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Focused on Production Focused on Growth Acquisition of Cerro Del Gallo December 2012 TSX:P NYSE:PPP

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AusCan Acquisition

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Page 1: AusCan Acquisition

Focused on Production Focused on Growth

Acquisition of Cerro Del Gallo December 2012

TSX:P NYSE:PPP

Page 2: AusCan Acquisition

TSX:P | NYSE:PPP

This presentation may contain “forward-looking” statements within the meaning of Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to future events or the anticipated performance of the Company and reflect management’s expectations or beliefs regarding such future events and anticipated performance. In certain cases, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, ”estimates”, ”forecasts”, ”intends”, ”anticipates” or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, ”could”, “would”, ”might”, or “will be taken”, “occur” or “be achieved”, or the negative of these words or comparable terminology. By their very nature forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual performance of the Company to be materially different from any anticipated performance expressed or implied by the forward-looking statements. Such factors include various risks related to the Company’s operations, including, without limitation, fluctuations in spot and forward markets for gold, silver and other metals, fluctuations in currency markets, changes in national and local governments in Mexico and the speculative nature of mineral exploration and development, risks associated with obtaining necessary exploitation and environmental licenses and permits, and the presence of laws that may impose restrictions on mining. A complete list of risk factors are described in the Company’s annual information form and will be detailed from time to time in the Company’s continuous disclosure, all of which are, or will be available, for review on SEDAR at www.sedar.com. This presentation uses the terms “measured resources”, “indicated resources” and “inferred resources”. The Company advises readers that although these terms are recognized and required by Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI43-101”)), the United States Securities and Exchange Commission does not recognize them. Readers are cautioned not to assume that any part or all of the mineral deposits in these categories will ever be converted in to reserves. In addition, “inferred resources” have a great amount of uncertainty as to their existence, and economic and legal feasibility. It cannot be assumed that all or any part of an inferred mineral 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 pre-feasibility studies, or economic studies, except for a Preliminary Assessment as defined under NI43-101. Investors are cautioned not to assume that part or all of an inferred resource exists, or is economically or legally mineable. Although the Company has attempted to identify important factors that could cause actual performance to differ materially from that described in forward-looking statements, there may be other factors that cause its performance not to be as anticipated. The Company neither intends nor assumes any obligation to update these forward-looking statements or information to reflect changes in assumptions or circumstances other than required by applicable law. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those currently anticipated. Accordingly, readers should not place undue reliance on forward-looking statements. Unless otherwise indicated, all dollar values herein are in US$.

Cautionary Statement

2

Page 3: AusCan Acquisition

TSX:P | NYSE:PPP

The New Primero

3

Increases Production1 (Gold Equivalent Ounces) Solid Production Base:

Long-life, high-grade producing San Dimas mine

Combines with advanced stage Cerro Del Gallo gold-silver-copper project

Strong Financial Position

Internally funded development of Cerro Del Gallo

Capital available for additional opportunities

Large Reserve and Resource Base

1.7 million AuEq. oz P+P Reserves and over 3.1 million AuEq. oz M+I Resources3

Experienced management & board

Substantial exploration upside at both projects

1. Primero’s gold equivalent reserves and resources are adjusted for the Silver Purchase agreement. 2. Based on 100% ownership of Cerro Del Gallo. Gold Equivalency based on long-term consensus prices of Gold

$1,350/oz, Silver $23.25/oz, Copper $7,447/t. 3. M+I Resources include Reserves.

