Ni 43-101 Updated Preliminary Economic Assessment Open

NI 43-101 UPDATED PRELIMINARY ECONOMIC ASSESSMENT OPEN PIT AND UNDERGROUND MINING, AND ON-SITE MILLING AT THE MAVERICK GOLD PROJECT, INCLUDING MINING OF THE PL GOLD DEPOSIT AND THE NOKOMIS GOLD DEPOSIT

SHERRIDON AREA, MANITOBA, CANADA

for

MINNOVA CORP.

Report No. 976

A.C.A. Howe International Limited Toronto, Ontario, Canada

David Burga, P.Geo. Alfred Hayden, P.Eng. Felix Lee, P.Geo. Leon McGarry, P.Geo. David Orava, M.Eng., P.Eng. Eugene Puritch, P.Eng. William Douglas Roy, M.A.Sc., P.Eng. Yungang Wu, P.Geo.

Effective Date: July 9, 2014 Signing Date: July 9, 2014

Report Number: 976

Client Reference: Minnova Corp.

Title: NI 43-101 UPDATED PRELIMINARY ECONOMIC ASSESSMENT OPEN PIT AND UNDERGROUND MINING , AND ON -SITE MILLING AT THE MAVERICK GOLD PROJECT , INCLUDING MINING OF THE PUFFY LAKE GOLD DEPOSIT AND THE NOKOMIS GOLD DEPOSIT SHERRIDON AREA MANITOBA CANADA

Authors: David Burga, P.Geo. “signed and sealed” Geologist, P&E Mining Consultants ______

Alfred Hayden, P.Eng. “signed and sealed” Senior Associate Metallurgical Engineer ______

Felix Lee, B.Sc., P.Geo. “signed and sealed” Senior Geologist ______

Leon McGarry, B.Sc., P.Geo. “signed and sealed” Project Geologist ______

David Orava, M.Eng., P.Eng. “signed and sealed” Senior Associate Mining Engineer ______

Eugene Puritch, P.Eng., “signed and sealed” President, P&E Mining Consultants ______

William D. Roy, M.A.Sc., P.Eng. “signed and sealed” Senior Associate Mining Engineer ______

Yungang Wu, P.Geo. “signed and sealed” Geologist, P&E Mining Consultants ______

TABLE OF CONTENTS

1. EXECUTIVE SUMMARY ...... 1

1.1. PROPERTY LOCATION ACCESS AND DESCRIPTION ...... 1 1.2. PREVIOUS MINING AND PROCESSING OPERATION AT THE PL PROPERTY ...... 2 1.3. LAND TENURE ...... 2 1.4. GEOLOGY AND MINERALIZATION ...... 3 1.5. MINERAL RESOURCE ESTIMATE ...... 3 1.6. PROJECT DEVELOPMENT AND IMPLEMENTATION ...... 5 1.7. ECONOMIC ANALYSIS ...... 8 1.8. CAPITAL AND OPERATING COSTS ...... 11 1.9. SENSITIVITY ANALYSIS ...... 12 1.10. ENVIRONMENTAL STUDIES , PERMITTING AND SOCIAL OR COMMUNITY IMPACT ...... 13 1.11. MINE CLOSURE ...... 18 1.12. RECOMMENDATIONS ...... 19

2. INTRODUCTION ...... 21

2.1. GENERAL ...... 21 2.2. TERMS OF REFERENCE ...... 22 2.2.1 SITE INSPECTIONS ...... 22

2.3. SOURCES OF INFORMATION ...... 23 2.4. UNITS & CURRENCY ...... 24

3. RELIANCE ON OTHER EXPERTS ...... 25

4. PROPERTY DESCRIPTION AND LOCATION ...... 27

4.1. PROJECT LOCATION ...... 27 4.2. PROPERTY DESCRIPTION AND MINERAL CONCESSION STATUS ...... 27 4.2.1 PERMITS ...... 30

4.3. ROYALTIES ...... 30

5. ACCESSIBILITY , CLIMATE , LOCAL RESOURCES , INFRASTRUCTURE , AND PHYSIOGRAPHY ...... 32

5.1. ACCESSIBILITY ...... 32 5.2. CLIMATE ...... 33 5.3. LOCAL RESOURCES & INFRASTRUCTURE ...... 34 5.3.1 REGIONAL INFRASTRUCTURE ...... 34 5.3.2 ON-SITE INFRASTRUCTURE ...... 35

5.4. PHYSIOGRAPHY ...... 37

6. HISTORY ...... 38

6.1. PL PROPERTY HISTORY ...... 38 6.1.1 HISTORICAL OWNERSHIP OF THE PL PROPERTY ...... 38 6.1.2 HISTORICAL EXPLORATION OF THE PL PROPERTY ...... 39 6.1.3 PREVIOUS DRILLING ...... 40

6.2. NOKOMIS PROPERTY HISTORY ...... 42 6.2.1 HISTORICAL OWNERSHIP OF THE NOKOMIS PROPERTY ...... 42

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6.2.2 HISTORICAL EXPLORATION OF THE NOKOMIS PROPERTY ...... 43 6.2.3 PREVIOUS DRILLING ...... 44

6.3. PL DEPOSIT HISTORICAL RESOURCE /R ESERVE ESTIMATES ...... 45 6.3.1 RESOURCE ESTIMATE ...... 45 6.3.2 RESERVE ESTIMATE ...... 47

6.4. NOKOMIS HISTORICAL RESOURCE ESTIMATE ...... 47 6.5. SPECIFIC GRAVITY OF THE MINERAL DEPOSIT ...... 47 6.6. EXISTING FEASIBILITY STUDY ...... 47 6.6.1 KILBORN PROJECT SUMMARY ...... 48

6.7. HISTORIC PRODUCTION ...... 49 6.8. HISTORICAL MINING AND MILLING ACTIVITIES ...... 49

7. GEOLOGICAL SETTING AND MINERALIZATION ...... 50

7.1. REGIONAL GEOLOGY ...... 50 7.2. PROPERTY GEOLOGY ...... 51 7.3. MINERALIZATION ...... 52 7.3.1 214-TYPE SULPHIDE MINERALIZATION ...... 56

7.4. NOKOMIS MINERALIZATION ...... 58

8. DEPOSIT TYPES ...... 60

8.1. PL GOLD PROPERTY ...... 60 8.2. MESOTHERMAL GOLD DEPOSITS ...... 60

9. EXPLORATION ...... 61

9.1. PAST EXPLORATION ...... 61 9.2. GEOPHYSICS ...... 61

10. DRILLING ...... 64

10.1. PL PROPERTY DRILLING ...... 64 10.1.1 2011-2012 DRILL PROGRAM ...... 64 10.1.2 2013 DRILL PROGRAM ...... 68

10.2. NOKOMIS DRILLING ...... 69 10.2.1 2012 DRILL PROGRAM ...... 69

11. SAMPLE PREPARATION ANALYSIS AND SECURITY ...... 72

11.1. CONCLUSIONS ...... 72

12. DATA VERIFICATION ...... 73

12.1. PL PROPERTY SITE VISIT AND INDEPENDENT SAMPLING ...... 73 12.2. NOKOMIS PROPERTY SITE VISIT AND INDEPENDENT SAMPLING ...... 74 12.3. MINNOVA PL PROJECT QUALITY ASSURANCE /Q UALITY CONTROL REVIEW ...... 75 12.3.1 PERFORMANCE OF CERTIFIED REFERENCE MATERIALS ...... 75 12.3.2 PERFORMANCE OF BLANK MATERIAL ...... 75

12.4. MINNOVA NOKOMIS QUALITY ASSURANCE /Q UALITY CONTROL REVIEW ...... 76 12.4.1 PERFORMANCE OF CERTIFIED REFERENCE MATERIALS ...... 76

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12.4.2 PERFORMANCE OF BLANK MATERIAL ...... 76

13. MINERAL PROCESSING AND METALLURGICAL TESTING ...... 78

13.1. HISTORIC PL MILL OPERATION ...... 78 13.2. METALLURGICAL TESTING ...... 80

14. MINERAL RESOURCE ESTIMATES ...... 83

14.1. PL PROJECT MINERAL RESOURCE ESTIMATES ...... 83 14.1.1 INTRODUCTION ...... 83 14.1.2 DATABASE ...... 83 14.1.3 DATA VERIFICATION ...... 84 14.1.4 DOMAIN INTERPRETATION ...... 84 14.1.5 ROCK CODE DETERMINATION ...... 84 14.1.6 COMPOSITING ...... 85 14.1.7 GRADE CAPPING ...... 87 14.1.8 SEMI -VARIOGRAPHY ...... 88 14.1.9 BULK DENSITY ...... 88 14.1.10 BLOCK MODELING ...... 88 14.1.11 RESOURCE CLASSIFICATION ...... 89 14.1.12 RESOURCE ESTIMATE ...... 90 14.1.13 CONFIRMATION OF ESTIMATE ...... 94

14.2. NOKOMIS MINERAL RESOURCE ESTIMATE ...... 97 14.2.1 INTRODUCTION ...... 97 14.2.2 PREVIOUS RESOURCE ESTIMATES ...... 97 14.2.3 DATABASE ...... 97 14.2.4 DATA VERIFICATION ...... 98 14.2.5 SPECIFIC GRAVITY ...... 98 14.2.6 DOMAIN MODELING ...... 98 14.2.7 STATISTICS ...... 100 14.2.8 GRADE CAPPING ...... 101 14.2.9 COMPOSITING ...... 102 14.2.10 COMPOSITE SUMMARY STATISTICS ...... 103 14.2.11 SEMI VARIOGRAPHY ...... 103 14.2.12 BULK DENSITY ...... 104 14.2.13 BLOCK MODEL ...... 104 14.2.14 ESTIMATION & CLASSIFICATION ...... 104 14.2.15 NOKOMIS RESOURCE REPORTING ...... 106 14.2.16 REASONABLE PROSPECTS OF ECONOMIC EXTRACTION ...... 107 14.2.17 RESOURCE CLASSIFICATION PARAMETERS ...... 107 14.2.18 NOKOMIS MINERAL RESOURCE ESTIMATE ...... 108 14.2.19 VALIDATION ...... 112

15. MINERAL RESERVE ESTIMATES ...... 114

16. MINING METHODS ...... 115

16.1. SURFACE MINE DESIGN ...... 115 16.2. BLOCK CUT -OFF GRADES ...... 116 16.3. PIT OPTIMISATION RESULTS ...... 116

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16.4. UNDERGROUND MINING – PL PROJECT ...... 119 16.5. UNDERGROUND DILUTION AND MINING LOSSES ...... 122 16.6. MINE DEVELOPMENT AND OPERATIONS ...... 124 16.6.1 MINE SCHEDULE ...... 124 16.6.2 MINE DEVELOPMENT SCHEDULE ...... 124

16.7. MINING EQUIPMENT ...... 126 16.7.1 OPEN PIT EQUIPMENT ...... 126 16.7.2 UNDERGROUND MINE EQUIPMENT ...... 127 16.7.3 SHALLOW ANGLE MINING SYSTEM ...... 127

17. RECOVERY METHODS ...... 131

18. PROJECT INFRASTRUCTURE ...... 132

19. MARKET STUDIES AND CONTRACTS ...... 133

20. ENVIRONMENTAL STUDIES , PERMITTING , AND SOCIAL OR COMMUNITY IMPACT ...... 134

20.1. SCOPE OF THE PROJECT ...... 134 20.1.1 BASE CASE ...... 134 20.1.2 ALTERNATE CASE ...... 135

20.2. REGULATORY FRAMEWORK AND PERMITTING ...... 137 20.2.1 REGULATORY FRAMEWORK ...... 137 20.2.2 PERMITTING ...... 139

20.3. ABORIGINAL PEOPLE AND REGIONAL COMMUNITIES ...... 139 20.4. ENVIRONMENTAL STUDIES ...... 140 20.4.1 PL MINE ...... 140 20.4.2 NOKOMIS OPEN PIT ...... 141 20.4.3 ACID ROCK DRAINAGE AND METAL LEACHING ...... 141

20.5. MINE CLOSURE ...... 145

21. CAPITAL AND OPERATING COSTS ...... 147

21.1. CAPITAL COST ...... 147 21.2. OPERATING COSTS ...... 148 21.2.1 OPERATING COST SUMMARY ...... 148 21.2.2 MINE OPERATING COSTS ...... 149 21.2.3 PROCESSING COST SUMMARY ...... 152 21.2.4 GENERAL AND ADMINISTRATION COST ...... 152

22. ECONOMIC ANALYSIS ...... 154

22.1. ECONOMIC PARAMETERS ...... 154 22.2. CASHFLOW ...... 154 22.3. ECONOMIC ANALYSIS RESULTS ...... 159 22.4. SENSITIVITY ANALYSIS ...... 160

23. ADJACENT PROPERTIES ...... 162

24. OTHER RELEVANT DATA AND INFORMATION ...... 163

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25. INTERPRETATION AND CONCLUSIONS ...... 164

25.1. MILL AND INFRASTRUCTURE REHABILITATION ...... 164 25.2. TEST STOPING AND FEASIBILITY STUDY ...... 164 25.3. MINE REHABILITATION / MINE DEVELOPMENT ...... 165 25.4. MINE DEVELOPMENT AND OPERATIONS ...... 165 25.5. PERMITTING ...... 165 25.6. USE OF INFERRED RESOURCES ...... 167 25.7. ALTERNATE CASE ...... 167

26. RECOMMENDATIONS ...... 168

27. REFERENCES ...... 169

28. CERTIFICATES ...... 172

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LIST OF TABLES

TABLE 1-1 PL PROPERTY MINERAL RESOURCE ESTIMATE STATEMENT ...... 4 TABLE 1-2 NOKOMIS MINERAL RESOURCE ESTIMATE STATEMENT ...... 5 TABLE 1-3 MINNOVA AND CONTRACTOR ROLES ...... 7 TABLE 1-4 RESULTS OF THE ECONOMIC ANALYSIS ...... 8 TABLE 1-5 RESULTS OF THE CASHFLOW ANALYSIS ...... 8 TABLE 1-6 KEY CRITERION AND PRINCIPAL OPERATING ASSUMPTIONS ...... 9 TABLE 1-7 FORECAST PRODUCTION ...... 10 TABLE 1-8 LOM CAPITAL COSTS ...... 11 TABLE 1-9 OPERATING COST SUMMARY ...... 11 TABLE 1-10 RESULTS OF SENSITIVITY ANALYSIS OF THE BASE CASE ...... 12 TABLE 1-11 KEY CONCLUSIONS OF THE ENVIRONMENTAL AND SOCIAL IMPACT ASSESSMENT ...... 15 TABLE 1-12 PROJECTED MINE CLOSURE PROGRAM ...... 19 TABLE 4-1 SUMMARY OF PL & NOKOMIS CONCESSION STATUS ...... 29 TABLE 6-1 SUMMARY OF HISTORICAL OWNERSHIP OF THE PL PROPERTY ...... 38 TABLE 6-2 SUMMARY OF HISTORICAL EXPLORATION ON THE PL PROPERTY ...... 39 TABLE 6-3 SUMMARY OF HISTORICAL SURFACE EXPLORATION DRILLING - PL DEPOSIT ...... 42 TABLE 6-4 SUMMARY OF HISTORICAL OWNERSHIP OF THE NOKOMIS PROPERTY ...... 42 TABLE 6-5 SUMMARY OF HISTORICAL EXPLORATION ON THE NOKOMIS PROPERTY ...... 43 TABLE 6-6 HIGHLIGHTS OF HISTORICAL DRILLING AT NOKOMIS FROM 1958 TO 2005...... 45 TABLE 6-7 NOKOMIS HISTORICAL MINERAL INVENTORY ESTIMATE (M AC CORMACK , 1985 IN E. BUHLMANN , 2006)...... 47 TABLE 10-1 2011-2012 DRILL HOLE LOCATION DATA ...... 65 TABLE 10-2 HIGHLIGHTS OF DRILL INTERCEPTS FROM THE 2011/2012 PHASE I & II DRILL PROGRAM ...... 67 TABLE 10-3 2013 DRILL HOLE LOCATION DATA ...... 69 TABLE 10-4 HIGHLIGHTS OF DRILL INTERCEPTS FROM THE 2013 PL DRILL PROGRAM ...... 69 TABLE 10-5 HIGHLIGHTS OF DRILL INTERCEPTS FROM THE 2012 NOKOMIS DRILL PROGRAM ...... 70 TABLE 12-1 ACA HOWE CHECK SAMPLES ...... 75 TABLE 12-2 NOKOMIS CRM DETAILS ...... 76 TABLE 13-1 HISTORICAL PL MINE PRODUCTION ...... 78 TABLE 14-1 PL PROJECT DRILL HOLE DATABASE SUMMARY ...... 83 TABLE 14-2 MODEL ROCK CODE DESCRIPTION AND VOLUME ...... 85 TABLE 14-3 BASIC STATISTICS OF ALL CONSTRAINED AU ASSAYS AND SAMPLE LENGTHS ...... 85 TABLE 14-4 COMPOSITE SUMMARY STATISTICS ...... 87 TABLE 14-5 GRADE CAPPING SUMMARY ...... 87 TABLE 14-6 BLOCK MODEL DEFINITION ...... 88 TABLE 14-7 AU BLOCK MODEL INTERPOLATION PARAMETERS ...... 89 TABLE 14-8 MINERAL RESOURCE ESTIMATE STATEMENT ...... 91 TABLE 14-9 PL IN-PIT SENSITIVITY TO RESOURCE ESTIMATE ...... 92 TABLE 14-10 PL UNDERGROUND SENSITIVITY TO RESOURCE ESTIMATE ...... 93 TABLE 14-11 STATISTICS COMPARISON OF COMPOSITES WITH BLOCK MODEL ...... 94 TABLE 14-12 VOLUME COMPARISON OF BLOCK MODEL WITH GEOMETRIC SOLIDS ...... 95 TABLE 14-13 NOKOMIS AU GRADE CAPPING SUMMARY ...... 102 TABLE 14-14 NOKOMIS ASSAY AND COMPOSITE SUMMARY STATISTICS ...... 103 TABLE 14-15 UPPER HOST DOMAIN SEMIVARIOGRAM PARAMETERS ...... 104 TABLE 14-16 NOKOMIS UPPER HOST BLOCK MODEL DEFINITION ...... 104

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TABLE 14-17 NOKOMIS AU BLOCK MODEL INTERPOLATION PARAMETERS ...... 105 TABLE 14-18 NOKOMIS MINERAL RESOURCE ESTIMATE STATEMENT ...... 109 TABLE 14-19 GRADE AND TONNAGE TABLE FOR THE NOKOMIS UPPER HOST DOMAIN BLOCK MODEL ...... 111 TABLE 14-20 STATISTICS COMPARISON OF NOKOMIS UHOST COMPOSITES WITH BLOCK MODEL ...... 113 TABLE 16-1 PIT OPTIMIZATION PARAMETERS ...... 115 TABLE 16-2 BLOCK /STOPE CUT -OFF GRADES ...... 116 TABLE 16-3 PL IN -PIT MINERAL RESOURCES...... 117 TABLE 16-4 NOKOMIS IN -PIT MINERAL RESOURCES ...... 118 TABLE 16-5 IN-SITU STOPE RESOURCES ...... 120 TABLE 16-6 UNDERGROUND DEVELOPMENT TALLY , PL ...... 121 TABLE 16-7 LOM PRODUCTION SCHEDULE ...... 124 TABLE 16-8 MINNOVA AND CONTRACTOR ROLES ...... 126 TABLE 16-9 MINNOVA UNDERGROUND EQUIPMENT LIST ...... 127 TABLE 18-1 EXISTING INFRASTRUCTURE AND EXPECTED REFURBISHMENT WORK ...... 132 TABLE 20-1 PROJECT SCOPE AND TIME LINES ...... 134 TABLE 20-2 MMER AUTHORIZED LIMITS OF DELETERIOUS SUBSTANCES 1 ...... 138 TABLE 20-3 CONCLUSIONS OF THE ENVIRONMENTAL AND SOCIAL IMPACT ASSESSMENT ...... 142 TABLE 20-4 PROJECTED MINE CLOSURE PROGRAM ...... 145 TABLE 21-1 LOM CAPITAL COSTS ...... 147 TABLE 21-2 OPERATING COST SUMMARY ...... 148 TABLE 21-3 OPEN PIT OPERATING COST BREAKDOWN ...... 149 TABLE 21-4 UNDERGROUND MINING COSTS ...... 151 TABLE 21-5 PROCESSING COST SUMMARY ...... 152 TABLE 21-6 GENERAL AND ADMINISTRATION COST ...... 153 TABLE 22-1 KEY CRITERION AND PRINCIPAL ASSUMPTIONS ...... 154 TABLE 22-2 PROJECT CASHFLOW ...... 156 TABLE 22-3 RESULTS OF ECONOMIC ANALYSIS ...... 159 TABLE 22-4 RESULTS OF THE CASHFLOW ANALYSIS ...... 159 TABLE 22-5 RESULTS OF SENSITIVITY ANALYSIS OF THE BASE CASE ...... 160 TABLE 25-1 YEAR -1 EXPENDITURES ...... 166 TABLE 25-2 ALTERNATE ECONOMIC VIABILITY ...... 168

LIST OF FIGURES

FIGURE 1-1 PROJECT DEVELOPMENT SCHEDULE ...... 7 FIGURE 1-2 AFTER -TAX SENSITIVITY ANALYSIS ...... 13 FIGURE 4-1 PROPERTY DISPOSITION MAP FOR THE MAVERICK PROJECT ...... 28 FIGURE 5-1 PL AND NOKOMIS PROPERTIES ACCESS MAP ...... 32 FIGURE 5-2 CLIMATE CHART FOR FLIN FLON , MANITOBA ...... 33 FIGURE 5-3 PL GENERAL SITE PLAN MAP ...... 35 FIGURE 7-1 REGIONAL GEOLOGY ...... 51 FIGURE 7-2 PROPERTY GEOLOGY ...... 52 FIGURE 7-3 PROPERTY GEOLOGY - PL MILL AREA ...... 54 FIGURE 7-4 SCHEMATIC CROSS SECTION 1000-975N ...... 55 FIGURE 7-5 HISTORICAL PHOTO SHOWING SEVERAL VEINS FROM UNKNOWN ZONE ...... 57 FIGURE 7-6 HISTORICAL PHOTOGRAPH SHOWING MORE TYPICAL SECTION OF ONE PRINCIPAL VEIN

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ENVELOPED BY QUARTZ VEINLETS FROM UNKNOWN ZONE ...... 57 FIGURE 7-7 PROPERTY GEOLOGY - NOKOMIS AREA ...... 58 FIGURE 7-8 NOKOMIS SCHEMATIC CROSS SECTION 775NE ...... 59 FIGURE 9-1 MAGNETIC SURVEY OVER THE PL AND NOKOMIS PROPERTIES ...... 62 FIGURE 9-2 VTEM SURVEY OVER THE PL AND NOKOMIS PROPERTIES ...... 63 FIGURE 10-1 DRILL HOLE LOCATIONS ...... 68 FIGURE 10-2 NOKOMIS DRILL HOLE LOCATIONS ...... 71 FIGURE 12-1 PL PROJECT SITE VISIT SAMPLE RESULTS FOR GOLD ...... 74 FIGURE 13-1 RECOVERY VS . TONNAGE , 1988-89 ...... 79 FIGURE 13-2 RECOVERY VS . GRADE , 1988-89 ...... 79 FIGURE 13-3 LAKEFIELD TEST FLOWSHEET ...... 81 FIGURE 14-1 CONSTRAINED SAMPLE LENGTH DISTRIBUTION ...... 86 FIGURE 14-2 PL GRADE SWATH PLOT ALONG STRIKE ...... 95 FIGURE 14-3 PL GRADE TONNAGE COMPARISONS FOR NN AND ID3 INTERPOLATION ...... 96 FIGURE 14-4 NOKOMIS RESOURCE MODEL DOMAINS CROSS SECTION 775NE ...... 99 FIGURE 14-5 NOKOMIS RESOURCE MODEL DOMAINS VIEW TO THE NORTHEAST ...... 100 FIGURE 14-6 NOKOMIS DOMAINED SAMPLE STATISTICS ...... 101 FIGURE 14-7 NOKOMIS UNCONSTRAINED SAMPLE LENGTHS ...... 102 FIGURE 14-8 NOKOMIS UPPER HOST DOMAIN RESOURCE BLOCKS COLORED BY GOLD GRADE (G/T AU). .. 110 FIGURE 14-9 NOKOMIS UPPER HOST DOMAIN RESOURCE BLOCKS COLORED BY RESOURCE CATEGORY ... 110 FIGURE 14-10 NOKOMIS UPPER HOST ZONE BLOCK MODEL SENSITIVITY GRADE TONNAGE CURVE ...... 111 FIGURE 14-11 NOKOMIS RESOURCE BLOCK MODEL CROSS SECTION 775NE ...... 112 FIGURE 14-12 NOKOMIS GRADE SWATH PLOT ALONG STRIKE ...... 113 FIGURE 16-1 PL PITS , FACING WEST ...... 117 FIGURE 16-2 NOKOMIS PIT , FACING EAST -NORTHEAST ...... 118 FIGURE 16-3 PLANNED SURFACE AND UNDERGROUND MINING FOR PL. STOPES ARE COLOURED BY ZONE . . 123 FIGURE 16-4 MINE DEVELOPMENT SCHEDULE ...... 125 FIGURE 16-5 DRIVING THE STOPE CENTRE RAISE USING SAMS TM ...... 129 FIGURE 16-6 PRODUCTION DRILLING USING SAMS TM ...... 129 FIGURE 16-7 STOPE MUCKING TO THE SILL DRIFT ...... 130 FIGURE 20-1 POTENTIAL IMPACT OF THE PLANNED FISH POPULATION SURVEY ...... 136 FIGURE 22-1 AFTER -TAX SENSITIVITY ANALYSIS ...... 161 FIGURE 23-1 PROPERTIES IN THE VICINITY OF THE PL AND NOKOMIS PROPERTIES ...... 162

LIST OF APPENDICES

APPENDIX I. SURFACE DRILL HOLE PLAN APPENDIX II. 3D DOMAINS APPENDIX III. LOG NORMAL HISTOGRAMS APPENDIX IV. VARIOGRAMS APPENDIX V. AU BLOCK MODEL CROSS SECTIONS AND PLANS APPENDIX VI. CLASSIFICATION BLOCK MODEL CROSS SECTIONS AND PLANS APPENDIX VIII. OPTIMIZED PIT SHELL

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1. EXECUTIVE SUMMARY

This technical report (“the Report”) has been prepared by A.C.A. Howe International Limited (“Howe”) in conjunction with P&E Mining Consultants Inc (“P&E”) at the request of Gorden Glenn, Chairman, President and CEO of Minnova Corp. (“Minnova” or “the Company”) a publicly listed (MCI-V), Toronto-based resource company. Prior to June 2014 Minnova was called Auriga Gold Corp. ("Auriga Gold").

