit is determined as a net of process value of $0.10 per tonne, for each model block. The determination was based on a $1,250 per ounce gold price, a November 2009 resource model, gold recovery from mining operations, and the 2015 budget costs based on the actual cost figures from mining operations.

• The updated mineral resource estimate at Mulatos incorporates the Estrella, Escondida, Puerto del Aire, El Salto, Mina Vieja, El Victor, and San Carlos areas.

• In-pit measured and indicated mineral resource blocks are exclusive of pit-contained reserves.

• Measured and indicated and inferred mineral resources outside of the Mulatos Mine have no economic restrictions and are tabulated by gold cut-off grade.

• Measured and indicated and inferred resources at Carricito and El Realito are pit-constrained, applying a $1,400/oz gold price, 55° pit slopes, and a $2.52/t mining cost, $9.11/t process + G&A cost.

• Measured and indicated and inferred resources for the Ağı Dağı project, which includes the Baba, Ayitepe, Deli, and Fire Tower zones, are pit constrained with cut-off determined as a net of process value of $0.10 per tonne, for each model block. The determination was based on a US$1,400 per ounce gold price and a US$22.00 per ounce silver price, a December 31, 2013 resource model, pit slope angles ranging from 40° to 48°, and estimated costs and recoveries based on the pre-feasibility study specifications. The resources were then tabulated by gold cut-off grade.

• Measured and indicated, and inferred resources for the Kirazli project, including Rockpile, are pit constrained with cut-off determined as a net of process value of $0.10 per tonne, for each model block. The determination was based on a US$1,400 per ounce gold price and a US$22.00 per ounce silver price, a December 31, 2013 resource model, pit slope angles ranging from 38° to 48°, and estimated costs and recoveries based on the pre-feasibility study specifications. The resources were then tabulated by gold cut-off grade.

• Measured and indicated and inferred resources for the Çamyurt project are pit-constrained with cut-off determined as a net of process value of $0.10 per tonne, for each model block. The determination was based on a $1,400 per ounce gold price and a $22.00/oz silver price, a December 31, 2013 resource model, average pit slope angle of 45°, and estimated costs and recoveries based on the prefeasibility study specifications. The resources were then tabulated by gold cut-off grade.

• Mineral resources are not mineral reserves and do not have demonstrated economic viability.

Page 34: AuRico Gold / Alamos Gold Merger Presentation

AuRico Mineral Reserve Estimates

34 Note: See slide 36 for notes to reserves and resources.

Tonnes

(000's) Au (g/t) Ag (g/t) Cu (%) Au (oz) Ag (oz) Cu (lbs)

YD Surface 2,501 0.76 61YD UG 42,773 2.74 3,763Kemess UG 100,373 0.56 2.00 0.28% 1,805 6,608 619,151

Total 145,647 1.20 2.05 0.28% 5,629 6,608 619,151

El Chanate 27,213 0.74 646

Combined Total 6,274 6,608 619,151

Proven and Probable Reserves as at December 31, 2014

Canada

Mexico

Grade Contained Metals (000's)

Page 35: AuRico Gold / Alamos Gold Merger Presentation

Tonnes Tonnes

(000's) Au (g/t) Ag (g/t) Cu (%) Au (oz) Ag (oz) Cu (lbs) (000's) Au (g/t) Ag (g/t) Cu (%) Au (oz) Ag (oz) Cu (lbs)

YD Surface 1,739 1.23 69 31 1.00 1YD UG 13,946 3.19 1,430 3,608 2.76 320Kemess UG 65,432 0.41 1.81 0.24% 854 3,811 346,546 9,969 0.39 1.57 0.21% 125 503 46,101Kemess East 55,864 0.52 2.00 0.41% 939 3,601 503,663 117,152 0.38 1.79 0.34% 1,424 6,739 871,407Lynn Lake 10,076 2.03 657 12,676 1.28 522

Total 147,057 0.84 1.90 0.32% 3,949 7,412 850,209 143,436 0.52 1.77 0.33% 2,392 7,242 917,508