Doubles Reserves and Triples Resources2 (Million Gold Equivalent Ounces)

110 130

165 161 161

59 99

110 130

165

220

260

2012E 2013E 2014E 2015E 2016E

Primero Cerro Del Gallo

0.8 0.9

1.0

2.3

1.7

3.1

P+P M+I

Primero Cerro Del Gallo

3

Page 4: AusCan Acquisition

TSX:P | NYSE:PPP

Transaction Rationale

4

Diversifies Primero from a single asset company to a multi-mine producer in Mexico

Delivers on Primero’s strategy of growth in low risk regions of the Americas

Strengthens growth profile and cash flows

Significantly increases reserves and resources

Utilizes Primero’s strong balance sheet and cash flows sufficient to fund Cerro Del Gallo development and additional opportunities

Additional exploration upside

Builds on position of regional strength in Mexico

Exceptional re-rating opportunity driven by compelling valuation, growth potential, transaction rationale and management track record

Page 5: AusCan Acquisition

TSX:P | NYSE:PPP

Favourable Market Conditions

The natural exchange ratio between Primero and Cerro shares has moved in Primero’s favour since March 2012.

Implied Share Exchange Ratio1

5

1. Based on TSX and ASX trading data volume weighted average trading as of December 12, 2012. 2. Based on TSX and ASX closing share price performance as of December 12, 2012.

Relative Share Price Performance2

0.000

0.010

0.020

0.030

0.040

0.050

0.060

Dec 11 Jun 12

-50%

0%

50%

100%

150%

Dec 11 Jun 12 Dec 12

Primero

Cerro

Dec 12

Page 6: AusCan Acquisition

TSX:P | NYSE:PPP

Focus on Low Risk Regions in the Americas

6

Corporate Offices

Cerro Del Gallo Project Gold-Silver-Copper Development Project Guanajuato, Mexico

Ventanas Property Exploration Property Durango, Mexico

San Dimas Mine Gold-Silver Mine Durango, Mexico

Politically stable

Long mining history

One of world’s largest metals producers

Excellent infrastructure

Experienced workforce

Builds on Established Presence in Mexico

Page 7: AusCan Acquisition

TSX:P | NYSE:PPP

Attractive long-life, precious metals project:

Diversifies near term production with additional 95,000 AuEq. oz per year

Doubles Reserves and Triples Measured and Indicated Resources

Leverages Primero’s regional expertise and solidifies position in Mexico, with further consolidation opportunities

Accretive to Primero on key metrics

Attractive total acquisition costs

Asset diversification reduces risk and volatility in cash flow and earnings

Provides opportunity to participate in valuation re-rating as the combination diversifies production and cash flows

7

Enhanced Growth

Mexico Consolidation

Attractive Valuation

Asset Diversification

Re-Rating Opportunity

Page 8: AusCan Acquisition

TSX:P | NYSE:PPP

Offer represents an implied premium of 62% to the 20 trading day VWAP as at December 12, 2012

Significantly improved market presence and liquidity

Immediate exposure to strong balance sheet and cash flow

Expected internally funded development of Cerro Del Gallo

Primero brings a management team with proven mine construction, operations and exploration expertise

Provides opportunity to participate in valuation re-rating as the combination diversifies production and cash flows

Ongoing 80.01% participation in funded non Cerro Del Gallo exploration assets

8

Attractive Premium

Financing CDG Development

Enhanced Operational

Expertise

Re-Rating Opportunity

Improved Market

Presence

Participation in Spinco

Page 9: AusCan Acquisition

TSX:P | NYSE:PPP 9

Terms

Cerro shareholders to receive 0.023 of a Primero share for each Cerro share and 80.01% in “Spinco”

Friendly scheme of arrangement Cerro options to be rolled over into Primero options at a ratio of 0.023 of a Primero share

for each Cerro share with corresponding upward adjustment to exercise price Pro forma ownership: 85% Primero / 15% Cerro Resources

Consideration Offer

Implied share consideration of C$0.152 per Cerro share outstanding, as of December 12, 2012 close

Additional 80.01% of Spinco with non-Cerro Del Gallo assets plus approximately $4 million in cash

Implied total transaction size of C$119 million Offer, excluding value of Spinco exploration assets, implies a 62% premium over the 20

trading day VWAP for both companies and an 77% premium based on the closing price of Cerro Resources shares on December 12, 2012