This Report is specific to the standards dictated by National Instrument 43-101 and Form 43-101F1 (“Standards of Disclosure for Mineral Projects”) in respect to the PL Gold Property and the Nokomis Property located at the Maverick Gold Project. This Report presents:

1. An updated NI 43-101 compliant optimized in-pit and underground mineral resource estimate for the PL Property (prepared by P&E), referred to as the Puffy Lake Property in the previous Howe report;

2. A new NI 43-101 compliant optimized in-pit mineral resource estimate for the Nokomis Property (prepared by Howe);

3. A NI 43-101 compliant updated Preliminary Economic Assessment (“PEA”) of the Maverick Project conducted by Howe, where Howe’s mandate is to assess the practicality and potential economic viability of developing one or more open pits and an underground mining operation at the PL Property and an open pit operation at the Nokomis Property.

i) The estimated tonnages and grades of the Mineral Resources with the pits are to be based on conceptual pit optimization shells. The conceptual pit optimization shells used in the current study are to be selected taking net present value and estimated tonnes of waste rock into consideration.

The effective date of this Report is July 9, 2014. Howe and P&E understand that the Company will use the Report internally for decision-making purposes and publicly in support of reporting obligations and possible corporate financing activities related to the Project.

1.1. PROPERTY LOCATION ACCESS AND DESCRIPTION

The PL and Nokomis Properties are located in north-western Manitoba at 55° 01’ 56” North latitude, 100° 58’ 54” West longitude, approximately 60 kilometres northeast of Flin Flon, Manitoba and approximately 12 kilometres southeast of the community of Sherridon. Prior to this report the PL Property and PL Mine were known as the Puffy Lake Property and Puffy Lake Mine.

The Properties can be accessed by travelling 66 km north on the year-round gravel road that extends north from Provincial Highway 10, toward the town of Sherridon and then east 9 km along the mine access road. The community of Sherridon is located on the Keewatin Railway Company rail line which crosses the mine access road approximately 6 km west of the Property. The proposed open pits

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on the PL deposit are situated on Mining Lease ML065, in the near vicinity of coordinates 55° 02’ 05” North latitude and 100° 58’ 52” West longitude. The proposed satellite open pit on the Nokomis deposit is located in the vicinity of coordinates 55° 04’ 50” North latitude and 100° 52’ 00” West longitude.

The Properties are situated in terrain typical of the Canadian Shield with limited relief. Higher ridges expose extensive outcrop and are interspersed with lakes and low-lying swampy areas. The elevations on the property range from approximately 350 metres above sea level at the mill site to 340 metres at Puffy Lake.

1.2. PREVIOUS MINING AND PROCESSING OPERATION AT THE PL PROPERTY

Mining and processing of mineralized material had been previously carried out at the PL Deposit by Pioneer Metals Corporation between December 1987 and March 1989. The Puffy Lake Mine operated as a ramp access, shallow angle stopping mine. The ramp was developed to a depth of approximately 130 metres. Mine production problems led to placing the milling operation on care and maintenance in April 1989. The concentrator equipment was prepared for extended care and maintenance. Since that time the power transmission line to the concentrator has been damaged by forest fires and parts of the concentrator have been vandalized with the removal of wire. Major equipment inside the mill is in a condition suitable for refurbishing. Minnova has assessed the cost of refurbishing the power line and concentrator.

No mining or processing of mineralized material has been carried out at the Nokomis property.

1.3. LAND TENURE

The Maverick Gold Project includes the contiguous PL and Nokomis Properties that consist of eight (8) and thirty five (39) staked claims respectively. Additionally the PL Property contains one mining lease (ML065), covering an area of 378 hectares and requiring an annual lease payment of $3,969. In total the Properties encompass an area of 4,142 hectares or ~41 km 2 and require an annual expenditure of $61,633 to maintain. Minnova relinquished nine (9) Puffy Lake claims in May 2014.

Eight (8) staked claims and one (1) mining lease constitute a 1,977 hectare contiguous claim block that was acquired from Pioneer Metals ULC (“Pioneer”), a wholly owned subsidiary of Barrick Gold Corporation (“Barrick”) in October 2010. This is part of a larger contiguous land position owned by Minnova that covers 4,700 hectares and includes 3 claims staked by Minnova (then Auriga Gold) in 2011 (700 hectares) and 39 claims (2,023 hectares) that form the Nokomis Property which was previously a joint venture with Claude Resources Inc. (“Claude”).

On November 22, 2011, Minnova (then Auriga Gold) announced it holds 100% of the Nokomis property through the acquisition of the Claude’s 46% minority interest in the property. Prior to the acquisition, Auriga Gold held a 54% interest in the Nokomis property. The Nokomis property is located less than 8 kilometres northeast of the PL Mill.

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Minnova is the owner of 100% interest in the PL Property, subject to royalties described in Section 4.3.

1.4. GEOLOGY AND MINERALIZATION

The following geological description of the PL Gold Property draws heavily from material contained in Zwanzig and Bailes (2010).

The Maverick Gold Property is located at the boundary of the Kisseynew Domain and the Flin Flon Domain of the Paleoproterozoic (Precambrian) Trans Hudson Orogen. Lithologies in the area have been metamorphosed to middle and upper amphibolite facies. The metamorphic grade increases northward in the region.

The Flin Flon Domain forms a generally east trending 230 km by 80 km belt of complexly folded and metamorphosed volcanic, sedimentary and intrusive rocks. The belt is bounded by the Kisseynew Domain to the north, Paleozoic cover rocks to the south, Archean rocks of the Superior Province to the east and by the Tabbernor fault and granitic rocks of the Glennie domain, Saskatchewan to the west.

The area around the PL Deposit is underlain by a sequence consisting of the Amisk (Flin Flon arc assemblage), Burntwood and Missi Groups and intrusive (gneissose) granitoid phases of the

Sherridon-Hutchinson Lake Complex. The rocks have all been metamorphosed to upper amphibolite grade.

• Amisk Group (Flin Flon arc assemblage): This group is composed of a thick sequence of volcanic strata ranging from basalt to rhyolite, with intercalated volcaniclastic sediments. Amisk volcanism in the Flin Flon arc began with widespread extrusions of thick sequences of mafic flows, commonly pillowed and includes agglomerates, tuffs and ash deposits.

• The Burntwood Group: This group is generally comprised of graphitic greywacke-mudstone and garnet-biotite gneiss and locally amphibole-bearing metagreywacke derived from it. Zwanzig (1999) interpreted the Burntwood Group to be the distal facies of the Missi Group.

• The Missi Group: This group unconformably overlies the Amisk volcanic rocks and includes basal conglomerate (on the Amisk rocks), conglomerate, sandstone, and other related sediments.

The known mineralization at the PL Deposit consists of five parallel gold-bearing veins that strike N30°W and dip at 30° to the northeast. The zones are designated from top to bottom, as the Sherridon, Upper, Main, Lower and Lower 2 zones. The veins are hosted primarily by mafic amphibolites that are considered to be part of the Amisk Group and by metasedimentary gneisses of the Missi Group.

1.5. MINERAL RESOURCE ESTIMATE

This Report presents an updated independent NI 43-101 mineral resource estimate for the PL Gold

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Deposit and an initial NI 43-101 mineral resource estimate for the Nokomis Deposit, both located on its 100% owned Maverick Gold Project.

The updated mineral resource estimate for the PL Deposit is based on data from 563 diamond holes, 91,737 metres and including:

• 108 holes drilled by Minnova between 2011 and 2013 • 455 holes by previous operators drilled prior to 2010

The initial NI 43-101 mineral resource estimate for Nokomis includes prior drilling as follows:

• 19 Minnova diamond drill holes completed in 2012 (A4-01 to A4-19); and, • 125 historic diamond drill holes completed between 1958 and 2005:

The mineral resource estimate for the former producing PL Deposit is reported at a cut-off grade of 0.6 g/t Au for the open pit and a cut-off grade of 2.5 g/t Au for the underground portion of the deposit.

TABLE 1-1 PL PROPERTY MINERAL RESOURCE ESTIMATE STATEMENT

Class Au Cut-off g/t Tonnes Au g/t Contained Au oz

Measured 0.6 123,000 4.41 17,400 Indicated 0.6 445,000 4.40 63,000 In-Pit M+I 0.6 568,000 4.40 80,400 Inferred 0.6 45,000 4.87 7,000 Measured 2.5 27,000 5.12 4,500 Indicated 2.5 1,057,000 5.95 202,300 Out-of-Pit M+I 2.5 1,084,000 5.93 206,800 Inferred 2.5 2,135,000 6.01 412,500 Measured 0.6+2.5 150,000 4.54 21,900 Indicated 0.6+2.5 1,502,000 5.49 265,300 Total M+I 0.6+2.5 1,652,000 5.41 287,200 Inferred 0.6+2.5 2,180,000 5.99 419,500 Notes: 1. Mineral resources which are not mineral reserves do not have demonstrated economic viability. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues. 2. The quantity and grade of reported Inferred resources in this estimation are uncertain in nature and there has been insufficient exploration to define these Inferred resources as an Indicated or Measured mineral resource and it is uncertain if further exploration will result in upgrading them to an Indicated or Measured mineral resource category. 3. The mineral resources in this report were estimated using the Canadian Institute of Mining, Metallurgy and Petroleum (CIM), CIM Standards on Mineral Resources and Reserves, Definitions and Guidelines prepared by the CIM Standing Committee on Reserve Definitions and adopted by the CIM Council. 4. The volume of the historical mined areas was depleted from the resource estimate.

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For the defined and modeled zones which honor the current geological and structural model for the Nokomis Deposit, total CIM compliant resources at a block model cut off of 0.6 g/t Au are estimated to be:

• "Indicated" resources of 371,000 tonnes at a grade of 3.41 g/t Au for 40,700 of gold and, • "Inferred" resource of 247,000 tonnes at grade of 2.41 g/t and 19,100 Oz Au.

Table 1-2 below presents a summary of total Inferred resources attributable to Minnova's Nokomis Property. The effective date for the Nokomis mineral resource estimate is April 17, 2014.

TABLE 1-2 NOKOMIS MINERAL RESOURCE ESTIMATE STATEMENT

Contained Class Au Cut-off g/t Tonnes Au g/t Au oz

Indicated 0.6 371,000 3.41 40,700 Inferred 0.6 247,000 2.41 19,100 Notes: 1. A block reporting cut-off value of 0.6 g/t Au was applied to all resource blocks. 2. Tonnes and ounces have been rounded to reflect the relative accuracy of the mineral resource estimate; therefore numbers may not total correctly. 3. Mineral Resources were calculated with commercial mining software. Drill holes traces showing lithology and gold grade were reviewed in plan and cross section. Wireframe constrained block model grade interpolation was undertaken using Ordinary Kriging (OK). 4. The resource estimate was prepared by Leon McGarry, B.Sc. P.Geo, Howe Project Geologist. 5. A default average specific gravity (SG) value of 2.89 has been used. 6. Mineral Resource tonnes quoted are not diluted. 7. No Measured Resources or Mineral Reserves of any category are identified. 8. Mineral resources are not mineral reserves and by definition do not demonstrate economic viability. This mineral resource estimate includes inferred mineral resources that are normally considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as mineral reserves. There is also no certainty that these inferred mineral resources will be converted to the measured and indicated resource categories through further drilling, or into mineral reserves, once economic considerations are applied. 9. 1 troy ounce equals 31.10348 grams.

Minnova has not carried out any pre-feasibility or feasibility studies on the Project designed to convert the Mineral Resources previously described in this report to Mineral Reserves.

1.6. PROJECT DEVELOPMENT AND IMPLEMENTATION

The “Project” includes:

• an initial underground test mining program at the PL underground mine; • the refurbishment and reactivation of the existing PL mill and underground mine; • the development of five open pits on the PL Deposit and another on the Nokomis Deposit; and

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• progressive mine closure works and a post-closure monitoring program.

The Project would be a mostly conventional gold hardrock mining project. Open pit mining would be done using conventional equipment and technologies. Underground mining would be done using Minrail’s Shallow Angle Mining System (SAMS TM ) which would first be demonstrated in a test stope. The SAMS TM is designed to underground mine flat dipping zones such as those at the PL Deposit. Its uses a back-mounted rail system and suspended interchangeable drilling, blasting and mucking modules.

The project development schedule is shown in Figure 1-1 where:

• Minrail’s Shallow Angle Mining System would be tested in a test stope at the PL underground mine. A 2,000 t sample would be processed at an off-site pilot plant. The results of the test stope program would be incorporated into the Feasibility Study in Year -1. Minnova intends to do this work in H2 2014. It is assumed that the results of the test stoping program would be positive and that Minnova’s Board would decide to proceed with the Project. The mill and infrastructure rehabilitation work would start promptly after the decision to proceed with the Project.

• The mill would be re-commissioned and used to process 108 kt of open pit production in year 1. The mill would initially be fed by an open pit on the PL gold property. The other four pits on the PL gold property would then be developed in sequence. The Nokomis open pit located on the Nokomis Deposit is scheduled to produce in Years 3 to 5. The pits development schedule would provide the mill with 300 tpd of open pit production until the pits are exhausted in Year 6.

• The PL underground mine rehabilitation work would be completed in Year 1. The underground mine is scheduled to produce 600 tpd in years 2 to 11.

• Mine closure works would be carried out progressively when possible. Final closure works would begin in Year 11.

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FIGURE 1-1 PROJECT DEVELOPMENT SCHEDULE

Description Year -1 Year 1 Year 2 Test Stope Program First Test Stope Off-site Pilot Plant Testing

Rehab Planning

Definitive Feasibility Study

Ragged TMA Decision ◊

Board Approval To Proceed ◊

Rehabilitate Mill & Infrastructure

Commission Mill / Ramp-up

Prepare First Open Pit

Open Pit Production (300 tpd)

Underground Rehab / Development

Underground Production (600 tpd)

Processing (900 tpd)

The Project would be developed and implemented by Minnova with the assistance of specialized contractors as shown in Table 1-3.

TABLE 1-3 MINNOVA AND CONTRACTOR ROLES

Key Roles Area Minnova Contractors Open pit development & The pits are developed and mined by Minnova Ditching, muskeg removal. mining using its own crews and equipment. Some of the sill drifting is done by Minnova Conventional ramping, drifting and Underground development using its crews and equipment. raising. Provide support services: - Load and haul stope production to mill. - Mine dewatering. - Mine ventilation. Stoping would be done by Minrail - Mine air heating. Underground mining using its Shallow Angle Mining - Electrical power. System (SAMS TM ). - Indirect mine staff. - Grade control. - Technical services. - Mine rescue. Mill and infrastructure Project management. Qualified trades. rehab Project indirects. Processing Mill operated by Minnova. Environmental and social Specialists as required. Camp Managed by Minnova. General and administration

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1.7. ECONOMIC ANALYSIS

The potential economic viability of the Project was assessed using a discounted cashflow approach with a Base Case long-term gold price of US$1,250/oz and a US$ : C$ exchange rate of 1.05. The results of the economic analysis are summarized in Table 1-4. Undiscounted and discounted cashflow results are provided in more detail in Table 1-6.

TABLE 1-4 RESULTS OF THE ECONOMIC ANALYSIS

Pre-tax After-tax

IRR 59% 55% Undiscounted NPV ($M) $146.2 $125.7 NPV(5%) ($M) $97.7 $83.8 NPV(8%) ($M) $77.5 $66.4

3 yrs from start of development Payback 1.5 yrs from start of production.

TABLE 1-5 RESULTS OF THE CASHFLOW ANALYSIS

Undiscounted Discounted at Discounted at Projected results IRR (%) LOM Total ($k) 5% ($k) 8% ($k)

Gross Sales $629,632 $475,868 $408,206

Less royalties $18,291 $13,785 $11,807

Less selling expenses $2,900 $2,191 $1,880

Net Sales Revenue $608,441 $459,890 $394,519

Mining costs $306,573 $221,457 $185,021

Processing costs $67,399 $48,613 $40,602

G&A costs $32,461 $23,311 $19,424

Total cash operating costs $406,434 $293,381 $245,048

Net cash operating margin $202,006 $144,609 $120,247

Initial capital $26,299 $24,471 $23,481

Sustaining capital $29,504 $24,722 $22,430

Net cash flow before tax $146,203 $97,713 $77,535 59% Taxation payable $20,463 $13,845 $11,103

Net cash flow after tax $125,739 $83,867 $66,432 55%

The key input parameters and assumptions used in the cashflow model are summarized in Table 1-6. The cashflow is shown in Table 1-10.

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TABLE 1-6 KEY CRITERION AND PRINCIPAL OPERATING ASSUMPTIONS

Item Key criterion/principal assumptions

Open pit operation Mine-owner operated open pits. Open pit mining method Conventional open pit mining equipment and methodology. Total diluted tonnes 558 kt [1,2] Underground mining operation Mine-owner and contractor operated mine. Stoping method Minrail SAMS TM stoping system. Minrail would test its SAMS TM stoping system in a test stope in year -1, and assuming a positive test stope outcome, contract mine stopes in Years 2 to 11. Total diluted tonnes 1,979 kt including test stope tonnage [1] Mill throughput Year Tonnes Processed Average tpd processed 1 108 kt ~650 tpd 2-5 315 ktpy 900 tpd 6 248 ktpy 710 tpd 7-11 210 ktpy 600 tpd

Total tonnage processed 2.53 Mt [1,2] Average LOM mill head grade 6.58 g /t Au [1,2] Projected mill recovery 90 % Total estimated gold recovered by mill 483,000 troy oz Au [1] Projected gold price US$1,250 / Au oz Projected US$ : C$ exchange rate US$1.00 : C$1.05 3 % for material mined at the PL gold property. Royalties 2% for material mined at the Nokomis gold property. Open pit mining costs: - Mining cost $7.50 / t production - Definition drilling and grade control assays $3.00 / t production - Overburden stipping cost $1.88 / t overburden - Waste rock stripping cost $6.00 / t waste rock - Muskeg removal allowance $2M Underground development and mining costs: - Typical lateral development cost - Drifting $5,100/m - Underground mining cost: Yrs 2-11

Stoping cost $50/t

Mine services, indirects, backfill $38/t Haul to mill (typical) $2/t Total $90/t

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Notes: 1. This updated PEA is preliminary in nature and makes use of Inferred Mineral Resources that are considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as Mineral Reserves. Mineral Resources which are not mineral reserves do not have demonstrated economic viability. There is no certainty that the preliminary economic assessment will be realized. 2. The projected open pit tonnages are based on conceptual pit shells. 3. Howe has relied on Minnova for guidance on the US$: C$ exchange rate, royalties, depreciation, corporate taxes and other government levies or interests, applicable to revenue or income from the Project.

Forecast Gold Production

Based on the above operating assumptions Howe constructed a preliminary mine schedule that incorporates both shallow open pit production and the Minrail SAMS TM underground mine plan. Howe estimates total mill feed to be 2.53 million tonnes at an average diluted grade of 6.58g/t. Of this approximately 1.98 million tonnes at an average diluted grade of 7.26g/t would be sourced from underground mine on the PL deposit and 0.59 million tonnes would be sourced from shallow open pits an average diluted grade of 4.17g/t Au.

Howe estimates that the underground mine can sustain a production rate of 600tpd over the life of the project. The open pits would supplement mill feed in years 1 to 6 feed to maintain a mill thoughput rate of approximately 900 tpd. Once the open pits are depleted the mill through put rate would reduce to 600 tpd.

At full production in years 2 through 5 average annual production is estimated at approximately 52,500 ounces and will drop to an average 49,000 ounces during years 6 through 10. Years 1 and 11 are partial years. Recoverable gold production over the Life of Mine (LOM) is estimated at 483,000 ounces for an average annual production rate of approximately 48,100 ounces of gold.

TABLE 1-7 FORECAST PRODUCTION

Year -1 1 2 3 4 5 6 7 8 9 10 11 LOM

Production:

Underground mine production:

Mill feed (kt) 8 210 210 210 210 210 210 210 210 210 82 1,980

ROM grade (g/t Au) 6.90 6.15 7.30 6.75 6.20 7.23 7.06 8.36 9.65 7.25 5.74 7.26

Open pits production:

Mill feed (kt) 100 105 105 105 105 38 - - - - - 558

ROM grade (g/t Au) 4.61 3.80 4.13 4.27 4.15 4.03 0.00 0.00 0.00 0.00 0.00 4.18

Material processed (kt) 108 315 315 315 315 248 210 210 210 210 82 2,538

Average mill feed grade (g/t Au) 4.78 5.37 6.24 5.92 5.52 6.74 7.06 8.36 9.65 7.25 5.74 6.58

Mill recovery 90% 90% 90% 90% 90% 90% 90% 90% 90% 90% 90%

Troy oz Au recovered (x1000) 14.95 48.94 56.88 53.98 50.29 48.41 42.89 50.81 58.62 44.05 13.55 483.35

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1.8. CAPITAL AND OPERATING COSTS

The estimated capital and operating costs are considered to be in the ±35% accuracy range.