El Chanate 2,764 0.78 69 184 0.34 2Orion 554 3.65 308.96 65 5,503 91 3.42 95.00 10 275

Total 3,318 1.26 308.96 134 5,503 275 1.36 95.00 12 275

Combined Total 4,083 12,915 850,209 2,404 7,517 917,508

Canada

Mexico

Total Measured & Indicated Resources as at December 31, 2014

Total Inferred Resources as at December 31, 2014

Contained Metals (000's)Grade Grade Contained Metals (000's)

AuRico Mineral Resource Estimates

35 Note: See slide 36 for notes to reserves and resources.

Page 36: AuRico Gold / Alamos Gold Merger Presentation

AuRico Notes to Reserve & Resource Estimates

36

Notes to Mineral Reserve and Resource tables:

• Mineral Reserves and Resources have been stated as at December 31, 2014.

• Mineral Resources are exclusive of Mineral Reserves. Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability.

• El Chanate and Young-Davidson assumed a gold price of $1,250 per ounce for reserves and $1,450 per ounce for resources.

• Kemess Underground assumed a gold price of $1,300 per ounce, a silver price of $23.00 per ounce for silver, and a copper price of $3.00 per pound for reserves. Kemess Underground assumed a $13.00 NSR cutoff for resources. Kemess East assumed a $15.00 NSR cutoff for resources.

• Lynn Lake assumed a gold price of $1,555 per ounce for resources.

• Orion assumed a gold price of $850 per ounce and a silver price of $13.00 per ounce for resources.

• Mineral Reserves assume the following cutoff grades and process recoveries:

- Young-Davidson – Surface: 0.50 gpt cutoff, 91% mill recovery

- Young-Davidson – Underground: 1.90 gpt cutoff, 91% mill recovery

- El Chanate: 0.15 gpt cutoff, 30%-65% leach recovery

- Kemess Underground: $15 NSR cutoff, mill recovery of 72% for gold and 91% for copper

• Mineral Resources and Mineral Reserves have been classified in accordance with Canadian Institute of Mining, Metallurgy and Petroleum (“CIM”) “CIM Definition Standards – For Mineral Resources and Mineral Reserves” adopted by the CIM Council in accordance with the requirements of National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”), as is required by Canadian securities regulatory authorities. In addition, while the terms “Measured”, “Indicated and “Inferred” Mineral Resources are required pursuant to NI 43-101, the SEC does not recognize such terms. Canadian standards differ significantly from the requirements of the SEC, and mineral resource information contained herein is not comparable to similar information regarding mineral reserves disclosed in accordance with the requirements of the SEC. Investors should understand that “Inferred” Mineral Resources have a great amount of uncertainty as to their existence and great uncertainty as to their economic and legal feasibility. In addition, investors are cautioned not to assume that any part or all of AuRico’s Mineral Resources constitute or will be converted into Reserves.

• Orion Mineral Resources are reflected on a 50% basis. Following the completion of a joint venture agreement, Minera Frisco, S.A.B. de C.V. has a 50% interest in the Orion project.

• Lynn Lake Mineral Resources are reflected on a 25% basis. AuRico acquired a 25% interest in the Lynn Lake properties in November 2014.

• Mineral Reserve and Resource tonnage and contained metal have been rounded to reflect the accuracy of the estimate, and numbers may not add due to rounding.

• The Company’s normal data verification procedures have been used in collecting, compiling, interpreting and processing the data used to estimate mineral reserves and mineral resources and data underlying the information, opinion and outlook contained herein. Independent data verification has not been performed.

• Mineral Resources were prepared under the supervision and review of Jeffrey Volk, CPG, FAusIMM, the Director of Reserves and Resources, for AuRico Gold Inc. Mineral Reserves were prepared under the supervision and review of Chris Bostwick, FAusIMM, the Senior Vice President Technical Services, for AuRico Gold Inc. Both Messrs Volk and Bostwick are “Qualified Persons” as defined by National Instrument 43-101.