Other Terms Exclusivity: No solicitation by Cerro and Primero has right to match 11% of Cerro Resources shares subject to support agreements

Conditions

Cerro Resources shareholder vote (75% approval by at least 50% of Cerro shareholders) Primero does not require a shareholder vote Customary regulatory and court approvals

Indicative Timetable

Cerro Resources Information Circular expected by late January 2013 Cerro Resources shareholder vote expected in April 2013 Closing expected in early May 2013

Page 10: AusCan Acquisition

TSX:P | NYSE:PPP

Source: Public market disclosure as at December 12, 2012; AUD/CAD exchange rate of 0.9636 assumed. 1. Based on closing prices as of December 12, 2012 on the TSX and ASX and share capital as of September 30, 2012, adjusted for subsequent events. 2. Based on Balance sheet data as of September 30, 2012, not adjusted for Spinco cash of approximately $3 million.

10

As at December 12, 2012 Primero Cerro New Primero

Share Price (C$) $6.63 $0.092 $6.63

Shares Outstanding – Basic1 96.7 million 781.9 million 114.7 million

Shares Outstanding - FDITM1 105 million 783.1 million 122.9 million

Market Capitalization - Basic1 $641.1 million $69.9 million $760.4 million

Market Capitalization - FDITM1 $696.1 million $74.4 million $814.8million

Cash2 $133.1 million $3.7 million $136.8 million

Debt2 $45.0 million - $45.0 million

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TSX:P | NYSE:PPP

Strong Production Growth

1 . “Gold equivalent ounces” include silver and copper production converted to a gold equivalent based on consensus estimated commodity prices ; accounts for the San Dimas silver purchase agreement; and uses Cerro Resources publically disclosed production estimates delayed by 12 months.

2. Assumes 100% ownership of Cerro Del Gallo.

11

Estimated Production Profile1,2 (Attributable 000 AuEq ounces)

Combined Production Expected to Increase to at least 260,000 AuEq. Oz in 2016

110

130

165 161 161

59

99

110

130

165

220

260

2012E 2013E 2014E 2015E 2016E

Primero Cerro Del Gallo58%

33%

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TSX:P | NYSE:PPP

0.8 0.9

1.2

1.0 2.3

1.7

3.1

1.2

P+P M+I Inferred

Cerro Del Gallo Primero

12

New Primero Attributable Gold Equivalent Reserves and Resources1,2

1. Primero’s gold equivalent reserves and and resources are adjusted for the silver purchase agreement and only attributable silver ounces to Primero are included. 29% of all silver reserves and resources for San Dimas are considered attributable.

2. Based on 100% ownership of Cerro Del Gallo. Gold Equivalency based on long-term prices per ounce: Gold $1,350, Silver $23.25, Copper $7,447. 3. M+I Resources include Reserves.

+133%

+261%

(million gold equivalent ounces)

3

Page 13: AusCan Acquisition

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(Thousand Gold Equivalent Ounces)

13

2015E Gold Equivalent Production1

1 . Based on available analyst estimates except Primero and Cerro Resources, which is based on Management estimates.

427

327

286

237 220

188

161 148 142

59

219

B2Gold Alamos AuRico Argonaut New Primero Lakeshore Primero Timmins Aurizon Cerro

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P/CF (2015E)1

1 . Based on available analyst estimates except Primero and Cerro Resources, which is based on Management estimates.

10.5x

8.6x

7.7x 7.3x

5.9x 5.8x

4.4x 4.2x

1.7x

1.1x

5.9x

AuRico Alamos Argonaut Aurizon Timmins B2Gold Primero New Primero Lakeshore Cerro

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(Million Gold Equivalent Ounces)

Gold Equivalent Reserves1

15

1 . Based on available analyst estimates except Primero and Cerro Resources, which is based on Management estimates.