The LOM capital costs amount to approximately $56M as shown in Table 1-8.

TABLE 1-8 LOM CAPITAL COSTS

Preproduction Sustaining Total Item ($k) ($k) ($k)

Yr -1 Yr 1 Yrs 2-11 Test stoping $4,342 $4,342 Feasibility study and supporting studies $415 $415 Mill rehabilitation and commissioning $6,245 $3,898 $280 $10,423 Infrastructure $1,550 $475 $2,999 $5,024 Underground mine $3,390 $15,575 $18,965 Paste backfill plant $5,000 $5,000 Open Pits including muskeg removal $314 $2,250 $2,564 Environmental projects $540 $100 $100 $740 Contingency $530 $2,000 $2,530 Mine closure $500 $5,300 $5,800

Working capital $2,000 ($2,000) Total $13,622 $12,677 $29,504 $55,803

The total estimated operating costs amount to $406M as shown in Table 1-9. Annual cash operating cost in US$ per ounce, range between US$579 and US$978, over life of operations, for a LOM average of US$798. All in Sustaining Costs (AISC) include operating costs, sustaining costs, royalties and taxes. The average LOM AISC over the 11 year mine life is estimated to be US$1,003/oz and ranges from US$752 to US$1,616. See Table 1-9 for a summary of operating costs.

TABLE 1-9 OPERATING COST SUMMARY

Operating Costs ($k) Year 1 2 3 4 5 6 7 8 9 10 11 LOM

Open pits $3,195 $6,166 $7,558 $5,443 $5,390 $2,384 - - - - - $30,136 Underground $5,080 $23,002 $28,069 $35,778 $33,582 $29,038 $27,510 $21,067 $30,238 $35,429 $7,646 $276,438 Mine Processing $2,510 $7,321 $7,321 $7,321 $7,321 $6,769 $6,571 $6,571 $6,571 $6,571 $2,554 $67,399

G&A $1,379 $3,311 $3,311 $3,311 $3,311 $3,311 $3,311 $3,311 $3,311 $3,311 $1,287 $32,462

Total $12,164 $39,799 $46,258 $51,852 $49,603 $41,501 $37,391 $30,949 $40,119 $45,310 $11,487 $406,434

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Operating Costs ($k) Year 1 2 3 4 5 6 7 8 9 10 11 LOM

Operating Costs per Ounce of Production (C$/oz)

Cash Operating $795 $813 $813 $961 $986 $857 $872 $609 $684 $1,029 $848 $840 Costs

AISC $1,701 $891 $1,060 $1,115 $1,109 $1,011 $1,021 $792 $817 $1,075 $1,023 $1,056

Operating Costs per Ounce of Production (US$/oz)

Cash Operating $755 $772 $772 $913 $937 $814 $828 $579 $650 $978 $806 $798 Costs

AISC $1,616 $847 $1,007 $1,059 $1,054 $961 $970 $752 $776 $1,021 $972 $1,003

Notes: 1. AISC or All In Sustaining Costs comprised of: AISC= Mining Costs (open pit and underground) + Processing Costs + Sustaining Capital + G&A + Royalties + Taxes.

1.9. SENSITIVITY ANALYSIS

The sensitivity of the Project to changes in head grade, gold price, capital costs and operating costs was assessed using the cashflow model. The results of the sensitivity analysis are shown in Table 1-10 and Figure 1-2.

TABLE 1-10 RESULTS OF SENSITIVITY ANALYSIS OF THE BASE CASE

After-Tax NPV (8%) ($M)

Parameter Variation of Parameter Relative to Base Case

-40% -30% -20% -10% 0% 10% 20% 30% 40% Head Grade -43.2 -15.8 11.5 39.0 66.4 93.8 121.2 148.7 176.1 Gold Price -43.8 -16.2 11.3 38.9 66.4 94.0 121.5 149.1 176.6 Operating Costs 140 121.6 103.2 84.8 66.4 48.0 29.6 11.2 -7.2 Capital Costs 76.6 74.0 71.5 69.0 66.4 63.9 61.3 58.8 56.2

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FIGURE 1-2 AFTER -TAX SENSITIVITY ANALYSIS

After-Tax Sensitivity Analysis 200

150

100 Head Grade or Mill Recovery Gold Price

50 Operating Costs Capital Costs After-Tax NPV(8%) ($M) NPV(8%)After-Tax 0 -40% -30% -20% -10% 0% 10% 20% 30% 40%

-50 Percent Change From Base Case

1.10. ENVIRONMENTAL STUDIES , PERMITTING AND SOCIAL OR COMMUNITY IMPACT

Minnova is in ongoing discussions with Manitoba and Environment Canada regulatory authorities regarding; a)requested alterations to the existing Environmental Act license No. 1207E that will allow the possible addition of open pit mining methods to the existing, licenced underground mine plan and b) confirmation of the status of the Ragged TMA as the designated tailings repository of the PL (“Puffy Lake”) Mine. Minnova has not initiated the permitting process for the Nokomis Pit which is scheduled to commence production in Year 3. The outcome of these discussions is open to conjecture at this time. Howe has included provisional allowances in the cashflow model for the following environmental costs:

• $290k for studies in year -1 to support the inclusion of the PL pits in the Environmental Act licence for the PL mine and environmental effects monitoring. • $100k in Year -1 to review the Ragged TMA tailings deposition plan. • $350k to be incurred over three years for the permitting of the Nokomis pit and access road. • Environmental staff and operating costs as part of the G&A costs.

This report also presents environmental and social community-related recommendations.

Permitting - PL (“Puffy Lake”) Mine

Environmental Act licence No. 1207E for the PL Mine was issued to Pioneer Metals Corporation in November 1987 before the mine commenced operations in January 1988. Minnova became the

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licensee for Environment Act licence No. 1207E in May 2012. The Environment Act licence covers the existing PL underground mine, mill, the Ragged Tailings Management Area (Ragged TMA) and site infrastructure which are on care and maintenance. During the period of operations from January 1988 to April 1989 the mill processed approximately 350,000 tonnes of ore, which was deposited into the western limb of the Ragged TMA and formed a delta measuring about 200 m long.

In May 2014, Minnova filed a Notice of Alteration (NOA) with the Manitoba Conservation and Water Stewardship, Environmental Approvals Branch describing proposed alterations to the licenced PL Mine including the development of five open pits on the PL gold property. The NOA seeks approval for the inclusion of open pit mining as an additional mining method for the already licenced PL Mine. The existing Environment Act license 1207E allows for underground mining and processing at 1,000 tpd and tailing deposition in the Ragged TMA. The proposed addition of open pits are based on the mine plan presented in Minnova’s 2012 Preliminary Economic Assessment for the PL gold property. The NOA included an environmental and social assessment for key components prepared by AECOM Canada and an amendment to the approved closure plan for the PL mine.

In June 2014 Minnova, with the assistance of Manitoba Science, Technology, Energy & Mines Branch personnel, approached Environment Canada officials requesting confirmation that the planned use of the previously permitted Ragged TMA would not violate any federal statutes. In order to make this determination, Environment Canada has recommended that a new fish population study be undertaken on the Ragged TMA. Once the study has been completed, it will be submitted to Environment Canada officials for a review to be undertaken in consultation with the Department of Fisheries and Oceans.

Howe understands that if it is determined by federal regulators that the Ragged TMA is not a body of water frequented by fish, then its use as a TIA can be resumed without violation of any federal statutes. However, if it is determined that it is a water body frequented by fish, then Minnova could be required to undertake an assessment of alternatives for mine waste disposal, an environmental assessment and a fisheries compensation plan. This Alternate Case is discussed in Section 25 of this Report.

Permitting - Nokomis gold property

Minnova has not yet applied for an Environmental Act licence for the development of the proposed Nokomis open pit on the Nokomis gold property. The cashflow includes provisional cost allowances for supporting environmental studies and the permitting of the Nokomis pit and access road.

Aboriginal People and Regional Communities

Minnova has proactively continued its dialogue about the status of the Maverick Gold Project with First Nations and local communities and businesses.

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population of 1,576 people in 2006. The community is accessible year-round by air and by rail, and by winter road for a period of approximately three months of the year depending upon conditions. AECOM (2014) also reports that the Metis communities of Sherridon / Cold Lake had a population of 113 people in 2001 according to census information. Sherridon is located about 156 km north of The Pas adjacent to the First Nations-owned Keewatin Railway Company (KRC) rail line that extends from Sherritt Junction to Pukatawagan. Sherridon is an incorporated community under the Province of Manitoba’s Northern Affairs Act and is administered by a mayor and council. Other First Nations located within a similar distance to the site include the Opaskwayak Cree Nation at Opaskwayak (86 km); the Nisichawayasihk Cree Nation at Nelson House (150 km); the Mosakahiken Cree Nation at Moose Lake (150 km); the Cross Lake First Nation at Cross Lake (195 km); and the Norway House Cree Nation at Norway House (240 km) (AECOM, 2014).

Environmental Studies

Environmental Act licence No. 1207E for the PL (“Puffy Lake”) Mine was issued to Pioneer Metals Corporation in 1987. The related environmental impact statement for the PL Mine prepared by Ilam (1987) describes the process that was used to select the Ragged TIA and plans for its operation. It was then proposed that up to 60% of the mill tailings would be used to backfill stopes with the balance disposed within the Ragged TMA which would be used to permanently contain tailings within a rock basin. The basin had sufficient tailings storage capacity (e.g. ≥ 8 yrs of mill operation) and its single outlet facilitated water management and effluent monitoring. Ragged TMA drains through a V notch weir located at the south end of the middle arm and then southward through a swampy area to Puffy Lake.

The Notice of Alteration that Minnova filed with the Manitoba Conservation and Water Stewardship, Environmental Approvals Branch in May 2014 included an environmental and social assessment for key components prepared by AECOM (2014) and an amendment to the approved closure plan for the PL Mine. The key conclusions of that environmental and social assessment are shown in Table 1-11.

TABLE 1-11 KEY CONCLUSIONS OF THE ENVIRONMENTAL AND SOCIAL IMPACT ASSESSMENT

Component Anticipated Impact Key conclusions 1

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Component Anticipated Impact Key conclusions 1

Given the implementation of mitigation measures, the nature of the waste rock and the short length of time the waste rock and pit walls will be exposed to weathering, it is anticipated that effects to soil quality because of ARD/ML will be negligible. Soil disturbance will be limited in extent and duration to the practical extent possible and is anticipated to result in a minor to negligible residual effect during the mining Soil Negligible phase and a negligible residual effect following closure. Waste management strategies and policies employed and disposal of any wastes at licensed facilities will result in a negligible effect on soil. Progressive rehabilitation of the site will include remediating potentially contaminated soils, contouring, applying overburden and topsoil, and re-vegetating the developed areas and as a result, the residual effect on soil quality and quantity will be negligible following closure. The residual effect of dust generation on air quality is anticipated to be minor to negligible in the area during mining activities. The residual effect of ARD/ML dust on air quality is anticipated to be minor to negligible at the site. Although the Air Minor to Negligible increase in traffic associated with the Proposed Alteration is considered major, the increase in emissions due to the increase in vehicles is anticipated to have a minor to negligible effect on air quality in the area. All activities performed on the PL Mine site will be carried out in accordance with the Provincial Workplace Safety and Health Act and pit contractor’s health and safety plans, which will minimize potential effects on humans due to noise. Noise Noise & Minor to Negligible levels are anticipated to return to existing ambient levels within the region. Based on vibration the implementation of the proposed mitigation measures, and the distance to human receptors, it is anticipated that noise and vibration effects on humans will be minor to negligible during the mining phase of the Proposed Alteration. The greenhouse gas emissions generated during the mining and closure of the Proposed Alteration is considered to have a negligible effect on climate change. It is Climate Negligible anticipated that the reduction in CO2 uptake by plants due to clearing will be minor during the mining of the open pits in the site. Following closure, the residual effect of vegetation loss on GHG emissions is anticipated to be negligible. No registered groundwater users have been identified within 9.6 km of the site. Any effects on shallow groundwater quality and quantity are anticipated to be limited in spatial extent to the site and immediate area. The residual effect of pit dewatering on shallow groundwater quantity is anticipated to be minor during mining. Water discharged from the open pits is anticipated to be of sufficient quality such that residual effects on deep and shallow groundwater quality will be negligible. The deep groundwater has low hydraulic conductivity and as a result, the residual effect Groundwater Negligible of pit dewatering on deep groundwater quantity is anticipated to be negligible during mining. The shallow and deep groundwater water tables are anticipated to recover from mining within a moderate period and given the implementation of appropriate mitigation measures and the progressive pit rehabilitation, it is anticipated that the residual effect on groundwater quantity and quality following closure will be negligible.

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Component Anticipated Impact Key conclusions 1

Contamination of pit discharge water, including blast residues or sediment, is anticipated to be minimal with the implementation of proposed mitigation measures with negligible residual effects on surface water quality. Natural process within the surrounding bogs will further minimize the levels of potential contamination from pit dewatering discharge before entering the Ragged TMA. Discharge effluent from the Surface water Minor to Negligible Ragged TMA will be monitored as per the conditions in Environment Act Licence No. 1207E. Residual effects on surface water quantity because of pit dewatering or changes to surface hydrological patterns are anticipated to be minor to negligible. Soil disturbance during mining is anticipated to result in minor to negligible residual effects on surface water quality and quantity. The mitigation measures recommended for the protection of surface water are anticipated to sufficiently mitigate potential surface water effects and will prevent adverse effects on aquatic resources. Shortjaw Cisco will not be affected by the Protected and Proposed Alteration. The aquatic habitat value of Fire Pond is categorized as Other Marginal as it provides habitat only for small-bodied fish (i.e., Brook Stickleback) Aquatic Minor to Negligible and there is no connectivity to other waterbodies that prevents it from forming part Resources of or supporting commercial, recreational, or Aboriginal fisheries. Given that the type of habitat potentially lost (i.e., slow moving, unconnected boggy areas including Fire Pond) is readily available throughout the area and that the species using this type of habitat (Brook Stickleback) are widespread and abundant, the residual effect to aquatic resources within the area is minor to negligible. Although the Proposed Alteration will result in a loss of vegetation in the site, no unique vegetation communities will be lost as confirmed through a terrestrial survey. In addition, the actual extent of disturbance is expected to be a fraction of the site Protected and and the roads, stockpiles and open pits will be progressively rehabilitated which will Other Flora Minor to Negligible further minimize the duration and extent of the potential effect. Overall, the residual Species effect of vegetation loss during mining and closure phase is considered minor to

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Component Anticipated Impact Key conclusions 1

No habitat of specific or critical value to wildlife was observed at the site (such as calving or over-wintering areas) and, based on site conditions and limited field observations, it is expected that there is no critical wildlife value in the area. A large portion of the area was affected by historical development at the PL Mine site or severe forest fires in 1989, and as a result, the quality of habitat available in the area is reduced. Although the Proposed Alteration will result in a loss of wildlife habitat (through vegetation loss) at the site, the type of growing conditions that has been lost is not uncommon in the area and region. As a result, the residual effect of habitat loss on flora during mining is considered minor. Wildlife abundance in the region is anticipated to be low, based on past and recent surveys as well as the reduced habitat value as a result of forest fires. Given the mitigation measure implemented and the reasons above, the potential noise effects on wildlife during mining of the open pits is anticipated to be moderate within the site and minor within the area. During mining and closure, light pollution Protected and is anticipated to result in a negligible residual effect on fauna. Although the increase Other Fauna in traffic on the main access road and the Sherridon Road are anticipated to be Negligible Species major, it is anticipated that road speed limits on the site, given the low abundance of wildlife species, will result in a minor residual effect of collisions on wildlife. It is anticipated that potential effects of noise and light pollution on fauna following closure are anticipated to be negligible to minor. The Kississing-Naaosap Boreal Woodland Caribou herd, whose snow-free season range overlaps with the site, is composed of an estimated 150 individuals and is currently considered stable (COSEWIC 2002). According to Manitoba’s Conservation and Recovery Strategy for Boreal Woodland Caribou (Government of Manitoba 2005), the conservation risk of the Kississing and Naaosap herds are considered to be high risk and medium risk, respectively. Boreal Woodland Caribou have typically avoided young forest or disturbed areas, including those areas impacted by the 1989 forest fires. As a result of the lack of suitable habitat and historical and recent presence of activity, the residual effects of noise, light pollution, collisions and habitat loss on Boreal Woodland Caribou is anticipated to be minor to negligible during mining and following closure, the residual effects are anticipated to be negligible. Minnova has indicated that they are committed to working with local trappers and Resource Use N/A interested stakeholders to ensure access to trap lines and other resource harvesting is not impacted by the Proposed Alteration. There are no known or potential historic or heritage resources at the PL Mine site. Heritage Negligible Therefore, the residual effect on heritage resources is anticipated to be negligible resources during mining and closure of the Proposed Alteration. Based on the mine’s remote location, surrounding vegetation, and historical Aesthetics disturbances associated with the 1989 forest fires or previous development at the PL Negligible Mine site, effects on aesthetics during the mining and closure phase are anticipated to be negligible.

1.11. MINE CLOSURE

The cashflow presented in this updated PEA includes a provisional LOM closure cost allowance of $5.8M. Currently the Company has a $75k letter of credit in favour of the Government of Manitoba under the terms of the current approved Closure plan for the PL Mine. The envisaged mine closure

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program is summarized in Table 1-12.

TABLE 1-12 PROJECTED MINE CLOSURE PROGRAM

Item

PL Mine closure: • Mill and infrastructure demolition and removal, concrete foundation capping, waste and unused materials disposal, site clean-up and re-vegetation. • Underground mine equipment removal, securely cap mine openings, waste and unused product disposal. Crown pillars would be designed taking closure requirements into account.

PL open pits closure: • Potential acid generating rock (if any) or acid generating rock (if any) would be disposed in a mined-out pit and a depth where the material would remain submerged. • Exposed pit slopes above the pit lake level would be flattened. • Boulders / berms would be constructed around the pits to prevent inadvertent access.

Nokomis pit and haulage road closure: • Mine equipment would be removed from the site. • Waste and unused products would be disposed off-site using a licenced waste management contractor. • Potential acid generating rock (if any) or acid generating rock (if any) would be disposed in the mined-out pit and a depth where the material would remain submerged. • Exposed pit slopes above the pit lake level would be flattened. • Boulders / berms would be constructed around the pit to prevent inadvertent access. • The access road would be reclaimed and re-vegetated.

Ragged TIA closure: • Cost allowance for tailings surface vegetation, the batch treatment of tailings pond water, and construction of a permanent outlet spillway.

Post closure monitoring program: • A six year long post-closure monitoring program. The results will be used to assess the performance of the closure works.

1.12. RECOMMENDATIONS

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Howe recommends that the proposed test stope program be undertaken using the Minrail SAMS TM system and the program should be pre-planned in detail taking all relevant aspects including Manitoba mining regulations requirements into consideration.

Should the underground mining test be successful, the underlying technical and economic parameters of this study should be updated and the feasibility of this project should be re-evaluated. Howe recommends that Geotechnical and hydrological studies should be undertaken.

Based on the positive results of the study presented in this report, further work on this project is warranted.

In August 2011 Minnova commenced work programs as per the following P&E 2011 report recommendations:

• A program of in-fill diamond drilling to delineate as well as upgrade Inferred Resources to the Indicated category or better is being recommended for the potential open pit resources.(Completed.) • A program of further delineating and upgrading of the shallow (<150 m) underground that could potentially be exploited from the current underground workings or their immediate extensions is also being recommended. (Completed.) • A program of step-out exploration diamond drilling is recommended to seek to expand the known resource and test other sub-parallel targets. (Completed.) • It is being recommended that a LIDAR Survey be completed over the project area including colour digital air photography as base for future engineering studies. (Completed.) • Camp and road infrastructure should be upgraded to support an expanded exploration program. (Completed.) • Environmental baseline studies (surface water, groundwater, lake sediment geochemistry, ARD characterization) should also be initiated. (Initiated and ongoing.)

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2. INTRODUCTION

2.1. GENERAL

This technical report (“the Report”) has been prepared by A.C.A. Howe International Limited (“Howe”) in conjunction with P&E Mining Consultants Inc. (“P&E”) at the request of Mr. Gorden Glenn, Chairman, President, and CEO of Minnova Corp. (“Minnova” or “the Company”). Prior to June 2014 Minnova was called Auriga Gold Corp. ("Auriga Gold").

The Report has been prepared in accordance with the standards dictated by National Instrument 43-101 and Form 43-101F1 (“Standards of Disclosure for Mineral Projects”), and in reference to the Company’s wholly owned PL and Nokomis gold properties (the “PL Property” and “Nokomis Property” respectively, or collectively the “Properties”). The Properties comprise the Maverick Gold Project (“Maverick Project” or “Project”) and are located in north-western Manitoba approximately 60 kilometres northeast of Flin Flon and 12 kilometres southeast of Sherridon. Collectively the Properties encompass an area of approximately 5,947 ha or approximately 59 km 2. Prior to this report the PL Property and PL Mine were known as the Puffy Lake Property and Puffy Lake Mine.

Minnova is a publicly traded Toronto-based mineral resource company listed on the TSX-V exchange under the symbol “MCI” and located at 365 Bay Street East, Suite 400, Toronto, Ontario, Canada M5H 2V1. The Company’s main focus is the development of its wholly owned Maverick Project.

Howe is an international mining and geological consulting firm that has been serving the international mining community for over 30 years. Howe is well recognized by the major Canadian Stock Exchanges and provincial regulatory bodies and its personnel have worked on projects involving a wide variety of commodities and deposit types throughout the world. The firm’s services are provided through offices in Toronto and Halifax, Canada; and London, England.

Neither Howe nor any of the Authors of the opinions expressed in this Report (nor family members nor associates) have business relationships with the Company or any associated company, nor with any other company mentioned in this Report which is likely to materially influence their impartiality or create the perception that the credibility of this Report could be compromised or biased in any way. The views expressed herein are genuinely held and deemed independent of the Companies.

Moreover, neither the Authors of this Report nor Howe (nor their family members nor associates) have any financial interest in the outcome of any transaction involving the Properties considered in this Report, other than the payment of normal professional fees for the work undertaken in its preparation (which are based upon hourly charge-out rates and reimbursement of expenses). The payment of such fees is not dependent upon the content or conclusions of either this Report, nor any consequences of any proposed transaction.

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2.2. TERMS OF REFERENCE

This Report presents:

1. An updated NI 43-101 compliant optimized in-pit and underground mineral resource estimate for the PL Property (prepared by P&E), referred to as the Puffy Lake Property in the previous Howe report;

2. A new NI 43-101 compliant optimized in-pit mineral resource estimate for the Nokomis Property (prepared by Howe);

This Report was prepared and co-authored by Messrs. Felix Lee, P.Geo., Senior Geologist; Leon McGarry, P.Geo., Project Geologist, David Orava, P.Eng.; Doug Roy, P. Eng., and Alfred Hayden, P. Eng., Associate Engineers, all with Howe and Qualified Persons (QP) under the regulations of NI 43- 101, and Messrs. Eugene Puritch, P. Eng., Senior Engineer; David Burga, P.Geo., and Yugang Wu, P.Geo., Associate Geologists, all with P & E and Qualified Persons (QP) under the regulations of NI 43-101.

2.2.1 SITE INSPECTIONS

Mr. Eugene Puritch visited the PL Property between May 30th and 31st, 2014 for purpose of updating the P&E mineral resource estimate for the property.

Mr. Leon McGarry visited the Nokomis Property between January 20th and 21st, 2014, during which time verification samples were collected and drill collar locations confirmed in the field. Mr. Gorden Glenn of Minnova accompanied Mr. McGarry during the visit.

Mr. Orava visited the PL Property site on August 30th, 2011 and again on May 7, 2014 as part of Howe’s due diligence in the preparation of this technical report. During the property visit, Mr. Orava

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was accompanied by Mr. Gorden Glenn, President and CEO of Minnova, Mr. Marc Beauvais, President of Minrail Inc., Mr. Don Didychuk, Area Manager of Manitoba Hydro, Mr. Kent Newman, principal of AMPS Powerline Inc. Mr. Orava completed an inspection of available infrastructure and reviewed archived drill core on the property.

Although copies of the licences, permits and work contracts were reviewed, Howe and P&E have not verified the legality of any underlying agreement(s) that may exist concerning the licences or other agreement(s) between third parties. Howe reserves the right, but will not be obligated to revise this Report and conclusions if additional information becomes known to Howe subsequent to the date of this Report.

Minnova reviewed draft copies of this Report for factual errors. Any changes made as a result of these reviews did not include alterations to the conclusions made. Therefore, the statement and opinions expressed in this document are given in good faith and in the belief that such statements and opinions are not false and misleading at the date of this Report.

Minnova has accepted that the qualifications, expertise, experience, competence and professional reputation of Howe’s and P&E’s Principals and Associate Geologists and Engineers are appropriate and relevant for the preparation of this Report. The Company has also accepted that Howe’s and P&E’s Principals and Associates are members of professional bodies that are appropriate and relevant for the preparation of this Report.

Minnova has warranted that full disclosure of all material information in its possession or control at the time of writing has been made to Howe, and that it is complete, accurate, true and not misleading. The Company has also provided Howe with an indemnity in relation to the information provided by it, since Howe has relied on Minnova's information while preparing this Report. The Company has agreed that neither it nor its associates or affiliates will make any claim against Howe to recover any loss or damage suffered as a result of Howe’s reliance upon that information in the preparation of this Report. Minnova has also indemnified Howe against any claim arising out of the assignment to prepare this Report, except where the claim arises out of any proven willful misconduct or negligence on the part of Howe. This indemnity is also applied to any consequential extension of work through queries, questions, public hearings or additional work required arising out of the engagement.

2.3. SOURCES OF INFORMATION

In preparing this Report Howe has relied on third-party studies, both current and historical, including:

1. An April 2014 optimized in-pit and underground mineral resource estimate for the PL Deposit prepared by the P&E Mining and reported in Section 14 of this Report.

2. The 2012 PEA Study presented in Howe Report No. 956 entitled "NI 43-101 Preliminary Economic Assessment, Open Pit And Underground Mining And On-Site Milling At The PL Gold Property, Maverick Gold Project Sherridon Area Manitoba, Canada For Auriga Gold

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Corp." (effective date January 5, 2012).

3. Underground mining cost estimates and input from Minrail Inc.

This Report is also based, in part, on internal company technical reports & maps, published government reports, claim assessment reports, company letters & memoranda, and public information as listed in the "References" section of this report. Several sections from reports authored by other consultants may have been directly quoted in this report, and are so indicated in the appropriate sections.

2.4. UNITS & CURRENCY

Units of measurement used in this report conform to the SI (metric) system. Gold and silver assay values are reported in grams per tonne (“g/t”) unless ounces per ton (“oz/T”) are specifically stated. Base metal assay values are stated in percentages (“%”) or parts-per-million (“ppm”). All currency in this report is in Canadian dollars (C$) unless otherwise noted.

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°F degree Fahrenheit ft foot °C degree Celsius ft 2 square foot Amp ampere ft 3 cubic foot A annum g gram Ag silver g/cm 3 gram per cubic centimetre ARD acid rock drainage g/L gram per litre Au gold g/t gram per tonne Au oz troy ounce of gold gpm Imperial gallons per minute C$ Canadian dollars Gal Imperial gallon Cal calorie stpa short ton per year cfm cubic metre per minute hr hour cm 2 square centimetre ha hectare d day in inch dia diameter in 2 square inch kg kilogram ppm part per million km kilometre s second km 2 square kilometre st short ton km/h kilometre per hour stpa short ton per year L litre stpd short ton per day L/s litres per second t metric tonne M mega (million) tpa metric tonne per year m2 square metre tpd metric tonne per day m3 cubic metre US$ United States dollar min minute USg United States gallon mm millimetre V volt mph miles per hour W watt opt, oz/T ounce per short ton yd 3 cubic yard oz Troy ounces (31.1034g) yr year

3. RELIANCE ON OTHER EXPERTS

The authors wish to emphasize that they are Qualified Persons only in respect of the areas in this report identified in their certificates of Qualified Persons submitted with this report. The authors have relied, and believe that they have a reasonable basis to rely upon:

• Aikens, MacAulay & Thorvaldson LLP, with offices as noted below, for legal tenure documents as outlined in a letter dated October 29, 2010 as supplied to P&E by Minnova.

Aikens, MacAulay & Thorvaldson LLP 30th Floor Commodity Exchange Tower 360 Main Street

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Winnipeg MB R3C 4G1

• The Manitoba Ministry of Innovation, Energy and Mines, Mines Branch, Unit 360, 1395 Ellice Avenue, Winnipeg, Manitoba R3G 3P2 or on their website www.gov.mb.ca/stem/mrd for publically available tenure data effective as of March 2014.

• Mr. Cliff Samiloff of AECOM in regard to Notice of Alteration and the envisaged permitting requirements for the inclusion of open pit mining as part of the proposed Project, and envisaged closure requirements.

Howe relied upon Minnova for the AECOM (2011) plant rehabilitation cost estimates, the Manitoba Hydro power line rehabilitation cost estimate, applicable royalty information, and the insurance costs included in the general and administration cost estimate.

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4. PROPERTY DESCRIPTION AND LOCATION

4.1. PROJECT LOCATION

4.2. PROPERTY DESCRIPTION AND MINERAL CONCESSION STATUS

As shown in Table 4-1 and Figure 4-1 the PL and Nokomis properties are contiguous to one another and consist of eight (8) and thirty nine (39) staked claims respectively. Additionally the PL Property contains one mining lease (ML065), covering an area of 378 hectares and requiring an annual lease payment of $3,969. In total the Properties encompass an area of 4,142 hectares or ~41 km 2 and require an annual expenditure of $61,633 to maintain. Minnova relinquished nine (9) Puffy Lake claims in May 2014.

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FIGURE 4-1 PROPERTY DISPOSITION MAP FOR THE MAVERICK PROJECT

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TABLE 4-1 SUMMARY OF PL & NOKOMIS CONCESSION STATUS

Registered Owner Name Number Recorded Date Expiry Date Size (Ha) Group Name

STU 1 P700F Auriga Gold Corp.* 1992/01/28 2017/03/29 232 G12019 STU 3 P781F Auriga Gold Corp. 1992/03/16 2017/05/15 236 G12019 STU 8 P1262F Auriga Gold Corp. 1992/07/15 2017/09/13 239 G12019 STU 9 P1325F Auriga Gold Corp. 1992/11/04 2018/01/03 136 G12019 STU 10 P1326F Auriga Gold Corp. 1992/11/04 2018/01/03 256 G12019 STU 13 P1346F Auriga Gold Corp. 1993/01/14 2017/03/15 230 G12019 UTS 1 P2728F Auriga Gold Corp. 1994/06/17 2017/08/16 118 G12019 UTS 2 P2729F Auriga Gold Corp. 1994/06/17 2017/08/16 152 G12019 Sub -Total: 1,599 Lease 065 Auriga Gold* 1992/04/01 2033/04/01 378 Total: 1,977 Nokomis

MIS NO. 1 P4173E Auriga Gold Corp.* 07/07/1972 05/09/2015 21 G12022 MIS NO. 2 P4174E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 3 P4175E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 4 P4176E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 5 P4177E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 6 P4178E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 7 P4179E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 8 P4180E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 9 P4181E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 10 P4182E Auriga Gold Corp. 07/07/1972 05/09/2014 21 G12022 MIS NO. 11 P4183E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 12 P4184E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 13 P4185E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 14 P4186E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 15 P4187E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 16 P4188E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 17 P4189E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 18 P4190E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 19 P4191E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 20 P4192E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 21 P4193E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 22 P4194E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 23 P4195E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 24 P4196E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 25 P4197E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 26 P4198E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 27 P4199E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 28 P4200E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 29 P4201E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022 MIS NO. 30 P4202E Auriga Gold Corp. 07/07/1972 05/09/2015 21 G12022

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Registered Owner Name Number Recorded Date Expiry Date Size (Ha) Group Name

NOK 1 MB4698 Auriga Gold Corp. 03/02/2004 04/04/2015 180 G12022 NOK 2 MB4699 Auriga Gold Corp. 03/02/2004 04/04/2015 212 G12022 NOK 3 MB4700 Auriga Gold Corp. 03/02/2004 04/04/2015 144 G12022 NOK 4 MB5119 Auriga Gold Corp. 03/02/2004 04/04/2015 224 G12022 NOK 5 MB5120 Auriga Gold Corp. 03/02/2004 04/04/2015 224 G12022 NOK 6 MB5121 Auriga Gold Corp. 03/02/2004 04/04/2015 72 G12022 NOK 7 MB5122 Auriga Gold Corp. 03/02/2004 04/04/2015 256 G12022 NOK 8 MB5123 Auriga Gold Corp. 03/02/2004 04/04/2015 80 G12022 NOK 9 MB5124 Auriga Gold Corp. 03/02/2004 04/04/2015 143 G12022 Total 2,165 *Now Minnova Corp.

In a letter from the Manitoba Mines Branch to the law firm of Aikens, MacAulay & Thorvaldson LLP of Winnipeg, Manitoba dated October 29, 2010 the government confirmed the transfer of mining lease ML065 from Pioneer Metals Unlimited Liability Company (“Pioneer”) to Minnova (then Auriga Gold). The transfer was registered in the Winnipeg Recording Office under Document No. 17465 on October 14, 2010.

Mining lease ML065 was surveyed by Bastin & Shepherd, Manitoba Land Surveyors of Winnipeg, Manitoba between September 1 to 24, 1987. The Properties’ staked claims have not been surveyed and the surface rights remain with the Crown.

4.2.1 PERMITS

Crown land permits are renewed on an annual basis. To date Minnova has maintained its annual renewals and the land permits remain in good standing.

During operation of the mine, Pioneer maintained a multitude of minor permits (e.g. Sand & Gravel; Septic Effluent, etc.). These need to be identified and renewed prior to start of operations at PL and/or Nokomis.

Tailings Approval

The entire Ragged Lake Area has been approved as a tailing depositional and mine water treatment area, hereafter the Ragged Tailings Management Area or Ragged TMA. Only a very small portion of the lake has been used to date.

4.3. ROYALTIES

Net Smelter Royalty PL Property

Under the terms of Minnova’s acquisition agreement with Pioneer, the PL Property is subject to a net smelter royalty (NSR) in favour of Pioneer. The NSR varies with the price of gold and is 3.0% for a gold price greater than US$1,000/troy ounce, 2.5% for a gold price between US$750 and US$1,000,

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and 2.0% for a gold price under US$750.

Net Smelter Royalty Nokomis Property

An underlying 2% NSR in favour of Hudson Bay Mining and Placer Dome exists on the Nokomis property.

Net Profits Interest Royalty

In December 1984 Granges transferred to Maverick Mountain a 100% interest in the PL Property, reportedly retaining a 20% Net Profits Interest (NPI). An online search of the Manitoba government’s ‘Integrated Mining and Quarrying System’ however reveals that there has never been an NPI registered against ML065 or its predecessor Lease H.

The authors of this report of not aware of any other royalties or encumbrances attached to the Properties.

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5. ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE, AND PHYSIOGRAPHY

5.1. ACCESSIBILITY

The Properties can be accessed by travelling 66 km north on the year-round gravel road that extends north from Provincial Highway 10, toward the town of Sherridon and then east 9 km along the mine access road. In addition, charter floatplane and helicopter services are available at the Flin Flon airport.

The town of Sherridon is located on the Keewatin Railway Company line approximately 110 rail kilometres north of Flin Flon. The rail line passes approximately 6 km west of the Properties. Capitalizing on provincial access road from Highway 10 to the community of Sherridon, Pioneer Metals Corporation constructed a 9 kilometre mine-access road from ‘mile 33’ along the rail line. This access was used to mobilize the contractor’s equipment to the underground development site in April 1986 (Figure 5-1).

FIGURE 5-1 PL AND NOKOMIS PROPERTIES ACCESS MAP

(Source: modified from Minnova)

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5.2. CLIMATE

The mid-north area of Manitoba, inclusive of the PL and Nokomis property areas, has a continental subarctic climate characterized by short warm summers and long cold winters. Environment Canada publishes temperature and precipitation detail for number of weather stations in the mid-north. The closest station to the Properties is just outside Flin Flon, 65 kilometres to the southwest. Temperature and precipitation data for the Flin Flon station are based on a 30-year period (1951-1980) for temperature and 25-29 year period for precipitation. Climate information for the Flin Flon area is presented in Figure 5-2 and is based on a 30-year average of data collected between 1961 and 1990. It is unlikely that the local climate at the Properties is significantly different.

FIGURE 5-2 CLIMATE CHART FOR FLIN FLON , MANITOBA

(Source: www.climate-charts.com)

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Temperatures show a wide range from daily average minimums in January of less than -26°C to daily average maximums in July of plus 23.4°C. The yearly mean daily temperature is -0.3°C. Total precipitation amounts to 476 mm, which is about 10 percent less than the 525mm received in Winnipeg. 30% of the precipitation falls as snow. More than half of the precipitation (55%) falls in the four summer months of June, July, August and September. The driest month is February with barely 4% of the precipitation.

Operations can be year-round provided provisions are made to accommodate the range of temperature applicable to the area. Snow precipitation is not excessive and can be accommodated with conventional cleaning and maintenance technology.

5.3. LOCAL RESOURCES & INFRASTRUCTURE

5.3.1 REGIONAL INFRASTRUCTURE

The year-round gravel road, which joins the community of Sherridon to Provincial Highway 10, runs approximately 9 kilometres to the west of the Properties. The rail line access to Flin Flon is from the Jungle Lake siding, 14 km northwest of the Properties, via Sherridon and Cranberry Portage. The rail line is owned by the Keewatin Railway Company, representing a consortium of three First Nation communities. The nearest hydro line is at Sherridon, which is on a branch of the transmission line that runs from the Sandy Bay power station on the Churchill River in Saskatchewan to Snow Lake. The line connects to Manitoba Hydro’s transmission and distribution grid.

Sherridon

Sherridon is the closest community to the Properties (about 20 km by road). The town originated as the service centre for the nearby Sherritt Gordon mine and grew to 1,500 people at its peak in the 1940’s. The mine closed in 1951 after 20 years of operation; the company moved the equipment, many of the houses, the school, the bank, and many of the people to Lynn Lake over the period between 1946 and 1953. The community was also left with ongoing environmental concerns resulting from the tailings of the Sherritt Gordon operation.

Prior to 1985 access to Sherridon was by air or rail only. In 1985 Sherridon was connected by road to Provincial Highway 10 (between Flin Flon and Cranberry Portage).

In 2011 the population of Sherridon was approximately 80. Present sources of employment include fishing, trapping, tourism and forestry.

Flin Flon

Flin Flon is located approximately 115 road kilometres and 110 rail kilometres south-southwest of the Properties, and 110 km by road from Sherridon. Flin Flon has a population of approximately 6,000 and is the site of the large mining and metallurgical centre, producing copper, zinc and gold owned by Hudbay Minerals (formerly HBED).

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5.3.2 ON-SITE INFRASTRUCTURE

Between May 1986 and April 1989, considerable mining activity took place at the PL Property, including general site development (Figure 5-3), and underground excavation in the form of ramps, drifts, raises and stopes. Much of this infrastructure remains on site on a care and maintenance basis. The decline ramp is currently flooded with water. As best as can be determined (monthly and other reports) some 350,000 t of ore was mined from the various stopes.

FIGURE 5-3 PL GENERAL SITE PLAN MAP

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Source of Power

A 23 km power transmission line was constructed from Sherridon to the mine site. This line followed the provincial access road south from Sherridon to a point close to the take-off point for the mine- access road. From there the power transmission line heads east to the mine site. There has been no power to the site since operations were shut down. The power line will require rehabilitation including reconstruction of several kilometres that were destroyed by forest fires. Between January 2012 and June 2012 Minnova invested approximately $550,000 in initial power line upgrades that were carried out by Manitoba Hydro.

Source of Water

Adequate supplies of fresh water (potable) are available from several lakes in the immediate vicinity of the mining lease. During past operations the mine was permitted to draw up to 950 cubic decimeters of water for industrial purposes under the Water Rights Act licence No. 87-24. In June 2014 an application was submitted to the Water Stewardship Division of Manitoba Natural Resources. In addition Process water will be recycled from the Ragged TMA.

Operating Personnel

During previous operations there was no appreciable problem in attracting suitable operating personnel. Although a workforce for future operations is not now readily available in the immediate area, it is assumed that a majority of the experienced personnel required could be recruited from the nearby mining communities of Lynn Lake, Leaf Rapids, Snow Lake and Flin Flon, where mining activity is in decline.

Tailing Management Area

An approved tailing management area at Ragged Lake exists. Approximately 350,000 t of tailing material was discharged to this area previously.

Waste Disposal Area

During previous operations waste was utilized to construct roads and access ramps. By and large underground access development at the PL Deposit was in near-ore grade material and very little, if any, waste rock was generated.

More than adequate waste disposal area is available south of Fire Lake.

Processing Plant

The processing plant crushing complex, fine-ore bin, grinding complex and concentrator/recovery plant site is compact and well-planned. The fire of 1989 did not affect the concentrator and associated structures.

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5.4. PHYSIOGRAPHY

The Properties are situated on terrain typical of the Canadian Shield with limited relief. Higher ridges expose extensive areas of rock outcrop and are interspersed with lakes and low-lying swampy areas. Elevations range from 350 metres above sea level at the mill site to 340 metres at PL and 320 metres at Nokomis.

The PL plant site is located on a finger of high ground surrounded on three sides by swamps and has an average slope of 5 percent.

Rocky ridges trend north, following major fault and shear zones. The area is part of a typical boreal forest region in north-central Manitoba. Swamps and lakes occupy a significant part of the surface. Glacial overburden varies in thickness.

Black spruce and tamarack are most common in the lowlands whereas poplar, white spruce and jack pine dominate uplands. Considerable portions of the western part of the PL Property were burnt in the 1989 fire.

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6. HISTORY

6.1. PL PROPERTY HISTORY

6.1.1 HISTORICAL OWNERSHIP OF THE PL PROPERTY

The following Table 6-1 summarizes a series of agreements that resulted in Pioneer’s 100% interest in the PL (“Puffy Lake”) Property and eventual acquisition by Minnova in 2010.

TABLE 6-1 SUMMARY OF HISTORICAL OWNERSHIP OF THE PL PROPERTY

Year Ownership

1953 Mr. A, Oleson staked claims NIP 1 ‐4 in February, 1953 over an area that presently includes the PL Mine site. Mr. A.Oleson assigns all interests in the claims to Hudson Bay Exploration and Development (HBED) in March, 1960 1960. The original NIP claims were allowed to lapse in 1966. Mr J.J. Studer staked CB 10186 over the original Puffy Lake Prospect in October 1979. A 100% interest in CB 1979 10186 was then transferred to Granges for due consideration. Granges Option Agreement. On June 4, 1980, Maverick entered into an option agreement with Granges to earn an undivided 60% interest in the Bed Claim CB 10186 Sherridon area, Manitoba, by expending a total of $350,000 on exploration and development work by December 31, 1983. Subsequent program expenditures were to be 60% by Maverick and 40% by Granges. The agreement also provided for an area of interest around the Bed Claim; 3 miles to the north, west and east of the claim block. Between August 1980 and September 1981, an additional 20 claim blocks, contiguous to the original Bed Claim, 1980- were staked and became part of the Puffy Lake Joint Venture. 1984 Exploration, Development and Mining Agreement. On June 29, 1984, an Exploration Development and Mining Agreement (ED & M) was made between Maverick and Granges to define the relationship of the parties. On this date, Granges transferred a 60% interest to Maverick in the 21 claim blocks subject to a 20% non ‐assessable NPI payable to Granges. Maverick was appointed the operator. Between August 1980 and September 1981, an additional 20 claim blocks, contiguous to the original Bed Claim, were staked and became part of the Puffy Lake Joint Venture. Homestake Option Agreement. On July 26, 1985, Homestake Mineral Development Company (Homestake) signed an option agreement with Maverick to acquire a 60% interest in the Puffy Lake claims. At that date, Maverick had earned a 71.8% ownership interest in the property and the right to acquire a 100% interest by expending an additional $300,000 on exploration and development in 1985, under the terms of the 1984 ED & M agreement with 1985 Granges. Ownership Transfer to Maverick. On December 16, 1985, Granges transferred to Maverick 100% interest in the Puffy Lake Property, subject to a 20% NPI as defined under the original agreement dated June 4, 1980. In 1985, a further 11 claim blocks were staked, contiguous to the previous group

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Year Ownership

On January 30, 1986, Homestake terminated the option agreement and Maverick was free to enter into other agreements as follows: 1986 Agreements. Pioneer entered into an agreement with 301639 B.C. Ltd., a British Columbia corporation, whereby a 10% interest in the Puffy Lake Property was acquired by the expenditure on road building of $300,000. Pioneer contributed $165,000 towards these expenditures by way of the purchase of the beneficial right to the property interest. 1986 Maverick entered into an agreement with Societe en Comandite Miniere S & S No. 1, a Quebec Limited Partnership, whereby it agreed to sell a 7 percent working interest in the Puffy Lake Project in consideration of the expenditure of $2,000,000 on the exploration of the property during 1986. Pioneer entered into an agreement with a British Columbia Limited Partnership which agreed to spend up to $2,000,000 on further exploration of the Puffy Lake Project in part consideration of earning a 1 percent working interest in the property. Pioneer agreed to advance up to $1,100,000 toward these expenditures. In September 1986, Maverick and Pioneer Metals Corporation (Pioneer) merged under the latter name. 1987 In 1987 a third group of 19 claim blocks were staked and added to the property. 2010 Transfer of PL (“Puffy Lake”) Property to Minnova (then Auriga Gold) is completed.

6.1.2 HISTORICAL EXPLORATION OF THE PL PROPERTY

A brief summary of the exploration history of the PL Property is given in Table 6-2.