5.12

3.92

3.17

2.38

1.73

1.33 1.22

0.98 0.83 0.75

2.12

AuRico B2Gold Aurizon Alamos New Primero Timmins Argonaut Cerro Lakeshore Primero

Page 16: AusCan Acquisition

TSX:P | NYSE:PPP 16

Overview of Primero & Cerro Resources Assets

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Focus on Low Risk Regions in the Americas

17

Corporate Offices

Builds on Position of Regional Strength in Mexico

San Dimas Mine1,2,3

2012E Production: 110,000 AuEq.oz 2P Reserves: 770kAuEq.oz M&I Resources: 890kAuEq.oz Inferred Resources: 1,225kAuEq.oz

Ventanas Property

M&I Resources: 34kAuEq.oz Inferred Resources: 70kAuEq.oz

Cerro Del Gallo Project3

Est. Production Start: 2015E 2P Reserves: 980kAuEq.oz M&I Resources: 2,250kAuEq.oz

1. San Dimas’s gold equivalent reserves and resources are adjusted for the Silver Purchase agreement. 2. Gold Equivalency based on long-term prices per ounce: Gold $1,350, Silver $23.25, Copper $7,447. 3. Assumes 100% ownership of Cerro Del Gallo. M&I Resources include Reserves.

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San Dimas Mine, Durango

18

One of Mexico’s Most Significant Precious Metals Deposits

1. San Dimas’ gold equivalent reserves and resources are adjusted for the Silver Purchase agreement. Reserve and Resource gold equivalency based on long-term prices per ounce of Gold $1,350, Silver $23.25, Copper $7,447.

2. “Gold equivalent ounces” include revenue from silver converted to a gold equivalent based on realized or consensus estimate pricing ($1,600 per ounce of gold and $9.41 per ounce of silver in full year 2012, consensus prices thereafter).

3. Cash cost is a non-GAAP measure. Refer to the third quarter 2012 MD&A for a reconciliation of cash costs.

TYPE Underground, Cut and Fill/CIL

P+P Reserves1 770kAuEq.oz

M+I Resources1 (inclusive of P+P) 890kAuEq.oz

Inferred Resources1 1,225kAuEq.oz

9 month 2012 Production2 84,829 AuEq.oz

9 month 2012 Cash Cost3 $624/AuEq.oz

2012E Production2 110,000-120,000 AuEq.oz

2012 Cash Cost3 $610-$640/AuEq.oz

Highlights

$133 million in cash at September 30, 2012

Estimated $120 million per year in after-tax operating cash flow over next five years

Expansion announced to increase from current capacity of 2,100TPD to 2,500TPD

Potential further expansion to 3,000TPD possible

Discovered two new high-grade veins in 2012

Positive tax ruling, ensuring the mine can pay income taxes on realized revenue

Page 19: AusCan Acquisition

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San Dimas Reserves and Resources At June 30, 2012

Classification (MINERAL RESOURCES

INCLUDE MINERAL RESERVES)

Tonnage (million tonnes)

Gold Grade (g/t) Silver Grade (g/ t)

Contained Gold (000 ounces)

Contained Silver (000 ounces)

Mineral Reserves

Probable 3.785 4.8 290 584 34,700

Mineral Resources

Indicated 3.193 6.6 400 678 40,630

Inferred 6.865 4.0 300 866 67,500

Notes to Reserve Statement: 1. Cutoff grade of 2.52g/t gold equivalent (“AuEq”) based on total operating cost of US$98.5/t. Metal prices assumed are gold US$1,250 per troy ounce and silver

US$20 per troy ounce. Silver supply contract obligations have been referenced in determining overall vein reserve estimate viability. 2. Processing recovery factors for gold and silver of 97% and 94% assumed. 3. Exchange rate assumed is 13 pesos/US$1.00. 4. The Mineral Reserve estimates were prepared by Mr. Herbert A. Smith P.Eng. of AMC Mining Consultants (Canada) Ltd. and a QP for the purposes of National