TABLE 6-2 SUMMARY OF HISTORICAL EXPLORATION ON THE PL PROPERTY

Year Exploration Activities

Mr. A. Oleson staked claims NIP 1-4 in February, 1953 over an area that presently includes the 1953 PL Mine site, approximately 8 km southeast of Sherridon, Manitoba. Mr. A. Oleson transfers all interests in the claims to Hudson Bay Exploration and Development (HBED) in March, 1960 1960. From January to April, 1960, HBED conducted horizontal loop EM surveys of these claims and delineated an approx. 120 m long conductor. HBED drilled 14 diamond drill holes to test the conductor. 1966 The NIP claims lapsed in 1966. An airborne EM and magnetometer survey performed during 1972 by Sherritt Gordon Mines Ltd. included ground 1972 in the vicinity of the original Puffy Lake occurrence. J.J. Studer staked CB 10186 over the area in October 1979. In December, 1980 100% interest in the claims was transferred to Granges Exploration Aktiebolag (Granges). 1979- In June. 1980, Maverick Mountain Resources Limited (Maverick) entered into an option agreement with Granges. 1981 Early in 1981 Maverick completed a 30hole drill program and estimated reserves of 428,000 t averaging 7.68 g/t gold (Canadian Mines Handbook, 1982) During the winter of 1984-1985 a 29 hole drill program was performed. The strike length of the main zone was increased to 1037 m and a second zone of mineralization was discovered 275 m north of and parallel to the main zone. 1984- In 1985, 29 additional diamond drill holes were completed. This confirmed the down dip plunge extension of the 1985 Main Zone gold mineralization to a vertical depth of 183 m. Four separate and distinct parallel gold-bearing lenses were identified – Sherridon, Upper Main, Main and Lower Main lenses, uppermost to lowest respectively. Upon completion of these programs, drill indicated reserves, in the four separate and distinct gold ‐bearing lenses, were calculated to be 603,000 t averaging 6.86 g/t gold (Northern Miner, May 23, 1985).

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Year Exploration Activities

During 1986, a total of 75 diamond drill holes totalling 9,145 metres were completed. A $2 million underground development program was awarded to Canadian Mine Development that included a decline ramp to the 100 and 200 levels, drifting, trial stoping and bulk sampling (Northern Miner, April 7. 1986). Underground development began in May, 1986. A decline was collared and a crosscut was driven from the 1986 footwall to intersect the Main Zone. When the zone was encountered, the decline was turned and driven along strike and slightly down dip. This decline was driven to prove the continuity of the zone. The zone proved to be continuous and the decline was then spiralled down to intersect the zone at a lower elevation. Development totalled 650 metres of decline. In September 1986, Maverick and Pioneer Metals Corporation (Pioneer) merged under the latter name. In January 1987, Pioneer announced plans to place the PL (“Puffy Lake”) Deposit into production at a rate of 500 t/d at an estimated capital cost of $18 million (Northern Miner. January 26, 1987). A feasibility study conducted by Kilborn Engineering Ltd. concluded that the reported resources of 1.3 million tons grading 7.88 g/t gold within four parallel mineralized zones could be mined using modified open stope methods (Northern Miner, January 26, 1987). A 93% rate of recovery was expected at an operating cost of $175 US per ounce (Pioneer news release, January 19, 1987). Reserves were calculated using an average 2 m mining width, 3.43 g/t cut-off grade and a 10% dilution factor. 1987- Mill site excavation began May 15, 1987 and pre-production underground development commenced near the 1988 month end. A raise was driven from the lower portion of the decline up dip to prove continuity in that direction and a test stope was mined. Additional diamond drilling from surface was undertaken. After completion of 225 diamond drill holes, Pioneer updated ore reserves to 2.25 Mt grading 7.99 g/t gold and increased projected production to 900 t/d (Northern Miner, May 11, 1987). The claim was converted to a mining lease October 30. 1987. Milling began December 4, 1987 and the first dore bar was poured December 15, 1987 (Northern Miner, March 7, 1988). At this juncture, the deposit was estimated to contain probable and possible reserves of 3.54 Mt grading 7.88 g/t gold (Northern Miner, May 9, 1988). In March, 1989, Pioneer announced suspension of mining operations due to the failure to reach commercial production levels (Globe and Mail, March 21, 1989). 1989 In the period August 8 to 11, 1989 a series of forest fires swept through the Sherridon – Puffy Lake area causing considerable damage to pipelines from the fresh water intake lake as well as discharge lines to the tailing pond. The crusher/mill/office complex had an adequate firebreak surrounding it and escaped damage from these fires. During February and March 1994, in anticipation of reactivating the PL (“Puffy Lake”) mine, a series of eight (8) holes for a total of 633 metres was drilled. The program was designed to better define reserves in the area to be 1994 mined – as infill drilling at 15 metre centres, over an area previously defined at 30 metre centres. The drilling confirmed the continuity of all four known zones and returned values similar to those received from past drilling in the area. (News Release dated March 17, 1994). 1999- The property was dormant during this period save for an airborne geophysical survey conducted by Fugro in 2006. 2010 Notes: It should be noted that the resource estimates summarized above in Table 6-2 are historical in nature and as such are based on prior data and reports prepared by previous operators. The work necessary to verify the classification of the mineral resource estimates has not been completed and the resource estimates therefore, cannot be treated as NI 43-101 defined resources verified by a qualified person. The historical estimates should not be relied upon and there can be no assurance that any of the resources, in whole or in part, will ever become economically viable .

6.1.3 PREVIOUS DRILLING

There are five gold bearing zones in the PL Property area that are have been delineated by exploration drilling. These include, from the top downwards, the Sherridon, Upper, Main Lower and Lower 2

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zones. All five zones were modelled and their resources estimated by Kilborn in 1993 after mining operations had ceased.

A total of 481 core holes were drilled by previous operators within the PL Property area (including targets peripheral to the PL Deposit itself) of which 319 collars were surveyed at the surface. The coordinates of the remaining 162 holes were located by chain and compass. The actual PL Deposit was explored (1960-1994 inclusive) by approximately 410 drill holes as shown in Table 6-3. The PL Property was dormant from 1994 until 2010 when it was acquired by Minnova (then Auriga Gold).

Most of the holes were drilled vertically with the exception of 72 holes in areas of difficult or impossible access caused by swamps or lakes.

In September 1980 diamond drilling began at the PL Property along cross sections spaced 100 feet apart and aligned N 70° E. Nominal drill spacing along the section lines is 100 feet, but varied considerably during various drill campaigns between 1980 and 1987. There are areas of very dense drilling on the west side of an interpreted major fault. On the other hand, the east side of the fault is sparsely drilled with only 29 holes used to explore this area.

During the winter of 1984-1985 a 29-hole drill program was performed. The strike length of the main zone was increased to 1,037 m and a second zone of mineralization was discovered 275 m north of and parallel to the main zone. In 1985, 29 additional diamond drill holes were completed. This confirmed the down dip plunge extension of the Main Zone gold mineralization to a vertical depth of 183 metres.

During 1986, a total of 75 diamond drill holes totalling 9,145 metres were completed in advance of $2 million underground development program was awarded to Canadian Mine Development that included a decline ramp to the 100 and 200 levels, drifting, trial stoping and bulk sampling (Northern Miner, April 7. 1986).

For the purposes of their 1993 Feasibility study Kilborn (1993) used a diamond drill database consisting of the following numbers of drill holes.

1. Prior to the 1986 Feasibility Study: 192 holes 2. Subsequent to the 1986 Feasibility Study: 281 holes

The underground development and stoping has demonstrated continuity in the various zones. No underground drilling is reported on the PL Deposit.

Subsequent to the Kilborn 1993 Feasibility study (February and March 1994), and in anticipation of reactivating the PL (“Puffy Lake”) Mine, a series of eight (8) holes for a total of 633 metres was drilled. The program was designed to better define reserves in the area to be mined – as infill drilling at 15 metre centres, over an area previously defined at 30 metre centres. The drilling confirmed the continuity of all four known zones and returned values similar to those received from past drilling in the area. (Pioneer News Release dated March 17, 1994).

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TABLE 6-3 SUMMARY OF HISTORICAL SURFACE EXPLORATION DRILLING - PL DEPOSIT

Year Company No. of Holes Total Metres

1960 Hudson Bay E&D 14 uncertain 1981 Maverick Mountain Resources 30 uncertain 1984 Maverick Mountain Resources 29 uncertain 1985 Maverick Mountain Resources 29 uncertain 1986 Maverick Mountain Resources 75 9,145 1987 Pioneer Metals Corp 225 uncertain 1994 Pioneer Metals Corp 8 633

6.2. NOKOMIS PROPERTY HISTORY

6.2.1 HISTORICAL OWNERSHIP OF THE NOKOMIS PROPERTY

The following Table 6-1 summarizes a series of agreements that resulted in Minnova’s 100% interest in the Nokomis Propery.

TABLE 6-4 SUMMARY OF HISTORICAL OWNERSHIP OF THE NOKOMIS PROPERTY

Year Ownership

In 1972 the MIS group of 30 claims (See Figure 4-1 on page 28 and Table 4-1 on page 29) was staked for Dome 1972 Exploration (Canada) Limited to cover the known areas of gold mineralization at Nokomis Lake. Subsequently Hudson Bay Exploration and Development Ltd. (“HBED”) acquired an interest in the claims. In September 1996, Pioneer entered into an option agreement with Placer Dome Canada Ltd. (“Placer”) and HBED to acquire a 100% interest in the property subject to a 2% N.S.R. The initial work agreement provided for 1996 an infill drill program of no less than 8 holes totalling no less than 300 metres to be completed by August 1, 1997 and additional exploration expenditures totalling $500,000 by August 1, 2001. The August 1, 2001 date was subsequently extended. In 2004, Pioneer signed an agreement with Claude Resources Inc. (Claude) on the Nokomis Property, including the MIS claims and eight (8) newly acquired NOK claims (See Figure 4-1 on page 28 and Table 4-1 on page 29). Under the terms of the agreement, Pioneer granted to Claude the sole and exclusive right to earn a 50% working interest in the property for consideration that included a cash payment of $35,000 and a firm exploration 2004 expenditure commitment of at least $215,000 on or before August 1, 2004. Claude received the exclusive right to manage and operate the exploration programs during the earn-in period. Upon receipt of the consideration, Pioneer would transfer a 50% right, title and interest in the Property to Claude. Thereafter, Claude and Pioneer would proceed as joint venturers on the property with Claude serving as the initial operator. On January 20, 2005, Pioneer announced that the terms of the 1996 option agreement between Pioneer, Placer and 2005 HBED had been fulfilled due to Claude's exploration program carried out in 2004. Claude now earned a 50% interest in the Property. In May 2010 Minnova (then Auriga Gold) completed the acquisition of Pioneer's interest in the PL (“Puffy Lake”) Property (See Table 6-1 on page 38) and the Nokomis Property which at that time was 54%. Under the terms of 2010 the agreement the transfer is subject to a 3% net smelter royalty that reduces to 2.5% and 2% if gold is below US$1,000/oz and US$750/oz, respectively. The remaining 46% interest in the Nokomis Property was held by Claude Resources Inc.

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Year Ownership

In November 2011, Minnova (then Auriga Gold) signed an agreement to purchase the 46% minority interest in the Nokomis Property held by Claude Resources Inc. Under the terms of the Agreement, Auriga agreed to issue to 2011 Claude 3,428,571 common shares of Auriga at an issue price of $0.35 per share. Transfer of 100% of the Nokomis Property to Minnova is complete.

6.2.2 HISTORICAL EXPLORATION OF THE NOKOMIS PROPERTY

The following section is taken from the E. Buhlmann Ni 43-101 report “Technical Report on the Nokomis Gold Property, Sherridon, Northwestern Manitoba, Canada Prepared for Pioneer Metals Corporation” and dated September 8, 2006.

The main sources of information for the following summary of exploration data is (i) Mineral Deposit Series Report No. 19 by Ostry & Trembath (1992) published by Manitoba Energy and Mines Geological Services, (ii) assessment files in the non-confidential section of the Assessment Files library, (iii) Mineral Inventory Cards (Minerals Division, Manitoba Industry, Economic Development and Mines, Winnipeg) and (iv) information from other sources which are referenced individually.

A brief summary of the exploration history of the Nokomis Property is given in Table 6-5

TABLE 6-5 SUMMARY OF HISTORICAL EXPLORATION ON THE NOKOMIS PROPERTY

Year Exploration Activities

Between 1947 and 1949 Mr. D.S. Robertson mapped the area around Nokomis Lake for the Geological Survey of 1947- Canada and classified the rocks along the eastern shore of Nokomis Lake as Nokomis gneiss, the oldest gneisses 1949 within the Kisseynew Complex. In 1950, Mr. D.S. Robertson of the G.S.C. suggested the Nokomis area as prospective to Mr. S.C. Simpson who worked for Sherritt Gordon Mines Ltd. Mr. Simpson went to the area and undertook float sampling, with results 1950 over 40 oz Ag/ton. Subsequent prospecting identified arsenopyrite zones in gneiss which occasionally carried visible gold and sometimes up to an ounce of gold per ton. In 1958 A.L. Parres of Flin Flon optioned the property from S.C. Simpson. Between May 15 and June 1, 1958, 1958 Parres drilled five X-ray holes on the Main West zone for a total of 95.2 metres. Holes intersected encouraging values (Parres, 1958; Hall, 1960). In June 1960, G.S.W. Bruce of Rio Tinto Canadian Exploration Ltd examined the property in company with S.C. Simpson. Arsenopyrite mineralization was sampled and assay results ranged from trace to 0.35 oz Au/ton. In August 1960, Rio Tinto started a geological mapping and trenching program on the Nokomis property (Hall, 1960; AF 90659). In August and September 1960, H.I. Hall and two prospectors located, lengthened and sampled old trenches to check previous surface samples while focusing on arsenopyrite zones. Prospecting activity 1960 - included examining rock specimens on all outcrops and panning the surface soil. Mapping of outcrops on the host 1961 gneiss was carried out (AF 90659). In 1961: Rio Tinto completed grids and 41 drill holes for a total of 2806 metres mainly on the South Showing (Nokomis Deposit; referred to as the upper and the lower mineralized zones) and North Showing areas. Results indicated gold values over a strike length of 180 metres and to a depth of 45 metres with additional values of interest below 120 metres in the South Showing area (Klemenchuk, 1961; AF 90658).

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Year Exploration Activities

In 1973 Placer cut a grid and completed a helicopter-borne 4-channel EM and magnetic survey of 947 line km on 1972- the claims (MacCormack, 1985). Early in the year 1975 ground EM and magnetometer surveys were completed, 1975 followed by diamond drilling of 14 holes for a total of 1,483 metres (MacCormack, 1985; Charteris, 1984). In 1984, a new metric grid was cut at 50 m line spacing over the entire 30 claims. A ground magnetic survey was completed and a detailed geological mapping program was undertaken (MacCormack, 1985; Charteris, 1984). 1984- Lithogeochemical surveying included Lithogeochemical surveying included 23 drill core samples and 111 1985 samples of host horizon material (Charteris, 1984). In 1985 from mid-August to late September, 25 drill holes were completed for a total of 2,997 metres (MacCormack, 1985). The Nokomis Lake area and surrounding areas were mapped as part of the NATMAP Shield Margin Project, a 1991 – multidisciplinary team effort by the Geological Survey of Canada, Manitoba Geological Surveys Branch and 1999: Saskatchewan Geological Survey. New geological maps and regional structural interpretations resulted (Zwanzig, 1999).

In 1996 the property was optioned to Pioneer. In early 1997, Pioneer completed 11 drill holes for a total of 1,199 1996 – metres. Two SPECTREM conductors were tested, nine fill-in holes on the upper mineralized zone and one hole on 1997 the lower mineralized zone in the South Showing area were completed (Buhlmann, 1997; AF 73230).

In October-November 1999, Pioneer completed drill hole collar surveys of several 1985 holes and the 1997 holes. Old Placer drill cores in the Manitoba Government drill core library where sampled and several outcrops were 1999 - examined and sampled in the North Showing and South Showing areas (Buhlmann, 2000). In March 2000, 2000 Pioneer deepened two holes, DH-85 and DH-63, and completed nine additional drill holes for a total of 1,319 metres (Buhlmann, 2000). 2004- 20 Claude/Pioneer diamond drill holes were completed in 2004 (04-106 to 04-108) and 2005 (05-110 to 05-125) 2006

6.2.3 PREVIOUS DRILLING

Previous drilling at the Nokomis Property delineated a principal gold bearing horizon. The mineralized horizon is intersected by a normal fault orientated parallel to the strike of the horizon and, downthrows the horizon to the east. The shallow portion of the bisected horizon is termed the 'Upper Host Zone'. The downthrown portion is termed the 'Lower Host Zone'.

A total of 125 core holes were drilled by previous operators within the Nokomis Property as shown in Table 6-3. The property was dormant from 1994 until 2010 when it was acquired by Minnova Gold.

The Host Zones have a shallow dip of between 30° and 40° to the east. Approximately half of historical holes were drilled sub vertically with the remainder dipping between 70° and 45° to the west. Drill holes range between 15m to 500m. Hole depths increase to the east in order to intersect the downthrown Lower Host Zone.

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TABLE 6-6 HIGHLIGHTS OF HISTORICAL DRILLING AT NOKOMIS FROM 1958 TO 2005.

Year Company No. of Holes Total Metres

1958 L. Parres 5 uncertain 1961 Rio Tinto 41 2,806 m 1975 Placer Dome 14 1,483 m 1985 Placer Dome 25 2,997 m 1997 Pioneer Metals Corp 11 1,199 m 2000 Pioneer Metals Corp 9 1,319 m 2004-2005 Claude/ Pioneer Metals Corp 20 Total 125

6.3. PL DEPOSIT HISTORICAL RESOURCE /R ESERVE ESTIMATES

6.3.1 RESOURCE ESTIMATE

Prior to implementing a production decision in 1988, several phases of resource estimates had been completed by Pioneer/Maverick. Although the PL ("Puffy Lake") Deposit was known and tested by surface drillholes prior to 1980, none of the data obtained prior to 1980 was available thus the mineral inventory estimate was based on data obtained from 1980 to 1987. The various pre-production resource estimates are summarized as follows:

Maverick, 1981 based on an additional 30 ddh: 428,000 t @ 7.68 g/t Pioneer 1985 based on additional 58 ddh: 603,000 t @ 6.86 g/t Pioneer May 31, 1986 and based on additional 154 ddh: 696,700 t @ 7.99 g/t Pioneer (B. Simmons) April 1, 1987: 2,604,500 t @ 7.54 g/t Piteau April 1, 1987. Review of Pioneer estimate: 1,192,000 t @ 6.23 g/t

Note: The Resource Estimates noted above and elsewhere in this section 6.0 of this report are ‘historical’ in nature. The work necessary to confirm and classify these resources/reserves has not been completed and these estimates therefore cannot be treated as NI 43-101 defined or verified by a ‘Qualified Person’. These historical estimates should not be relied upon and there can be no assurance that any of the resources/reserves, in whole or in part, will ever become economically viable.

The calculation procedure used by Pioneer (Brian Simmons) and reviewed by Piteau Associates Engineering Ltd in April 1987 is reported to have been as follows:

Geological logging of diamond drill core identified potential gold bearing quartz horizons and selected sample intervals for gold assays.

The drillholes and gold assays were plotted on cross sections drawn perpendicular to the strike of the quartz veins. Correlations of the quartz-gold intersections, with the four principal horizons (Sherridon,

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Upper, Main and Lower), were made on these cross sections.

All the drillhole and assay data were entered into the computer program together with the corresponding horizon identifier labels (Sherridon, Upper, Main, Lower). The computer program is specifically designed to handle vertical drillholes; consequently, the small number of inclined drillholes were handled by inserting the coordinates of the vein intersections as if a vertical drillhole was intersecting the vein at that point.

The computer program calculated the area of influence of each drillhole on each quartz-gold horizon as a polygon. The computer program approximated true polygon construction by creating a block model and then assigning the drillhole grade outwards in ring increments, with early numbered holes having priority.

The memory capacity of the computer limits the size of the block model. Therefore, it was necessary to divide the property into three parts, the Main Zone to the south, the Fire Zone to the north, and the Ragged Lake Zone to the northeast.

The computer calculated the tonnage of each polygon using a specific gravity of 2.77 and calculated a total tonnage and weighted average grade for each of the gold bearing horizons In each of the two halves of the deposit.

The results of the computation were output in the form of plans and tabulations of the individual polygons and a summary of the results.

At the time of closing and subsequent to the mine being in production for approximately fifteen (15) months Pioneer reported a resource based on a cut-off of 3.5 g/t as follows;

Indicated Resource: 1,346,177 t @ 7.86 g/t Inferred Resource: 883,718 t @ 6.35 g/t

Kilborn (1993) completed a feasibility study on the PL ("Puffy Lake") Deposit which included an updated resource estimate utilizing a resource cut-off of 3.5 g/Au. The resource estimated by Kilborn is as follows:

Proven Resource Quantity: 1,346,200 t Average Gold Grade: 8.57 g/t Contained Gold: 340,200 oz troy

Possible Resource Quantity: 1,346,200 t Average Gold Grade: 8.57 g/t Contained Gold: 340,200 oz troy

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6.3.2 RESERVE ESTIMATE

The mineable proven and probable ore reserves, based on these estimated resources, as estimated by Tonto (1993) are:

Ore Reserve Quantity: 855,000 t Average Gold Grade: 6.7 g/t Contained gold: 184,200 oz troy

6.4. NOKOMIS HISTORICAL RESOURCE ESTIMATE

A historical ‘mineral inventory estimate’ for the upper and lower host zones at Nokomis is presented in a 1985 unpublished Dome Exploration report entitled “Project 52, Nokomis Lake, Manitoba: Mineral Inventory Estimates” prepared by L.V. MacCormick. Howe has not been able to review the estimation methodology employed in the 1985 study. The estimate is discussed in the September 8, 2006 E. Buhlmann technical report, where it is stated that the historical estimate does not conform to Ni 43-101 and should not be relied upon.

TABLE 6-7 NOKOMIS HISTORICAL MINERAL INVENTORY ESTIMATE (M AC CORMACK , 1985 IN E. BUHLMANN , 2006).

Mineral deposit Tonnage tonnes Gold Grade g/t Au Comments on location

Upper Domain 109,681 8.19 Above pegmatite.

Lower Domain 239,429 5.15 Below pegmatite.

Upper and lower Domain 349,110 6.10 Combined above and below pegmatite.

6.5. SPECIFIC GRAVITY OF THE MINERAL DEPOSIT

Two determinations of the specific gravity of the PL Deposit were available. Both values were from the Main Horizon in the Main Zone. The first determination, by Britton Research in 1981 on a 20 kg sample from diamond drill core, gave a value of 2.87 gm/cc. The second determination, by Lakefield Research on a 6.8 tonne bulk sample from surface trenches gave a value of 2.77 gm/cc. A value of 2.77 was selected for the mineral inventory estimation because it was based on a larger sample and was also the more conservative value.

6.6. EXISTING FEASIBILITY STUDY

Pioneer was proposing to reactivate the PL ("Puffy Lake") Mine which operated from January 1988 to April 1989 and in 1993 commissioned Kilborn to complete a feasibility study. The mining portion of the feasibility study and associated costs were provided by Tonto Mining, a Division of Dynatec

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International Ltd. (Tonto), who undertook this portion of the work as an independent contractor to Pioneer.

The mine was shut down because of a shortage of working capital. At the time of the Kilborn study the mine was flooded and as determined by Kilborn (1993) will require dewatering in order for preproduction mine development to take place. The mill was shut down in a proper manner but will require some remedial work prior to reactivation. Fire-damaged lines will have to be repaired or replaced, and accommodation for the work force will have to be obtained as none presently exists.

6.6.1 KILBORN PROJECT SUMMARY

As proposed by Kilborn (1993) in their Feasibility Study the mine was to be reactivated at a mining rate of 750 tpd, based on a 352 day per year mining operation, to produce 264,000 t of ore per year. The mill will operate at a rate of 1,000 tpd for 264 days per year to treat the ore.

Preproduction development and remedial work necessary to reactivate the mill and surface facilities will require a period of six months.