Instrument 43-101 (“NI 43-101”). Notes to Resource Statement: 1. Mineral Resources are total and include those resources converted to Mineral Reserves. 2. A 2g/t AuEq cutoff grade is applied and the AuEq is calculated at a gold price of US$1,400 per troy ounce and a silver price of US$25 per troy ounce. 3. A constant bulk density of 2.7 tonnes/m3 has been used. 4. The Mineral Resource estimates were prepared by Mr. Rodney Webster MAusIMM, MAIG and Mr. J. Morton Shannon P.Geo., both of AMC Mining Consultants

(Canada) Ltd. and a QP for the purposes of NI 43-101.

Additional exploration potential estimated at 6-10 million tonnes at grade ranges of 3-5 grams per tonne of gold and 200-400 grams per tonne of silver.

It should be noted that these targets are conceptual in nature. There has been insufficient exploration to define an associated Mineral Resource and it is uncertain if further exploration will result in the target being delineated as a Mineral Resource.

Page 20: AusCan Acquisition

TSX:P | NYSE:PPP

Cerro Del Gallo Project, Guanajuato

20

1. Cerro Resources Phase I Definitive Feasibility Study as of May 2012 and Phase II Preliminary Economic Assessment as of May 2011. 2. Gold equivalent ounces estimated by Cerro Resources include revenue from silver and copper converted to a gold equivalent based three year historic prices of

Gold $1,341/oz, Silver $25.58/oz and Copper $7,582/tonne. 3. Cash cost is a non-GAAP measure as estimated by Cerro Resources and include costs for mining, processing, metal transport and refining and administration but

do not include capital costs or royalties (4%).

Overview

Open pit, heap leach gold-silver-copper project

Large resource base relative to reserves

Excellent local infrastructure in a region known to actively support mining

Two phased development plan with estimated 1.3 million ounces recovered over 15 year mine life1

Phase I heap leach facility with SART metallurgical processing to recover silver and copper

Commercial Production of Phase I expected in 2015

Future Phase II incorporates Carbon In Leach (CIL) and presents optimization opportunity

Page 21: AusCan Acquisition

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Cerro Del Gallo

Cerro Resources Technical Details

21

1. 9 million tonnes of ‘fresh’ material expected to be mined during Phase I for processing in Phase II. The material has been treated as ‘waste’ material for purposes of calculating the Phase I LOM strip ratio.

2. Cash cost is a non-GAAP measure as estimated by Cerro Resources and include costs for mining, processing, metal transport and refining and administration but do not include capital costs or royalties (4%).

3. Gold equivalent ounces estimated by Cerro Resources include revenue from silver and copper converted to a gold equivalent based three year historic prices as of Definitive Feasibility Study of June 2012, of Gold $1,341/oz, Silver $25.58/oz and Copper $7,582/tonne.

4. Based from $154 million capital estimate from DFS, June 2012, the balance $83 million from the PEA, May 2011. 5. Gold equivalent ounces estimated by Cerro Resources include revenue from silver and copper converted to a gold equivalent based on two year historic prices as of

Preliminary Economic Assessment of April 2011, of Gold $1,571/oz and Silver $19.81/oz.

Phase I Heap Leach (Source: Cerro Resources Definitive Feasibility Study June 2012)

Heap Leach Grades 0.69 g/t Au, 14.8g/t Ag, 0.08% Cu

Strip Ratio1 0.91

Capital Costs $154 million

Operating Costs2 $514/AuEq.oz

Phase I Life of Mine (LOM) 7.2 years

Phase I Average Annual Production3 94,600 AuEq.oz

Permitting To be completed in 2013

Phase I + II Heap Leach and CIL (Source: Cerro Resources Preliminary Economic Assessment May 2011)

CIL Gold Grades 0.67 g/t Au, 14.2g/t Ag, 0.09% Cu

Strip Ratio 0.74

Capital Costs4 $237 million

Operating Costs $549/AuEq.oz

Phase I + II Life of Mine (LOM) 14.2 years

Phase I + II Average Annual Production5 90,000 AuEq.oz

Primero to complete its own optimization studies

Page 22: AusCan Acquisition

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Cerro Del Gallo Large Gold Domain Resource

22

1. As estimated by Cerro Resources using gold, silver and copper price of US$1,341/oz, US$25.58/oz and US$7,582/t (or $3.44/lb) respectively. See Golder Associates Technical Report, 2008.