The major mine activities will consist of procurement of the mining equipment, dewatering of the existing workings, driving of a second decline to provide access to additional ore and remove the previous bottleneck in the operation which limited the haulage capacity from the mine, and development of sufficient stopes so that the production rate of 750 tpd can be maintained when production begins. Sufficient lateral development will be undertaken to permit selective mining of the deposit from both the old and new declines. Delayed development was a major factor in the problems encountered in the previous operation.

The major preproduction activities on surface will consist of replacing those items which were destroyed by a forest fire which passed through the area in the summer of 1989, provision of camp accommodation, rehabilitation of the mill which was shut down in 1989, acquisition of required mobile equipment and restocking of the warehouse. Associated with this work will be the reactivation of the necessary permits for the mine and plant operation, reactivation of the electrical power supply and the recruiting of the operating personnel.

The mining of the proven and probable ore identified by Tonto will take 3.35 years at a rate of 264,000 tpa of ore to produce 51,200 oz of gold per year. The deposit has the capability of sustaining a mining rate of 750 t per mine operating day. Based on this capability, the reactivation of the PL Mine has been assessed at a production rate of 264,000 tpa.

A total of $11,114,000 was proposed to complete the pre-production work.

The estimated Operating Costs are $16,240,000 or $61.52 per tonne

Key statistics from the economic evaluation of the reactivation of the PL Mine were determined to be as follows:

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Ore reserve processed: 855,000 t Operating life: 38.9 months Ore grade: 6.7 g/t Production rate: 264,000 tpa Mill recovery: 90.0 % Exchange rate: US$1.00 = C$1.27

The average operating cost was estimated to be US$250 per ounce of gold produced based on the previously stated estimated ore reserve, plant recovery and operating cost.

Although the PL Mine experienced difficulties during its initial operating period during 1988 and 1989, the feasibility study indicated that these difficulties could be overcome by reducing the rate of production, changing the mining method and developing sufficient stopes before production resumes. Reactivation of the PL Mine has several advantages compared to starting a new mine. Preproduction capital costs are relatively low as most of the mill and infrastructure are in place as well as some of the underground development. The time to reactivate the mine is short compared to developing and constructing a new mine.

6.7. HISTORIC PRODUCTION

Construction of a process plant, with a capacity of 1,000 tons per day, was completed within a year and production had begun by January of 1988. Annual gold production was targeted at 72,000 ounces. Actual production in 1988 was 21,000 ounces and 8,500ounces in 1989. At peak, the PL ("Puffy Lake") Mine employed 170 people. The first major employee layoff occurred in March of 1989, and the mine was completely closed by June 1989.

The concentrating plant treated a total of 350,000 t of mineral product producing 29,500 oz of gold.

6.8. HISTORICAL MINING AND MILLING ACTIVITIES

Mining and processing of mineralized material was previously carried out by Pioneer Metals Corporation between December 1987 and March 1989 (Northern Miner, March 7, 1988 and May 9, 1988) . A description of the mining methods and recovery methods and project infrastructure at that time is provided in Sections 16, 17, and 18, respectively.

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7. GEOLOGICAL SETTING AND MINERALIZATION

7.1. REGIONAL GEOLOGY

The following geological description of the Maverick Project area summarizes material contained in Zwanzig and Bailes (2010).

The Maverick Project is located at the boundary of the Kisseynew Domain and the Flin Flon Domain of the Paleoproterozoic (Precambrian) Trans Hudson Orogen. Lithologies in the area have been metamorphosed to middle and upper amphibolite facies. The metamorphic grade increases northward in the region.

The Flin Flon Domain forms a generally east trending 230 km by 80 km belt of complexly folded and metamorphosed volcanic, sedimentary and intrusive rocks. The belt is bounded to the north by the Kisseynew Domain, to the south by Paleozoic cover rocks, to the east by Archean rocks of the Superior Province, and to the west by the Tabbernor Fault and granitic rocks of the Glennie Domain.

The area around the PL and Nokomis deposits is underlain by a sequence consisting of the Amisk (Flin Flon arc assemblage), Burntwood and Missi Groups and intrusive (gneissose) granitoid phases of the Sherridon-Hutchinson Lake Complex. The rocks have all been metamorphosed to amphibolite grade.

• Amisk Group (Flin Flon arc assemblage): This group is composed of a thick sequence of volcanic strata ranging basalt to rhyolite, with intercalated volcaniclastic sediments. Amisk volcanism in the Flin Flon arc began with widespread extrusions of thick sequences of mafic flows, commonly pillowed and includes agglomerates, tuffs and ash deposits.

• The Burntwood Group: This group is generally comprised of graphitic greywacke-mudstone and garnet- biotite gneiss and locally amphibole-bearing metagreywacke derived from it. . Zwanzig 1999 interpreted the Burntwood Group to be the distal facies of the Missi Group.

• The Missi Group: This group unconformably overlies the Amisk volcanic rocks and includes basal conglomerate (on the Amisk rocks), conglomerate, sandstone, and other related sediments.

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FIGURE 7-1 REGIONAL GEOLOGY

PL & Nokomis Deposits

7.2. PROPERTY GEOLOGY

The geology in the vicinity of the PL and Nokomis Properties is comprised of fine-grained, intermediate to mafic biotite and amphibole-bearing schists and gneisses of the Amisk Group, greywacke derived gneisses of the Burntwood Group and quartzofeldspathic gneisses the Missi Group. Large tonalitic-granitic bodies have intruded the Amisk rocks.

Four main rock assemblages have been identified on the Properties. A structurally lower homogeneous, light grey to white, medium to coarse grained, lineated and gneissose hornblende-biotite tonalite (“Footwall Gneiss” or “Archie Lake Pluton”) which forms a distinctive ‘footwall’ for drilling; a central, well layered, heterogeneous, generally mafic schist and gneiss package of the Amisk Group which is the host to the predominance of the gold bearing quartz veins; fine- to coarse-grained gneissose sandstone to conglomerate of the Missi Group and a structurally upper unit of more competent gneissose biotite granite (“Hangingwall Gneiss” or “Ragged Lake Pluton”). Next to the Footwall Gneiss is a stretched conglomerate of the Missi Group that likely represents a regional unconformity and forms a distinctive marker throughout the project area.

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Although few faults have been mapped in the PL Property area, a post ore fault appears to have offset the lower portions of the various zones. On the adjacent Nokomis Property, the contact between the Burntwood Group and amphibolites of the Amisk Group is a major thrust fault, which is part of the Loonhead Lake regional fault system (Buhlman, 2006; Zwanzig and Bailes, 2010).

In the Property area, all lithologies have developed pronounced planar and linear fabrics with original bedding having been transposed by repeated isoclinal folding and shearing. Foliation parallel quartz veins have been emplaced preferentially within schistose, pelitic and mafic gneisses.

On a property scale, the PL and Nokomis deposits are located along the eastern flank of a southeasterly plunging anticline (Figure 7-2) consisting predominantly of interleaved Amisk Group intermediate to mafic gneisses. The Missi Group quartzofeldpathic gneiss (“Hangingwall Gneiss”) disconformably overlies the Amisk and Nokomis gneisses which in turn structurally overlie a medium to coarse grained augen gneiss (“Footwall Gneiss”) of uncertain origin.

FIGURE 7-2 PROPERTY GEOLOGY

7.3. MINERALIZATION

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The southern flank of the Kisseynew gneiss belt hosts several significant gold deposits including PL Deposit (29,500 oz from ~350,000 t), the New Britannia Mine (1.4 Moz from 11.0 Mt grading 4.67 g/t), which is currently being evaluated by QMX Gold Corporation (formerly Alexis Minerals Corporation) as well as the Tartan Lake Deposit (Satori Resources Inc.). These gold deposits occur along the transition between the predominantly early juvenile assemblage of arc related volcanics related to the Amisk Group and the metasediments of the Nokomis Group.

At the PL Deposit mineralization is found near surface over a strike length of 1,200 m and occurs in five main, subparallel, stacked zones known as (from top to bottom) the Sherridon, Upper, Main, Lower and Lower 2 Zones. These zones have been outlined by surface drilling to a vertical depth of approximately 500 m or 1,200 m down dip with some of the zones remaining partially open at depth.

The gold bearing zones generally strike N30W and dip fairly consistently, subparallel to the regional foliation, at 30° to the northeast (Figure 7-3). The zones are hosted within a 220-250 m thick package of ortho and paragneisses and related schists with lesser amounts of amphibolite and locally thin bands of conglomerate that are structurally overlain by a distinct, pink coloured, granitic gneiss (“Hangingwall Pink Granitic Gneiss”) and which in turn structurally overlie a light grey coloured augen gneiss (“Footwall Augen Gneiss”).

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FIGURE 7-3 PROPERTY GEOLOGY - PL MILL AREA

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In general, the gold bearing zones appear to be sub parallel to each other (Figure 7-4) The Upper, Main, Lower and Lower 2 Zones usually occur within 50 m of the contact of the Footwall Augen Gneiss. In some instances the Lower or where it is present the Lower 2 Zone can occur at or within several metres of this contact. The Lower 2 Zone is more restricted in occurrence than the other principle veins and it may represent a splay off of or a bifurcation in the Lower Zone.

The Sherridon Zone occurs structurally higher up the ortho and paragneiss sequence. The central portion of the Sherridon Zone occurs within metres of the sill-like tonalite/granodiorite body. Unlike the Main, Upper, Lower and Lower 2 Zones, at the Sherridon Zone erratically distributed sulphide minerals (arsenopyrite, pyrite and pyrrhotite) and free gold also form veinlets that fill brittle fractures with the quartz veins and occur locally within the host ortho and paragneisses.

These veins, that are less than one centimetre in width crosscut the regional schistosity and are interpreted to have formed post peak deformation. They are interpreted as being formed by mobilization of quartz, sulphides and gold from earlier stage mineralization.

FIGURE 7-4 SCHEMATIC CROSS SECTION 1000-975N

The gold bearing zones at the PL Deposit are typically <0.5 to 2.0 m wide and characterized by quartz

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veining and silicification. Typically the quartz veins, where developed, range from a few centimetres to rarely >1.0 m in width. There is usually 1 or sometimes 2 or more principle veins averaging 10 to 25 cm centimetres in width flanked on either side by <0.5 to 2 m of silicification and/or quartz veinlets (Figure 7-5 and Figure 7-6). Arsenopyrite is ubiquitous in the gold bearing zones occurring as trace to 2%, fine to medium grained disseminations within the host rocks and more importantly, from trace to +5%, associated with the quartz veins especially along the margins of the veins and along chloritic fractures/slips or associated with incorporated rafts of the foliated and mineralized wall rock. In general the higher gold grades are associated with increased arsenopyrite content.

Pyrite is a common sulphide mineral found with the arsenopryite. Pyrrhotite is also present but appears to have formed latter as it can be observed surrounding the arsenopryite and pyrite crystals (Murck). Gold is reported to occur as irregular inclusions within the arsenopryite and less commonly as free gold within the quartz gangue. Lesser amounts of, sphalerite, galena and chalcopyrite have also been documented.

Besides quartz, gangue minerals include biotite, muscovite, chlorite, feldspar and amphibole. In addition tourmaline, sillimanite, graphite as well as a variety “skarn-type” or “calc-silicate” minerals including, scapolite, diopside and wollastonite have been observed (Murck).

7.3.1 214-TYPE SULPHIDE MINERALIZATION

The 214 Type (Sulphide Type) mineralization has only been observed in the historic underground workings around stope 214. However, it is of some interest as it reported to have produced the highest grade gold ore from the PL Mine. Typically quartz veins are absent instead gold is associated with crosscutting, anastomosing semi massive, sulphide veins (arsenopyrite +/- pyrrhotite, chalcopyrite and pyrite. Ostry and Halden (1995) interpreted the 214 Type mineralization as being formed by the late stage remobilization of the more dominant vein type mineralization described above.

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FIGURE 7-5 HISTORICAL PHOTO SHOWING SEVERAL VEINS FROM UNKNOWN ZONE

FIGURE 7-6 HISTORICAL PHOTOGRAPH SHOWING MORE TYPICAL SECTION OF ONE PRINCIPAL VEIN ENVELOPED BY QUARTZ VEINLETS FROM UNKNOWN ZONE

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7.4. NOKOMIS MINERALIZATION

At Nokomis gold mineralization is hosted within a shear related, intrusive hosted, lode gold system. The Nokomis Deposit is made up of the mineralized Upper and Lower Host Zones that have been separated by a steeply dipping normal fault that is intruded by pegmatite (Figure 7-7 and Figure 7-8).

Gold mineralization occurs within a differentiated gabbroic sill emplaced near the contact between metasediments of the Nokomis Group and mafic volcanics of the Amisk Lake group. The host unit for the gold mineralization has been described as a ferrotonalite to diorite. Alteration includes silicification, carbonatization, and albitization.

The Upper and Lower Host Zones range in thickness from <1 m to 4 m and have been intersected by diamond drilling over a surface strike length of approximately 450 m and a down dip extent of more than 350 m, to a vertical depth of 200 m below surface.

FIGURE 7-7 PROPERTY GEOLOGY - NOKOMIS AREA

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FIGURE 7-8 NOKOMIS SCHEMATIC CROSS SECTION 775NE

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8. DEPOSIT TYPES

8.1. PL GOLD PROPERTY

The PL Property is thought to host mesothermal type deposits with multiple veins and lenses. Auriferous sulphide bearing quartz veins and zones of quartz free gold sulphide mineralization occur in a biotite rich gneiss/schist. Gold sulphide mineralization also occurs with or without quartz within fine to coarse grained felsic quartzofeldspathic gneiss.

At the PL Property, the recognition of an early mineralizing event and subsequent mobilization of the sulphides and gold offers an alternate model for the distribution of at least some of the gold sulphide mineralization. The mobilization of arsenopyrite sulphides and gold into structural traps that form high grade 214 type shoots would provide new exploration targets in addition to the typical veins.

8.2. MESOTHERMAL GOLD DEPOSITS

Mesothermal gold deposits are mainly quartz vein related, gold-only deposits with associated carbonitized wall rocks. They occur in low- to medium-grade metamorphic terrains of all ages, but only in those that have been intruded by granitoid batholiths (Hodgson, 1993). On a regional scale, the deposits occur in prograding arc-trench complexes in association with major transcrustal fault zones, linear belts of fluviatile to shallow-marine sedimentary rocks, and small felsic alkalic and trondhjemitic intrusions, a co-spactial assemblage of structures and rocks that developed after the main period of accretion-related contractional deformation, but before much of the metamorphism and penetrative fabric. At the PL deposit, the strong lineation of 201-type arsenopyrite and the presence of a mineral assemblage indicative of a metamorphosed alteration (e.g., assemblage of coarse-grained diopside, Ca-amphibole and calcite associated with sulphide mineralization) strongly suggests a pre- peak metamorphism origin for the deposit (Gagne, et al., 2006).

One broad group of mesothermal gold deposits is hosted in belts dominated by volcanic rocks such as the greenstone belts in the Percambrian Superior Province of the Canadian Shield. One subclass of this group is auriferous quartz veins and veinlet systems.

Most mestothermal gold deposits in supracrustal rock belts dominated by volcanic rocks are controlled by shear zones and by fracture systems related to shear zones. Shear-zone systems range from brittle to ductile, although at least some ductile shears have overprinted brittle shears and vice versa. Most mineralization is in shear veins within shear zones and in the immediate wall rocks.

Most gold-bearing mineralized zones are localized in fractures and schist zones that have dilated. Patterns of veins indicate that in most deposits, dilation is an integral part of bulk inhomogeneous strain due to alternating increments of simple shear along intersecting fracture sets.

Ore fluids are CO 2 rich and have been attributed to magmas, metamorphic devolatilization of supracrustal rocks and mantle degassing. Commonly associated minerals influde pyrite (less commonly pyrrhotite), common base-metal sulphides, arsenopyrite, tourmaline and molybdenite.

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9. EXPLORATION

9.1. PAST EXPLORATION

For a discussion of exploration prior to Minnova’s acquisition of the property in 2010, see Section 6, History.

9.2. GEOPHYSICS

In April of 2012, Geotech Ltd. Of Newmarket, Ontario conducted an airborne VTEM and magnetic survey covering the PL and Nokomis properties. (Figure 9-1 and Figure 9-2) 866 line kilometres were flown covering a total area of 66 km 2. The VTEM survey identified several untested conductive anomalies along the regional mineralized structure that hosts the PL and Nokomis deposits. The anomalies displayed similar characteristics in size and geophysical response to the anomalies associated with the PL and Nokomis deposits.

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FIGURE 9-1 MAGNETIC SURVEY OVER THE PL AND NOKOMIS PROPERTIES

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FIGURE 9-2 VTEM SURVEY OVER THE PL AND NOKOMIS PROPERTIES

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10. DRILLING

10.1. PL PROPERTY DRILLING

All drilling prior to the 2011 drill program is summarized in Section 6 of this report.

Minnova completed a two-phase diamond drill program in 2011 totaling 4,950 m of drilling over 47 holes. The aim of the program was to confirm historic gold resources in the past producing PL Mine (formerly the Puffy Lake Mine). This drilling is summarized in greater detail in Ewert, et al (2011).

10.1.1 2011-2012 DRILL PROGRAM

In August of 2011, Minnova began the next phase of drilling at Maverick Project. The aim of the drill program was to expand the gold resources and increase the quality and quantity of the optimized near surface in-pit resources on the PL Property as well as examine other gold occurrences along the 20 km long trend on the property.

Borehole A3-48 was an exploration hole and intersected a 0.50 m wide zone at a grade of 23.68 g/t Au on the mineralized horizon 2 km southwest of the PL Deposit.

Boreholes A3-51 to A3-63 are shallow holes that encountered near-surface mineralization in the Sherridon starter pit area. Boreholes A3-55 to A3-58 were advanced in the Sherridon Pit area but did not intersect significant mineralization. Hole A3-60 had the best intersection with 3.72 g/t Au over an interval of 4.35 m.

Boreholes, A3-64, A3-65 and A3-67 to A3-69 were advanced to test for an extension of the planned south starter pit but did not intersect significant values.

Boreholes A3-71 to A3-73, A3-76, A3-81, A3-84 and A3-86 tested shallow underground mineralization down-dip from the planned northern starter pit. All holes except A3-73 contained significant intersections as reported in Table 10.2.

Borehole A3-81 intersected 1.69 m grading 47.21 g/t Au including 0.46 m grading 158.45 g/t Au at a depth of 98.8 m ad down-dip from the planned north started pit.

Hole A3-84, drilled 50 m northwest of borehole A3-81, intersected 6.23 m grading 7.55 g/t Au including 0.5 m grading 29.61 g/t Au at a depth of 98.2 m.

Boreholes A3-79, A3-82, A3-83 and A3-85 tested shallow underground mineralization north of the planned northern starter pit. Holes A3-83 and A3-85 are approximately 50 and 75 m north, respectively, of hole A3-81.

Hole A3-83 intersected 2.00 m grading 11.96 g/t Au at a depth of 107 m and hole A3-85 intersected 2.33 m grading 12.60 g/t Au at a depth of 150 m.

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Holes A3-93 and A3-96 did not intersect significant mineralization.

Results from holes A3-100 to A3-114 confirm the north-eastern extension of gold mineralization beyond the current mine plan.

Borehole A3-100 intersected 48.33 g/t Au over 0.9 m and borehole A3-105 intersected 11.38 g/t over 1.5 m. Borehole A3-103 and A3-109 did not intersect significant mineralization.

A list of borehole collar locations are presented in Table 10-1 and significant intersections can be found in Table 10-1. Borehole locations are presented in

Figure 10-1. The recent drilling was used as the basis for the updated Resource Estimate prepared by P&E, presented in Section 14.

P&E did not find there were any drilling, sampling or recovery factors that could materially impact the accuracy and reliability of the results.

TABLE 10-1 2011-2012 DRILL HOLE LOCATION DATA

DDH No. Easting Northing Elevation (m) Dip (°) Azimuth (°) Length (m)

A3-48 372072 6100286 345 -60 225 377 A3-49 373000 6100880 344.2 -90 0 60.04 A3-50 373410 6100550 345.8 -90 0 72.23 A3-51 373443 6100540 348.1 -90 0 50.9 A3-52 373397 6100525 344.7 -90 0 124.05 A3-53 373397 6100525 344.7 -45 235 63.09 A3-54 373453 6100511 346.2 -45 235 63.09 A3-55 373453 6100511 346.2 -90 0 57 A3-56 373469 6100502 346.2 -90 0 53.95 A3-57 373469 6100502 346.2 -45 235 41.76 A3-58 373497 6100494 346.1 -90 0 75.28 A3-59 373548 6100457 346.1 -90 0 47.85 A3-60 373663 6100393 347.5 -90 0 57 A3-61 373352 6100644 348.8 -90 0 63.09 A3-62 373341 6100659 349.3 -90 0 69.19 A3-63 373366 6100626 347.3 -90 0 78.33 A3-64 373370 6100260 347.8 -45 70 35.66 A3-65 373385 6100295 343.7 -90 0 36.35 A3-67 373382 6100320 343.1 -90 0 38.71 A3-68B 373358 6100298 343.2 -90 0 32.61 A3-69 373390 6100355 343.1 -90 0 47.85 A3-71 373301 6100696 348.5 -90 0 170.08 A3-72 373359 6100545 344.3 -90 0 127.1 A3-73 373330 6100530 343 -83 194 130.14 A3-74 373307 6100511 342.8 -90 0 96.62 A3-75 373382 6100594 346.9 -90 0 26.52

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DDH No. Easting Northing Elevation (m) Dip (°) Azimuth (°) Length (m)

A3-76 373357 6100573 346 -90 0 139.29 A3-77 373328 6100550 343 -90 0 124.05 A3-78 373298 6100530 342.8 -90 0 102.71 A3-79 373272 6100732 348.1 -90 0 176.17 A3-80 373245 6100708 345 -90 0 139.59 A3-81 373209 6100681 343.6 -90 0 122.15 A3-82 373226 6100761 346.7 -90 0 182.26 A3-83 373198 6100736 344.2 -90 0 154.83 A3-84 373162 6100706 342.4 -90 0 125.04 A3-85 373162 6100761 344.2 -90 0 176.17 A3-86 373155 6100732 343.3 -90 0 153.92 A3-87 373669 6100183 341.8 -90 0 41.76 A3-88 373669 6100183 341.8 -45 235 35.05 A3-89 373669 6100218 342.2 -90 0 26.52 A3-90 373623 6100218 342.1 -55 235 28.96 A3-91 373621 6100241 342.9 -90 0 21.98 A3-92 373622 6099873 342.4 -90 0 66.14 A3-93 373622 6099873 342.4 -55 235 62.8 A3-94 373620 6099905 341.9 -90 0 63.09 A3-95 373620 6099905 341.9 -55 235 56.39 A3-96 373578 6099875 342.2 -45 235.1 35.05 A3-97 373578 6099875 342.2 -90 0 53.95 A3-98 373596 6099916 341.8 -90 360 60.35 A3-99 373596 6099916 341.8 -55 235 69.49 A3-100 373334 6100683 349.9 -81 216.7 161.54 A3-103 373131 6100808 345 -90 360 164.58 A3-104 373214 6100659 342.9 -90 360 96.92 A3-105 373161 6100803 345.4 -90 360 155.44 A3-109 373189 6100663 342.5 -90 0 93.87 A3-110 373238 6100673 345 -90 360 118.87 A3-114 373190 6100705 342.8 -82 189.3 106.71

Total 5211.13

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TABLE 10-2 HIGHLIGHTS OF DRILL INTERCEPTS FROM THE 2011/2012 PHASE I & II DRILL PROGRAM

Interval* Hole No. From (m) To (m) Au (gpt) (m)

A3-48 335.65 334.15 0.50 23.68 A3-51 31.86 36.13 4.27 1.09 A3-53 4.30 6.67 2.37 1.45 A3-59 22.63 24.60 1.97 3.70 A3-60 39.05 43.40 4.35 3.72 incl. 39.05 40.90 1.85 3.63 and 41.90 43.40 1.50 6.16 A3-61 45.06 46.06 1.00 1.64 A3-63 40.80 42.80 2.00 2.47 A3-71 141.32 142.81 1.49 8.11 A3-72 57.85 58.35 0.50 31.21 A3-76 79.59 80.10 0.51 7.77 A3-79 48.87 49.12 0.25 10.40 A3-81 98.80 100.49 1.69 47.21 incl. 98.80 99.26 0.46 158.45 A3-82 152.54 153.90 1.36 5.56 and 167.55 168.05 0.50 5.73 A3-83 44.13 44.63 0.50 4.40 and 100.30 100.77 0.47 14.30 and 107.03 109.03 2.00 11.96 and 117.25 118.25 1.00 5.27 A3-84 98.17 104.40 6.23 7.55 incl. 98.17 98.67 0.50 29.61 A3-85 149.67 152.00 2.33 12.60 incl. 151.51 152.00 0.49 24.33 A3-86 114.22 115.72 1.50 7.54 A3-94 51.50 51.75 0.25 94.35 A3-95 47.86 47.99 0.13 48.68 A3-100 147.45 148.35 0.90 46.95 A3-104 51.89 52.14 0.25 8.30 A3-105 146.18 147.68 1.50 11.38 and 149.34 149.74 0.40 5.41 and 150.58 150.95 0.37 6.00 A3-110 111.49 111.89 0.40 4.20 A3-114 83.00 83.75 0.75 7.79 and 95.06 95.28 0.22 9.77 *Note – True widths are currently estimated at 85-100% of drilled widths

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FIGURE 10-1 DRILL HOLE LOCATIONS

10.1.2 2013 DRILL PROGRAM

In August of 2013, Minnova undertook a small drill program of four (4) holes A3-115 to A3 118. Drilling was targeted to infill areas of shallow gold mineralization that were either previously categorized as Inferred mineralization or not categorized due to insufficient drill density. The area of drilling occurred within ML065, the permitted mining lease that was the site of historical production, and in areas previously identified to be potentially amenable to open-pit mining toward the northern end of the existing PL Deposit resource.

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TABLE 10-3 2013 DRILL HOLE LOCATION DATA

DDH No. Easting Northing Elevation (m) Dip (°) Azimuth (°) Length (m)

A3-115 372971 6100833 342.55 -90 0 99.66 A3-116 373048 6100844 343.73 -90 0 154.53 A3-117 373337 6100482 342.37 -90 0 99.66 A3-118 373158 6100863 347.50 -90 0 343.51

TABLE 10-4 HIGHLIGHTS OF DRILL INTERCEPTS FROM THE 2013 PL DRILL PROGRAM

Hole From (m) To (m) Length (m) Au gpt

A3-115 52.12 52.73 0.61 3.43 A3-116 Granodiorite dike at target depth A3-117 46.53 47.85 1.32 7.46 A3-118 72.24 75.64 3.39 8.15

10.2. NOKOMIS DRILLING

10.2.1 2012 DRILL PROGRAM

All drilling completed at Nokomis prior to the 2012 drill program is summarized in Section 6.0 of this report.

In February of 2012, Minnova commenced a 19 hole (A4-01 to 19) 1,335 m diamond drill program. The aim of the program was to confirm historical mineralised intervals at Nokomis. The program was completed in March of 2012 and intersected several high grade mineralized zones. Drill holes A4-01 to A4-07, A4-09 and A4-12 intersected gold mineralization associated with the Upper Host Zone. Drill holes A4-01 to A4-07, A4-09 and A4-12 intersected gold mineralization associated with the Lower Host Zone.

A list of drill holes and significant intersections is presented in Table 10.2. Drill hole locations are presented in Figure 10-2. The results of the 2012 drill program are used for the Nokomis Resource Estimate prepared by ACA Howe presented in Section 14.2.

Howe did not find there were any drilling, sampling or recovery factors that could materially impact the accuracy and reliability of the results.

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TABLE 10-5 HIGHLIGHTS OF DRILL INTERCEPTS FROM THE 2012 NOKOMIS DRILL PROGRAM

Hole No. East (m) North (m) Az(°) Dip(°) From (m) To (m) Interval* (m) Au(gpt)

A4-01 380144 6104099 360 -90 51.79 59.06 7.27 1.91 A4-02 380144 6104099 300 -60 39.85 47.48 7.63 125.08 incl. 45.35 46.48 1.13 820.28 incl. 45.35 45.85 0.50 1830.27 A4-03 380076 6104066 -90 8.74 13.94 5.20 12.27 A4-04 380104 6104054 -90 31.20 35.81 4.61 2.95 A4-05 380009 6103913 300 -85 no significant assays A4-06 380009 6103934 360 -90 35.79 38.54 2.75 1.12 A4-07 380040 6103930 360 -90 53.42 56.11 2.69 1.04 A4-09 380079 6103966 360 -90 27.14 28.14 1.00 0.94 A4-10 380091 6103989 360 -90 39.06 40.12 1.06 5.46 A4-11 380156 6104073 300 -85 56.76 63.19 6.43 5.10 A4-12 380156 6104073 300 -50 48.81 54.36 5.55 9.65 incl. 50.31 52.84 2.53 18.85 incl. 51.81 52.34 0.53 62.23 A4-14 380142 6104134 360 -90 35.39 41.39 6.00 2.79 A4-15 380156 6104178 360 -90 44.05 46.05 2.00 1.81 A4-16 379997 6103960 360 -90 25.29 26.75 1.46 4.89 A4-17 380020 6103979 360 -90 19.81 28.29 8.48 1.18 A4-18 380220 6103925 360 -90 166.95 167.95 1.00 13.72 and 171.80 172.80 1.00 11.64 A4-19 380235 6103998 360 -90 149.58 150.58 1.00 8.25 *Source: www.minnova.ca

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FIGURE 10-2 NOKOMIS DRILL HOLE LOCATIONS

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11. SAMPLE PREPARATION ANALYSIS AND SECURITY

All drill core from the PL 2011-2012 drill programs and the Nokomis 2012 program were NQTW in size. At both deposits assay and sample information as well as geological descriptions were taken from drill logs prepared under the supervision of Bruce Mackie, Minnova’s QP at the time. Assays were completed on split or sawed half-cores, with the second half of the core kept for future reference.

Samples were put into rice bags which were sealed with security locks for shipping directly to Accurassay, an accredited assay laboratory, in Thunder Bay, Ontario. Accurassay is independent of the issuer of this report. In 2002, Accurassay was accredited for gold and other elements under ISO/IEC Guideline 17025. Accreditation covers assay laboratory practices including quality control and quality assurance.

The samples were analyzed using standard fire assay procedures with an AA/ICP finish, using 50 g aliquots. Assay results greater than 2.50 g Au/t were rerun using a gravimetric finish. In addition to the standard quality control of the laboratory, a series of blanks and standards were inserted with every shipment for quality control purposes.

11.1. CONCLUSIONS

The authors of the opinion that the sample preparation, security and analytical procedures used for the PL and Nokomis projects are adequate for use in this report.

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12. DATA VERIFICATION

12.1. PL PROPERTY SITE VISIT AND INDEPENDENT SAMPLING

Mr. Eugene Puritch of P&E Mining Consultants, visited the PL Project on January 13, 2014 for the purpose of doing the site visit and completing an independent verification sampling program. The PL core was examined and 13 samples were taken in 9 holes by taking ¼ splits of the remaining half core in the box. An effort was made to sample a range of grades.

At no time were any employees of Minnova advised as to the identification of the samples to be chosen during the visit.

The samples were selected by Mr. Puritch, and placed into sample bags which were sealed with tape and placed in a rice bag.

The samples were brought by Mr. Puritch to AGAT Laboratory, (“AGAT”) in Mississauga, Ontario for analysis.

AGAT maintains ISO registrations and accreditations, which provide independent verification that a QMS is in operation at the location in question. Most AGAT laboratories are registered or are pending registration to ISO 9001:2000.

Gold was determined using fire assay on a 30 gram aliquot, with an AAS finish. Samples assaying greater than 2.5 g/t Au were rerun using fire assay with a gravimetric finish.

A comparison of the results is presented in Figure 12-1.

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FIGURE 12-1 PL PROJECT SITE VISIT SAMPLE RESULTS FOR GOLD

60.00

50.00

40.00

30.00

Au (g/t) 20.00 Auriga P&E 10.00

0.00

Sample No.

12.2. NOKOMIS PROPERTY SITE VISIT AND INDEPENDENT SAMPLING

Mr. Leon McGarry, P. Geo., visited the Nokomis Project between the 20th and 21st of January, 2014 to collect verification samples and confirm the location of drill collars. The Nokomis core was examined and five (5) samples were taken from three (3) holes by taking ¼ splits of the remaining half core in the box. An effort was made to sample a range of grades.

At no time were any employees of Minnova advised as to the identification of the samples to be chosen during the visit. The samples were selected by Mr. McGarry, and placed into sample bags which were sealed with zip ties and placed in a rice bag. The samples were brought by Mr. McGarry to AGAT Laboratory, (“AGAT”) in Mississauga, Ontario for analysis.

AGAT has developed and implemented at each of its locations a Quality Management System (QMS) designed to ensure the production of consistently reliable data. The system covers all laboratory activities and takes into consideration the requirements of ISO standards. AGAT maintains ISO registrations and accreditations, which provide independent verification that a QMS is in operation at the location in question.

Gold was determined using fire assay on a 30 gram aliquot, with an AAS finish. Samples assaying greater than 10 g/t Au were rerun using fire assay with a gravimetric finish.

A comparison of the results is presented in Table 12-1.

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TABLE 12-1 ACA HOWE CHECK SAMPLES

Original Difference g/t Drill Hole From To Minnova g/t Au Howe g/t Au Sample ID Au

A18 166.95 167.45 1273398 8.548 3.43 -5.1 A4 32.70 33.20 1273135 4.262 6.36 2.1 A11 58.26 58.76 1273068 10.740 8.8 -1.9 A11 58.76 59.26 1273069 7.989 13.1 5.1 A3 12.24 12.74 1273157 20.051 21.1 1.0

12.3. MINNOVA PL PROJECT QUALITY ASSURANCE /Q UALITY CONTROL REVIEW

Minnova continued its quality assurance/quality control (QA/QC) program for the 2011-2012 drilling program, utilizing three different certified reference materials and a pre-pulverized blank material at a rate of approximately 1:20. P&E reviewed all data, and the discussion is presented in the following sub-sections.

12.3.1 PERFORMANCE OF CERTIFIED REFERENCE MATERIALS

Three certified reference materials were used for the drill program, which were purchased at CDN Resource Labs in Langley, BC. The grades of the reference materials ranged from 3.77 g/t Au to 13.2 g/t Au.

There were 30 data points for the material grading 3.77 g/t Au. The data were graphed using +/- 2 standard deviations from the mean for the warning limits and +/- 3 standard deviations from the mean for the tolerance limits. One sample had no value and the remaining data were within the tolerance limits, spread evenly above and below the mean.

The material grading 8.25 g/t Au had 34 data points. One sample had no value and the remaining data were within the warning limits, spread evenly above and below the mean.

The material grading 13.2 g/t Au had a total of 33 data points. There was one misallocation (wrongly labeled standard inserted) and one data point failed above the tolerance limit of +3 standard deviations.

12.3.2 PERFORMANCE OF BLANK MATERIAL

There were 61 data points for the blank material and seven samples were above the upper threshold of three times the detection limit. The remaining 54 samples were below the upper threshold of three times the detection limit.

The commercial blank did not go through the sample reduction process – it monitored possible analytical contamination only, and it is recommended that Minnova source another coarse blank material for use in future drill campaigns.

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P&E declares the data acquired and analyzed by Minnova to be satisfactory for use in a resource estimate.

12.4. MINNOVA NOKOMIS QUALITY ASSURANCE /Q UALITY CONTROL REVIEW

Minnova implemented a quality assurance/quality control (QA/QC) program for the 2012 drilling program, with the addition of three different certified reference materials and pulverized blank material at a rate of approximately 1:20. Howe reviewed all data, and the discussion is presented in the following sub-sections.

12.4.1 PERFORMANCE OF CERTIFIED REFERENCE MATERIALS

TABLE 12-2 NOKOMIS CRM DETAILS

Standard CDN-GS-4B CDN-GS-8A CDN-GS-13A

Type Gold Gold Gold Control Grade 3.77 8.25 13.2 Count 9 6 7 Mean 3.75 8.30 13.48 Max 3.90 8.59 14.14 Min 3.59 8.09 12.86 Standard Dev 0.12 0.18 0.45 Average % Diff -1% 1% 2%

There were 9 data points for the material grading 3.77 g/t Au. The data were graphed using +/- 2 standard deviations from the mean for the warning limits and +/- 3 standard deviations from the mean for the tolerance limits. All samples fell within 2 standard deviation warning limits and were distributed evenly above and below the mean.

The material grading 8.25 g/t Au had 6 data points. All data were within the warning limits, spread evenly above and below the mean.

The material grading 13.2 g/t Au had a total of 7 data points and all data were within the warning limits, spread evenly above and below the mean.

12.4.2 PERFORMANCE OF BLANK MATERIAL

The blank material used was a pre-pulverized commercial blank. There were 14 data points for the blank material, 10 were well below the upper threshold of three times the detection limit of 0.03 g/t

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Au, 4 samples returned grades below 0.1 g/t Au. Over all the results are considered acceptable.

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13. MINERAL PROCESSING AND METALLURGICAL TESTING

The following section is taken verbatim from the Howe PEA report # 956 dated January 5, 2012.

13.1. HISTORIC PL MILL OPERATION

The existing PL mill was built in 1987 and operated from January 1988 to April 1989. The nameplate rating of the mill is 1000 t/d and rates of up to 1500 t/d for short periods were reported, although average production was generally well below 1000 t/d.

The process consisted of conventional crushing and grinding to a target grind of 100 µ followed by flotation to produce a sulphide concentrate containing gold. A jig in the grinding circuit recovered coarse free gold.

The flotation concentrate was reground and leached in a conventional cyanidation plant using drum filtration for liquid/solid separation followed by Merrill-Crowe recovery of gold from solution. Precipitated gold was smelted to yield a doré gold product.

Flotation tailings and cyanide circuit filtration tailings were discharged directly to tailings. A barren solution bleed to tailings was required and was treated with hydrogen peroxide to destroy cyanide prior to discharge.

Table 13.1 summarizes the performance of the mill during its operation.

TABLE 13-1 HISTORICAL PL MINE PRODUCTION

Month Tonnage, t/d Gold Recovery, %

Jan-88 881 72.93 Feb-88 799 83.83 Mar-88 901 81.69 Apr-88 979 81.18 May-88 1025 73.08 Jun-88 833 80.01 Jul-88 613 87.79 Aug-88 784 81.44 Sep-88 662 89.22 Oct-88 737 86.99 Nov-88 728 82.57 Dec-88 652 82.07 Jan-89 830 86.24 Feb-89 583 88.5 Mar-89 745 83.77 Apr-89 694 86.04

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FIGURE 13-1 RECOVERY VS . TONNAGE , 1988-89

FIGURE 13-2 RECOVERY VS . GRADE , 1988-89

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13.2. METALLURGICAL TESTING

Information in this section was taken from “Technical Report on Puffy Lake Mine”, dated June 30, 2006 and authored by Karel Pieterse. No recent metallurgical testwork has been reported.

On April 13, 1981, Britton Research Limited (“Britton”) reported on a series of metallurgical tests (April 13, 1981. Project B495. Britton Research Limited. Vancouver, B.C. Metallurgical tests on a Sample of Gold Ore) which included grinding, cyanidation and flotation tests. The test results were summarized as follows:

• A composite sample was made up from 103 diamond drill core assay rejects. It had an average gold assay of 7.1 grams per tonne. Due to the erratic distribution of coarse gold in the sample, individual assays, including calculated test heads, ranged from 4.4 to 12.3 grams per tonne; • The sample had a Bond Work Index of 14.7 kWh per ton for grinding from 10 mesh to 63% minus 200 mesh; • The sample had a specific gravity of 2.87 g/cm 3; • Although an appreciable amount of arsenopyrite was present in the sample, it was not refractory to cyanidation. Cyanidation for was carried out for 72 hours, after grinding to 63% minus 200 mesh and followed by amalgamation of the coarse fraction of the residue to remove coarse gold. This extracted 90.3% of the gold. Increasing the fineness to 87% minus 200 mesh raised the extraction to 92.7%. A further increase to 95% minus 200 mesh yielded an extraction rate of 95.4%. • Three-stage rougher flotation, after grinding to 63% minus 200 mesh, followed by amalgamation of the tailing, recovered 93.1% of the gold, in combined concentrates, assaying 73.7 grams per tonne. Finer grinding to 95% minus 200 mesh increased the recovery to 94.8%. • Possible methods of treating the ore include the following. In each case, a jig would be installed in the grinding circuit to recover coarse gold: • Direct cyanidation after grinding. • Flotation, followed by shipment of the concentrate to a smelter. • Flotation followed by regrinding and cyanidation of the concentrate. • Indications were that at least 90% of the gold could be recovered by any of these methods. The choice of the method to be used would depend on the results of additional metallurgical investigations, to be followed by a preliminary feasibility study, which would include estimates of capital and operating costs, as well as environmental studies. The possibility of shipping the ore direct to a smelter would also be investigated.

On October 4, 1984, Lakefield Research (“Lakefield”) reported on an investigation of the recovery of gold on a bulk sample (October 4, 1984. Project L.R.2873. Lakefield Research, Lakefield, Ont. An Investigation of the Recovery of Gold). The results are summarized as follows:

• Thirty (30) drums of material were received by Lakefield. Shipping weight was 6,818 kg

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(6.818 tonnes). • The overall ‘calculated’ grade of the 6.8 tonne bulk sample was 4.17 g/t. Additional analyses on a representative head sample were: 2.2 g/t Ag; 0.37% Pb; 2.07% S; and 0.027% As. • The flowsheet evaluated in the pilot plant is shown in Figure 13-3.

FIGURE 13-3 LAKEFIELD TEST FLOWSHEET

• The circuit was operated for a period of 19 hours over 3 days and 6.8 tonnes of ore was processed; • Grinding Circuit. The average feed rate to the mill was 349 kg/hr and the net power consumption was 12.01 kW/t. The cyclone overflow was 71% passing 200 mesh. The calculated work index was 13.4; • Flotation & Gravity Circuits. Upon completion of the three days of tests the pilot plant was cleaned out and a mass balance was established. Gold recovered from tests together with that

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from clean-up (assumed to be recoverable during gravity concentration) an overall metallurgical balance was projected. • Gold recovery during concentration was 95.9% with 4.1% reporting to the tailing product. Distribution of gold to various products was gravity concentrate – 77.2%; Pyrite concentrate – 11.8%; Arsenopyrite concentrate – 6.9%; and Tailing product – 4.1% • Gold Recovery. Concentrates were cyanided to extract gold from the gangue minerals and this gold was recovered by electrolysis. During this process some further gold losses were experienced. Final recoveries were stated as Gravity concentrate – 76.0%; Pyrite concentrate – 11.5%; Arsenopyrite concentrate – 5.7%; and Tailing product – 4.8%

On November 25, 1986 Coastech reported on confirmatory metallurgical testwork (25 November, 1986. Coastech Research Inc., Vancouver, B.C. Confirmatory Metallurgical Testwork.) This work was summarized as follows:

• The most significant estimate of head gold grade is by multiple sub ‐sample assay by fire/metallics. The mean gold grade for the twelve composite lots was 7.20 grams per tonne. Coarse, free gold was evident due to high variance of individual head assays. There was no economically significant copper, lead, or zinc values indicated. Silver is of minor economic and metallurgical significance; • All of the composite lots responded to direct cyanidation. It is estimated that following optimization of the cyanidation parameters gold extractions typically > 95% could be expected resulting in tailings grading 0.30 to 0.50 grams per tonne. Reagent consumptions <0.2 kg NaCN per tonne and <1 kg CaO per tonne are expected with minor solution fouling by soluble coppers. High dissolved arsenic is expected in the pregnant solution; • Gravity concentration resulted in gold recoveries of 50 to 85% to a concentrate (uncleaned) grading >500 g Au/t and 30 to 40% As. Gravity and froth flotation combined bulk concentrate resulted in >95% gold recovery for all composite lots, except Lot 1. All flotation products contained high levels of arsenic. A separate base metal flotation concentrate for market is not viable. The most sensible processing route to pursue is a combined gravity flotation concentration followed by cyanidation of the combined or separate concentrates and conventional solution refining to bullion techniques; • Waste management should not present extraordinary processing measures; • All of the composite lots responded similarly to exploratory metallurgical testing; • Future detailed design testwork should be limited to two composites, a high grade and a low grade.

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14. MINERAL RESOURCE ESTIMATES

14.1. PL PROJECT MINERAL RESOURCE ESTIMATES

14.1.1 INTRODUCTION

This report section is an update of the last NI 43-101 technical report "Technical Report and Resource Estimate on the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada" filed on SEDAR on September 16, 2011. The Mineral Resources Estimate of the PL Property was updated using 67 additional drill holes completed since the last resource estimate. The mineral resource estimate presented herein is reported in accordance with the Canadian Securities Administrators’ National Instrument 43-101 and has been estimated in conformity with generally accepted CIM “Estimation of Mineral Resource and Mineral Reserves Best Practices” guidelines. Mineral resources are not mineral reserves and do not have demonstrated economic viability. There is no guarantee that all or any part of the mineral resource will be converted into mineral reserve. Confidence in the estimate of Inferred mineral resources is insufficient to allow the meaningful application of technical and economic parameters or to enable an evaluation of economic viability worthy of public disclosure. Mineral resources may be affected by further infill and exploration drilling that may result in increases or decreases in subsequent mineral resource estimates

This resource estimate was undertaken by Yungang Wu, P.Geo. and Eugene Puritch, P.Eng. of P&E Mining Consultants Inc. of Brampton, Ontario, both independent Qualified Persons in terms of NI 43- 101, from information and data supplied by Minnova. The effective date of this resource estimate is April 15, 2014.

14.1.2 DATABASE

All drilling and assay data were provided in the form of Excel data files by Minnova on March 8, 2014. The Gems database for this resource estimate was constructed by P&E from 563 drill holes totalling 91,737 metres. Table 14-1 summarizes the number of the drill holes in the database which consisted of 455 historical drill holes (80,012 m) and 108 drill holes (11,725 m) which were drilled in 2011, 2012 and 2013. Of these 108 drill holes, 67 (7,095 m) in the database have been completed since the last resource estimate in September 2011. A drill hole plan is shown in Appendix I.

TABLE 14-1 PL PROJECT DRILL HOLE DATABASE SUMMARY

Drilling Metres of # of Drill Holes used for the # Drill Holes # of Au Assays Period Drilling Resource Estimate

Historical 455 80,012 20,893 327 2011 41 4,630 1,692 37 2011-2013* 67 7,095 2,187 55 Total 563 91,737 24,772 419 Note: * Drilled since the last resource estimate in September 2011

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The assay table of the database contained 24,772 Au assays, of which 2,187 Au assays have been analyzed since the last report. All drillhole survey and assay values are expressed in metric units, while grid coordinates are in the NAD 83, Zone 14 UTM system.

14.1.3 DATA VERIFICATION

Verification of assay database records was performed with original laboratory and electronically issued certificates from laboratories for all assays intervals analyzed since the last resource estimate in 2011. Some minor errors were detected in the Gemcom database and were deemed to be non-material to the resource estimate.