Cerro Del Gallo hosts a 209 million tonne gold domain measured and indicated resource containing 3.2 million ounces of gold or 5.58 million ounces of gold equivalent1

Page 23: AusCan Acquisition

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CERRO DEL GALLO RESERVES AND IN-PIT RESOURCES1

23

1. Gold equivalent ounces calculated by Cerro Resources using gold, silver and copper prices of US$1,341/oz, US$25.58/oz and US$7,582/t respectively. 2. These resources are reported using internal cut-off grade of 0.2 g/tAu as per Golder Associates Technical Report, 2008.

4. These resources are reported using internal cut-off grades of 0.24, 0.29, and 0.34 gAuEq/t for weathered, partially oxidized, and fresh material respectively.

Category M Tonnes Au Au Ag Ag Cu Cu Au Eq* AuEq

(g/t) (M ozs) (g/t) (M ozs) (%) (M lbs) (g/t) (M oz)

Proven & Probable 32.2 0.69 0.71 14.8 15.3 0.08 56.4 1.11 1.15

Category M Tonnes Au Au Ag Ag Cu Cu Au Eq* AuEq

(g/t) (M ozs) (g/t) (M ozs) (%) (M lbs) (g/t) (M oz)

Measured & Indicated 47.9 0.60 0.92 13.3 20.5 0.10 103.4 1.03 1.58

3. These reserves are reported using internal cut-off grades of 0.24 and 0.29 gAuEq/t for weathered and partially oxidized, respectively.

Total Resources Within the Gold Domain - 20082

Phase I Heap Leach In-pit Proven and Probable Reserves – DFS June 20123

Phase II In-pit Resources (excluding P+P Reserves) – PEA May 20114

Category M Tonnes Au Au Ag Ag Cu Cu Au Eq* AuEq

(g/t) (M ozs) (g/t) (M ozs) (%) (M lbs) (g/t) (M oz)

Measured & Indicated 209.0 0.48 3.22 11.0 70.3 0.08 396.9 0.83 5.58

Inferred 20.0 0.30 0.19 7.0 4.5 0.09 39.7 0.59 0.38

Page 24: AusCan Acquisition

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Cerro Del Gallo Development Plan

24

2013 2014 2015

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

Detailed Engineering

Geotechnical

Permitting/Land Acquisition

Earth Works

Mill Tests

Acid Generation Tests

SART Optimization

Plant & Mill Construction

Production

Commissioning

Commercial Production

Phase II Feasibility Study

Esti

mat

ed T

ran

sact

ion

Clo

sin

g

Page 25: AusCan Acquisition

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Cerro Del Gallo Exploration Upside Potential

Early stage regional prospecting previously returned1:

1.5m @ 590g/t Ag and 3.40g/t Au

4.6m @ 428g/t Ag and 3.52g/t Au

3.6m @ 359g/t Ag and 1.57g/t Au

4.6m @ 239g/t Ag and 1.91g/t Au

6.0m @ 243g/t Ag and 1.70g/t Au

3.1m @ 200g/t Ag and 1.05g/t Au

7.6m @ 168g/t Ag and 1.51g/t Au

25

Potential Exploration Targets

1. As reported by Cerro Resources.

Page 26: AusCan Acquisition

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Transaction Summary

26

Creates a diversified, high growth, low cost producer in Mexico with further consolidation opportunities

Strengthens growth profile and cash flows with estimated production of 260,000 Au Eq. ounces by 2016

Combined attributable proven and probable reserves of approximately 1.7 million Au Eq. ounces and measured and indicated resources of 3.1 million Au Eq. ounces

Strong balance sheet with cash flows sufficient to fund development growth

Significant additional exploration upside

Solidifies and leverages Primero’s established presence in Mexico

Delivers on strategy of delivering value to shareholders through low risk exposure to precious metals in the Americas

Attractive acquisition metrics and accretive on key measures

Limited dilution of only 15% to Primero shareholders

Page 27: AusCan Acquisition

Focused on Production Focused on Growth

TSX:P NYSE:PPP

Tamara Brown Vice President, Investor Relations T 416 814 3168 [email protected]

Trading Symbols Common Shares TSX:P, NYSE:PPP Warrants TSX:P.WT

PRIMERO MINING CORP. 20 Queen Street West, Suite 2301 Toronto, ON M5H 3R3 T 416 814 3160 F 416 814 3170 TF 877 619 3160 www.primeromining.com

Page 28: AusCan Acquisition

TSX:P | NYSE:PPP 28

Appendices

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Executive Management

Joseph F. Conway | President & C.E.O. 1

Former CEO, President and Director of IAMGOLD from 2003 to 2010

Former President, CEO and Director of Repadre Capital from 1995 to 2003

Renaud Adams | C.O.O.

Former SVP, American Operations for IAMGOLD

Former General Manager of Rosebel Gold Mine 2007 to 2010

Former General Manager El Toqui Mine in Chile and then the El Mochito Mine in Honduras

David Blaiklock | C.F.O.

Former Controller IntraWest

Previously controller for a number of public and private companies in real estate development

David Sandison | VP Corporate Development

Former Director, Corporate Development Xstrata Zinc Canada

Former Director Business Development, Noranda/Falconbridge

Former EVP Noranda, Chile

Board Committees: 1.Health, Safety and Environment

Tamara Brown | VP Investor Relations

Former Director Investor Relations for IAMGOLD

Former Partner of a Toronto based, boutique investment bank; Professional engineer in mining industry

29

H. Maura Lendon | VP, Chief General Counsel and Corporate Secretary

Former Senior Vice President, Chief Legal Officer and Corporate Secretary of HudBay Minerals Inc.

Former Chief Counsel Canada, Chief Privacy Officer - Canada of AT&T

Page 30: AusCan Acquisition

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Board of Directors

Board Committees: 1.Health, Safety and Environment 2. Human Resources and Compensation 3. Governance and Nominating 4. Lead Director 5. Audit

Wade Nesmith | Chairman

Founder of Primero

Founding and current director of Silver Wheaton, Chairman of Selwyn Resources

Joseph Conway | Director1

see Executive Management

David Demers | Director2,3,4,5

Founder, CEO and Director Westport Innovations

Director of Cummins Westport and Juniper Engines

Grant Edey | Director 3,5

Former Director of Breakwater Resources, former director of Queenstake Resources, Santa Cruz Gold

Former CFO, IAMGOLD

Rohan Hazelton | Director 1,5

VP, Strategy, Goldcorp

Formerly with Wheaton River and Deloitte & Touche LLP

Timo Jauristo | Director 2

EVP, Corporate Development, Goldcorp

Former CEO of Zincore Metals Inc. and Southwestern Resources Corp.

Eduardo Luna | Director 1

Former EVP & President, Mexico. Former Chairman and CEO of Silver Wheaton, Executive VP of Goldcorp and Luismin S.A. de C.V. (San Dimas) and President of Mexican Mining Chamber and the Silver Institute

Robert Quartermain | Director 2,3

Founder and President & CEO, Pretivm Resources

Former President, Silver Standard

Director of Vista Gold Corp. and Canplats Resources

Michael Riley | Director 5

Chartered accountant with more than 26 years of accounting experience

Chair of Primero Audit Committee, Chair of Audit Committee of B.C. Lottery Corporation and member of the Audit Committee of Canalaska Uranium Ltd.

30

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Analyst Coverage

31

Firm Analyst

BMO Capital Markets David Haughton

Canaccord Genuity Steven Butler

Cantor Fitzgerald Rob Chang

Cormark Securities Richard Gray

GMP Securities Craig West

Mackie Research Barry Allen

Macquarie Michael Gray

RBC Capital Markets Dan Rollins

TD Newcrest Steven Green

Average Rating (at December 18, 2012)

Average Target Price (at December 18, 2012) C$9.68

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This presentation has been prepared in accordance with the requirements of Canadian provincial securities laws which differ from the requirements of U.S. securities laws. Unless otherwise indicated, all mineral reserve and resource estimates included in this presentation have been prepared in accordance with Canadian National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”) and the Canadian Institute of Mining, Metallurgy and Petroleum classification systems. NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. These standards differ significantly from the requirements of the United States Securities and Exchange Commission (the “SEC”), and reserve and resource estimates disclosed in this presentation may not be comparable to similar information disclosed by U.S. companies. The mineral reserve estimates in this presentation have been calculated in accordance with NI 43-101, as required by Canadian securities regulatory authorities. For United States reporting purposes, SEC Industry Guide 7 under the United States Securities Exchange Act of 1934, as amended, as interpreted by Staff of the SEC, applies different standards in order to classify mineralization as a reserve. As a result, the definition of “probable reserves” used in NI 43-101 differs from the definition in the SEC Industry Guide 7. Under SEC standards, mineralization may not be classified as a “reserve” unless the determination has been made that the mineralization could be economically and legally produced or extracted at the time the reserve determination is made. Among other things, all necessary permits would be required to be in hand or issuance imminent in order to classify mineralized material as reserves under the SEC standards. Accordingly, mineral reserve estimates contained in this presentation may not qualify as “reserves” under SEC standards. In addition, this presentation uses the terms “indicated resources” and “inferred resources” to comply with the reporting standards in Canada. The Company advises United States investors that while those terms are recognized and required by Canadian regulations, the SEC does not recognize them. United States investors are cautioned not to assume that any part or all of the mineral deposits in these categories will ever be converted into mineral reserves. Further, “inferred resources” have a great amount of uncertainty as to their existence and as to whether they can be mined legally or economically. Therefore, United States investors are also cautioned not to assume that all or any part of the “inferred resources” exist. In accordance with Canadian securities laws, estimates of “inferred resources” cannot form the basis of feasibility or other economic studies. It cannot be assumed that all or any part of “indicated resources” or “inferred resources” will ever be upgraded to a higher category or are economically or legally mineable. In addition, disclosure of “contained ounces” is permitted disclosure under Canadian securities laws; however, the SEC only permits issuers to report mineralization as in place tonnage and grade without reference to unit measures. NI 43-101 also permits the inclusion of disclosure regarding the potential quantity and grade, expressed as ranges, of a target for further exploration provided that the disclosure (i) states with equal prominence that the potential quantity and grade is conceptual in nature, that there has been insufficient exploration to define a mineral resource and that it is uncertain if further exploration will result in the target being delineated as a mineral resources, and (ii) states the basis on which the disclosed potential quantity and grade has been determined. Disclosure regarding exploration potential has been included in this presentation. United States investors are cautioned that disclosure of such exploration potential is conceptual in nature by definition and there is no assurance that exploration will result in any category of NI 43-101 mineral resources being identified.

Notes to Investors Regarding the Use of Resources

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Focused on Production Focused on Growth

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Tamara Brown Vice President, Investor Relations T 416 814 3168 [email protected]

Trading Symbols Common Shares TSX:P, NYSE:PPP Warrants TSX:P.WT

PRIMERO MINING CORP. 20 Queen Street West, Suite 2301 Toronto, ON M5H 3R3 T 416 814 3160 F 416 814 3170 TF 877 619 3160 www.primeromining.com