Industry standard validation checks were completed on the database. P&E typically validates a mineral resource database by checking for inconsistencies in naming conventions or analytical units, duplicate entries, interval, length or distance values less than or equal to zero, blank or zero-value assay results, out-of-sequence intervals, intervals or distances greater than the reported drill hole length, inappropriate collar locations, and missing interval and coordinate fields. No significant validation errors were noted. P&E believes that the supplied database is suitable for mineral resource estimation.

14.1.4 DOMAIN INTERPRETATION

Six mineralization domain wireframes were developed during the course of this mineral resource estimate. Domain models were generated from successive polylines oriented perpendicular to the trend of the mineralization and spaced every twenty-five metres along the strike of the deposit. Preliminary mineralization domains were defined by continuous mineralized structures and assay intervals equal to or greater than 0.50 g/t Au above the 290 m elevation, and 2.0g/t below the 290 m elevation. All polyline vertices were snapped directly to drillhole assay intervals, in order to generate a true three- dimensional representation of the extent of the potentially extractable mineralization. Below the 290 m level, the mineralization domains were clipped where possible to exclude material less than 2.0 g/t Au. Domain wireframes were subsequently clipped above an overburden surface. The resulting domains were used as hard boundaries during resource estimation, for rock coding, statistical analysis and compositing limits. The 3D domains are presented in Appendix II.

Overburden and topographic surfaces was also developed from drillhole logging and collar elevations respectively and were extended sufficiently to cover the block model extents.

14.1.5 ROCK CODE DETERMINATION

A unique rock code was assigned for each the mineralized domain solid in the resource model. The domain volumes and rock codes utilized for the resource modeling are tabulated in Table 14-2.

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TABLE 14-2 MODEL ROCK CODE DESCRIPTION AND VOLUME

Domain Model Code Volume (m 3)

Zone1 100 485,968 Zone2 200 386,681 Zone3 300 540,103 Zone4 400 668,753 Zone5 500 275,926 MISC 600 21,260 Air 0 OVB 10 Waste 99 Voids 999

14.1.6 COMPOSITING

The basic statistics of all constrained Au assays and sample length are presented in Table 14-3.

TABLE 14-3 BASIC STATISTICS OF ALL CONSTRAINED AU ASSAYS AND SAMPLE LENGTHS

Statistics Au Assay g/t Sample Length m

Number of samples 2,154 2,154 Minimum value 0.001 0.10 Maximum value 190.80 2.03 Mean 4.59 0.64 Median 1.28 0.50 Geometric Mean 1.26 0.58 Variance 117.86 0.09 Standard Deviation 10.86 0.30 Raw Coefficient of variation 2.36 0.46

Constrained assay sample lengths range from 0.10 m to 2.03 m, with an average sample length of 0.64 m (Figure 14-1). Two distinct sample length populations are evident however, averaging 0.50 m and 1.00 m.

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FIGURE 14-1 CONSTRAINED SAMPLE LENGTH DISTRIBUTION

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In order to regularize the assay sampling intervals for grade interpolation, a one metre compositing length was selected for the drill hole intervals that fell within the constraints of the above-mentioned domains. The composites were calculated for Au over 1.0 metre lengths starting at the first point of intersection between assay data hole and hanging wall of the 3-D zonal constraint. The compositing process was halted upon exit from the footwall of the aforementioned constraint. Un-assayed intervals and below detection limit assays were set to 0.001 g/t Au. Any composites that were less than 0.25 metres in length were discarded so as not to introduce any short sample bias in the interpolation process. The constrained composite data were extracted to point files for a capping study. The composite statistics are summarized in Table 14-4.

TABLE 14-4 COMPOSITE SUMMARY STATISTICS

Variable AU_Comp AU_CAP

Number of samples 1,648 1,648 Minimum value g/t 0.001 0.001 Maximum value g/t 74.80 30.00 Mean g/t 3.58 3.39 Median g/t 1.41 1.41 Geometric Mean 0.93 0.92 Variance 44.11 28.66 Standard Deviation 6.64 5.35 Coefficient of variation 1.85 1.58

14.1.7 GRADE CAPPING

Grade capping was investigated on the 1.0m composite values in the database within the constraining domains to ensure that the possible influence of erratic high values did not bias the database. Au composite Log-normal histograms were generated for each mineralized domain and the resulting graphs are exhibited in Appendix III. Table 14-5 details the grade capping values. A total of 23 composites were capped at 30 g/t and the average capped Au grade was 3.39 g/t for all domains, about a 5% decrease from the average grade of all the composites. The capped Au composites were utilized to develop variograms and for block model grade interpolation.

TABLE 14-5 GRADE CAPPING SUMMARY

Total # of Capping # of Mean of Capped CV of CV of Capped Domains Percentile Composites Value Au (g/t) Capped Composites Mean Composites Composites Zone1 277 30 1 3.79 3.67 1.67 1.48 99.6% Zone2 174 30 4 3.45 3.19 2.06 1.68 97.7% Zone3 464 30 5 2.43 2.37 2.1 2.00 98.9% Zone4 478 30 8 4.4 4.12 1.67 1.36 98.3% Zone5 229 30 4 3.95 3.65 1.86 1.49 98.3% MISC 26 30 1 4.64 4.41 1.58 1.45 96.2%

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14.1.8 SEMI -VARIOGRAPHY

A semi-variography study was performed as a guide to determining a grade interpolation search strategy. Omni, along strike, down dip and across dip semi-variograms were attempted for all domain using grouped capped composites. Selected variograms are attached in Appendix IV.

Based on the analysis of the resulting experimental semi-variograms, a strike search distance of 40.0 m, a dip search distance of 30.0 m, and a cross-strike search distance of 10.0 m were selected as appropriate ranges for the Indicated mineral resource estimation classification. Continuity ellipses based on the observed ranges were subsequently generated and used as the basis for estimation search ranges, distance weighting calculations and mineral resource classification criteria. Anisotropy was modeled based on an average strike direction of 145°, -30° E down dip and +60° E across strike.

14.1.9 BULK DENSITY

A limited amount of bulk density data is available for the resource estimate. Previously, a value of 2.77 g/cm 3 has been used at the PL Deposit, based on a 6.8 tonne surface bulk sample (Reed, 1987). The density measurements of twenty samples collected during a site visit by Mr. Eugene Puritch, P.Eng. of P&E in 2011, ranged from 2.50 g/cm 3 to 2.96 g/cm 3, with an average density of 2.72 g/cm 3. 13 more samples were taken by Mr. Puritch in 2014 and analyzed at Agat Laboratories in Mississauga, Ontario, ranged from 2.77 g/cm 3 to 3.23 g/cm 3. An average bulk density of these 33 samples collected by P&E was 2.81 g/cm 3 and applied for the resource estimates. P&E recommends that a systematic density sampling and measuring program should be carried out in future drilling programs.

14.1.10 BLOCK MODELING

The PL resource block model was constructed using Gems V6.5 modelling software and the block origin and block size are tabulated in Table 14-6. The block models were rotated in order to orient the X axis parallel to the trend of the domains. The block model consists of separate models for estimated grade, rock code, percent, density and classification attributes.

TABLE 14-6 BLOCK MODEL DEFINITION

Direction Origin # of Blocks Block Size (m)

X 372,649.042 400 4 Y 6,100,827.89 780 2 Z 368 304 2 Rotation 55° Clockwise

All blocks in the rock type block model were initially assigned a waste rock code of 99, corresponding to the country rocks. All mineralized domains were used to code all blocks within the rock type block

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model that contain by volume at least 1 % or greater volume within the domains. These blocks were assigned their appropriate individual rock codes as indicated in Table 14.3. The Void solid was utilized to code all historical mined blocks with a rock code 999 that were at least 1 % or greater inside the Void. The bedrock topographic surface was subsequently utilized to assign rock code 10, corresponding to overburden, to all blocks at least 50 % or greater above the bedrock surface. Blocks 50 % or greater above the topographic surface were coded with 0 for Air.

A percent block model was set up to accurately represent the volume and subsequent tonnage that was occupied by each block inside the constraining domains. As a result, the domain boundary was properly represented by the percent model ability to measure individual infinitely variable block inclusion percentages within that domain. The minimum percentage of the mineralized block was set to 1%. The Void solids were utilized to deplete the resource model volume with the historical mined areas by selecting 1% as the minimum percent of block inside the Void solids. The percentage used for this resource estimation was derived from the subtraction of the domain percent and the void percent. If the volume percent value of any block contained by volume less than 1%, it was coded to 0%.

A uniform bulk density of 2.81 g/cm 3 was applied to all mineralized blocks.

Inverse distance cubed (1/d3) grade interpolation was utilized on the Au capped composites. Multiple passes were executed for the grade interpolation to progressively capture the sample points in order to avoid over smoothing and preserve local grade variability. Search ranges were based on the variograms and search directions which were aligned with the strike and dip directions of each domain respectively. Grade blocks were interpolated using the following parameters in Table 14-7.

TABLE 14-7 AU BLOCK MODEL INTERPOLATION PARAMETERS

Dip Range Strike Across Dip Max # of Sample Min # Max # Pass (m) Range (m) Range (m) per Hole Sample Sample

I - Measured 20 25 5 2 5 12 II - Indicated 30 40 10 2 3 12 III–Inferred-1 60 80 20 2 1 12 IV- Inferred-2 120 160 40 No Limit 1 12

Selected cross-sections and plans of the Au grade blocks are presented in Appendix V.

14.1.11 RESOURCE CLASSIFICATION

In P&E's opinion, the drilling, assaying and exploration work of the PL Project supporting this mineral resource estimate are sufficient to indicate a reasonable potential for economic extraction and thus qualify it as a Mineral Resource under the CIM definition standards. The mineral resources were classified as Measured, Indicated and Inferred based on the geological interpretation, semi-variogram

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performance and drill hole spacing. The Measured resources were defined for the blocks interpolated by the grade interpolation Pass I in the Table 14-7, which used at least 5 composites from a minimum of three holes; Indicated resources were justified for the blocks interpolated by Pass II, which were estimated with at least three composites from a minimum of two drill holes; and Inferred resources were categorized for all remaining grade populated blocks within the mineralized domains. The classifications of Indicated and Inferred resources have been adjusted based on the drill spacing of all drill holes. Selected classification block cross-sections and plans are attached in Appendix VI.

14.1.12 RESOURCE ESTIMATE

The resource estimate was derived from applying an Au cut-off grade to the block model and reporting the resulting tonnes and grade for potentially mineable areas. The following calculation demonstrates the rationale supporting the Au cut-off grade that determines the open pit and underground potentially economic portions of the constrained mineralization.

Open Pit Au Cut-Off Grade Calculation CDN$

Au Price US$1,300/oz US/CDN Exchange Rate(FX) US$0.97 = C$1.00 Au Recovery 95% Process Cost (1,000 tpd) $17/tonne milled General & Administration $6/tonne milled Process and G&A costs per ore tonne = ($17 + $6) = $23/tonne

Open Pit cut-off = ($23)/[(($1,300)/oz/31.1035/0.97FX x 95% Recovery)] = 0.56 Use 0.6g/t

Underground Au Cut-Off Grade Calculation CDN$

Au Price US$1,300/oz US/CDN Exchange Rate US$0.97= C$1.00 Au Recovery 95% Mining Cost $75/tonne mined Process Cost $17/tonne milled General & Administration $6/tonne milled

Therefore, the Au cut-off grade for the underground resource estimate is calculated as follows:

Operating costs per ore tonne = ($75 + $17 + $6) = $98/tonne [($98)/[($1,300/oz/31.1035/0.97 FX x 95% Recovery] = 2.39 Use 2.5 g/t

Pit Optimization Parameters

An open pit resource model was further investigated with Whittle pit optimizations to ensure a reasonable stripping ratio was applied and a reasonable assumption of potential economic extraction

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could be made (See Appendix VII). The following parameters were utilized in the pit optimizations:

Au Price US$1,300/oz. Au Recovery 95% Mineralized Material Mining Cost $3.75/tonne mined Waste Rock Mining Cost $3.00/tonne mined Process Cost $17/tonne milled General/Administration $6/tonne milled Pit Slopes 50°

Resource Estimate Statement

The resulting resource estimate is tabulated in the Table 14-8. P&E considers that the gold mineralization of the PL Deposit is potentially amenable to Open Pit and underground extraction.

TABLE 14-8 MINERAL RESOURCE ESTIMATE STATEMENT

Class Au Cut-off g/t Tonnes Au g/t Contained Au oz

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Mineral Resource Sensitivity

Mineral resources are sensitive to the selection of a reporting Au cut-off grade. The sensitivities of the Au cut-off are demonstrated in Table 14-9 and Table 14-10 for the PL Deposit open pit and underground respectively.

TABLE 14-9 PL IN-PIT SENSITIVITY TO RESOURCE ESTIMATE

Class Au Cut-off g/t Tonnes Au g/t Contained Au oz 6.0 28,126 10.01 9,049 5.5 31,882 9.51 9,744 5.0 36,571 8.96 10,534 4.5 41,603 8.45 11,300 4.0 47,567 7.92 12,112 3.5 55,126 7.35 13,023 Measured 3.0 63,815 6.79 13,935 2.5 74,984 6.19 14,918 2.0 87,070 5.64 15,787 1.5 105,167 4.97 16,814 1.0 116,266 4.62 17,270 0.6 122,966 4.41 17,443 0.0 136,087 4.02 17,577 6.0 109,692 10.05 35,428 5.5 122,613 9.59 37,816 5.0 137,095 9.13 40,256 4.5 154,388 8.64 42,895 4.0 175,398 8.12 45,769 3.5 199,091 7.60 48,619 Indicated 3.0 223,848 7.11 51,203 2.5 252,762 6.62 53,757 2.0 292,650 6.02 56,597 1.5 347,658 5.34 59,659 1.0 403,093 4.78 61,929 0.6 445,497 4.40 63,018 0.0 490,035 4.03 63,540 6.0 13,808 9.74 4,325 5.5 16,530 9.09 4,829 5.0 17,853 8.81 5,054 4.5 18,941 8.57 5,221 4.0 20,251 8.29 5,399 3.5 21,573 8.01 5,558 Inferred 3.0 24,247 7.48 5,833 2.5 28,882 6.72 6,240 2.0 33,971 6.06 6,621 1.5 37,139 5.69 6,795 1.0 40,743 5.30 6,944 0.6 45,022 4.87 7,044 0.0 47,088 4.67 7,072

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TABLE 14-10 PL UNDERGROUND SENSITIVITY TO RESOURCE ESTIMATE

Class Au Cut-off g/t Tonnes Au g/t Contained Au oz 6.0 5,532 9.68 1,722 5.5 7,204 8.77 2,030 5.0 9,742 7.84 2,456 4.5 12,663 7.13 2,902 4.0 15,481 6.61 3,288 3.5 18,401 6.15 3,640 Measured 3.0 22,271 5.65 4,045 2.5 27,257 5.12 4,486 2.0 34,358 4.52 4,992 1.5 45,493 3.84 5,615 1.0 62,861 3.11 6,291 0.6 88,868 2.44 6,965 0.0 112,683 1.99 7,194 6.0 331,906 10.70 114,140 5.5 369,064 10.20 121,007 5.0 418,210 9.61 129,277 4.5 490,674 8.89 140,289 4.0 593,399 8.09 154,372 3.5 736,575 7.25 171,632 Indicated 3.0 884,344 6.58 187,093 2.5 1,057,391 5.95 202,315 2.0 1,254,983 5.37 216,570 1.5 1,454,017 4.87 227,814 1.0 1,703,334 4.34 237,692 0.6 1,958,499 3.88 244,303 0.0 2,230,131 3.44 246,892 6.0 824,374 9.45 250,482 5.5 897,805 9.15 264,054 5.0 1,016,165 8.69 283,971 4.5 1,217,156 8.04 314,770 4.0 1,334,685 7.71 330,663 3.5 1,542,081 7.17 355,616 Inferred 3.0 1,853,485 6.51 387,978 2.5 2,134,674 6.01 412,530 2.0 2,515,820 5.44 439,971 1.5 2,858,719 4.99 458,856 1.0 3,100,047 4.70 468,774 0.6 3,291,999 4.48 473,736 0.0 3,498,012 4.23 475,973

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14.1.13 CONFIRMATION OF ESTIMATE

The block model was validated using a number of industry standard methods including visual and statistical methods.

• Visual examination of composite and block grades on successive plans and sections on- screen in order to confirm that the block model correctly reflects the distribution of high- grade and low-grade samples

• Review of estimation parameters including:

- Number of composites used for estimation; - Number of holes used for estimation; - Mean Distance to sample used; - Number of passes used to estimate grade; - Mean value of the composites used.

• Comparison of mean grades of capped composites with block model, as presented in Table 14-11.

TABLE 14-11 STATISTICS COMPARISON OF COMPOSITES WITH BLOCK MODEL

Standard Coefficient of Data Type Au g/t Variance Deviation Variation

Composites 3.58 44.11 6.64 1.85 Capped Composites 3.39 28.66 5.35 1.58 Block Model ID3 3.92 13.75 3.71 0.94

The comparison above shows the average grades of all the Au blocks in the block models to be somewhat higher than the average grades of capped composites used for grade estimation. P&E belief that the block model Au values will be more representative than the capped composites due to the block model’s 3D spatial distribution characteristics.

• Local trends were evaluated by comparing the ID3 block estimates to a Nearest Neighbor estimate (“NN”) at zero cut-off along the strike of the PL Deposit (Figure 14-2). In general the ID3 block estimates are in good agreement with the NN estimates, demonstrating a slight amount of smoothing compared to the NN estimates with no evidence of systematic bias in the model.

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FIGURE 14-2 PL GRADE SWATH PLOT ALONG STRIKE

• A volumetric comparison was performed with the block model volume versus the geometric calculated volume of the domain solids and the differences are detailed in Table 14-12.

TABLE 14-12 VOLUME COMPARISON OF BLOCK MODEL WITH GEOMETRIC SOLIDS

Geometric Volume of Wireframes 2,378,691 m 3 Block Model Volume 2,375,402 m 3 Difference % 0.14%

• Comparison of grade models interpolated with Inverse Distance cubed (1/d3) and Nearest Neighbour (NN) on global resource basis. Figure 14-3 present the grade-tonnage curve for comparison.

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FIGURE 14-3 PL GRADE TONNAGE COMPARISONS FOR NN AND ID3 INTERPOLATION

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14.2. NOKOMIS MINERAL RESOURCE ESTIMATE

14.2.1 INTRODUCTION

The mineral resource estimate presented herein is reported in accordance with the Canadian Securities Administrators’ National Instrument 43-101 and has been estimated in conformity with generally accepted CIM “Estimation of Mineral Resource and Mineral Reserves Best Practices” guidelines. Mineral resources are not mineral reserves and do not have demonstrated economic viability. There is no guarantee that all or any part of the mineral resource will be converted into mineral reserve. Mineral resources may be affected by further infill and exploration drilling that may result in increases or decreases in subsequent mineral resource estimates.

All mineral resource estimation work reported herein was carried out by Leon McGarry, P.Geo., a Qualified Person under NI 43-101, using information and data supplied by Minnova. The effective date of this estimate is April 15, 2014. Mineral resource modeling and estimation were carried out using the commercially available Micromine 2013 software.

14.2.2 PREVIOUS RESOURCE ESTIMATES

To the best of ACA Howe’s knowledge, no previous NI43-101 compliant mineral resource has been disclosed. A historical resource has been previously referenced, (MacCormack,1985) in the 2006, E. Buhlmann, P report, but is superseded by the current mineral resource estimate that is the subject of this report.

14.2.3 DATABASE

Howe relies on the following historical and recent drill data provided by Minnova. (delivered to Howe on April 24, 2012) in the form of a data compilation CD containing a Gemcom/Microsoft Access database file ‘GD_Nokomis_UTM.mdb’.

• 19 Minnova diamond drill holes completed in 2012 (A4-01 to A4-19); and, • 125 historic diamond drill holes completed between 1958 and 2005: - 20 Claude/Pioneer diamond drill holes completed in 2004 (04-106 to 04-108) and 2005 (05-110 to 05-125) - 20 Pioneer diamond drill holes completed in 2000 (00-97 to 00-105) and 1997 (97-86 to 97-96) - 39 Dome diamond drill holes completed in 1985 (61-85) and 1975 (47-60) - 41 Rio Tinto diamond drill holes completed in 1961 (6-46) - 5 Parres diamond drill holes completed in 1958 (1-5).

The CD also includes a satellite image of the Nokomis Area in raster format and AutoCAD drawing files showing lake outlines and geology map linework. On May 17th 2012 Howe was provided with eight (8) specific gravity (“S.G.”) determinations for Minnova ‘A-series’ holes in Microsoft Excel format. On February 10th 2014 Howe was provided with updated collar surveys for the 2012 Minnova

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‘A- series’ holes in Microsoft Excel format.

All drilling and sampling data for the Nokomis mineral resource model is compiled by Howe. As implemented by Howe, the database contains 13,228 m of drilling from 144 drill hole records.

14.2.4 DATA VERIFICATION

Industry standard validation checks are completed on the database. Prior to constructing a mineral resource database Micromine validation functions are used to check for inconsistencies in naming conventions or analytical units, duplicate entries, interval, length or distance values less than or equal to zero, blank or zero-value assay results, out-of-sequence intervals, intervals or distances greater than the reported drill hole length, inappropriate collar locations, and missing interval and coordinate fields. No significant validation errors are noted. Howe believes that the supplied database is suitable for mineral resource estimation.

14.2.5 SPECIFIC GRAVITY

During the 2012 diamond drill program at Nokomis, Minnova requested specific gravity determinations be undertaken by Accurassay laboratories on 16 mineralized pulp samples. The results ranged from 2.62 g/cm 3 to 3.36 g/cm 3 with a length weighted mean value of 2.89 g/cm 3 and a standard deviation of 0.25. The variance in s.g. value is associated with the presence of trace to “semi massive” sulphides in the host unit.

A global bulk density value of 2.89 g/cm 3 is used to estimate tonnages at Nokomis. In future Minnova should obtain whole rock bulk density determinations from a range of lithologies to allow a more meaningful estimate of in-situ tonnages at the Nokomis Deposit.

14.2.6 DOMAIN MODELING

Three geological domain models have been developed by Mr. Leon McGarry, P.Geo., utilizing Minnova 3D domains generated by Mr. Bruce Mackie P.Geo, Minnova’s geological consultant in 2011 and 2012.

An interpretation of the Upper and Lower Host lithologies (coded as ‘3’ and ‘MZ’) and the pegmatite (coded as ‘7’ and ‘7P’) are made in cross sections oriented perpendicular to the trend of the mineralization and spaced at 50, 25 or 12.5 metres along the strike of the deposit. Strings are created around each lithology and snapped to the mineralized intervals in each hole.

Both Upper and Lower Host Zone strings are extended to half the drill hole spacing where the ore body is closed off by an un-mineralized section. Where the deposit is not closed off by drilling, strings are extended approximately 50 m along strike and down dip. Occasionally lithologies not logged as the host zone are included to maintain geological continuity. String outlines are joined up across strike to create three dimensional wireframes representing the Upper Host, the Lower Host and the Pegmatite Dyke geological domains.

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Overburden and topographic surfaces are developed from drill hole logging and collar elevations respectively. Surfaces are extended to cover the extent of the Upper and Lower Host domain wireframes.

The resulting domains were used as hard boundaries during estimation, and for rock coding, statistical analysis and compositing limits (Figure 14-4 and Figure 14-5). The overburden surface was used to limit the extent of the resource block model.

FIGURE 14-4 NOKOMIS RESOURCE MODEL DOMAINS CROSS SECTION 775NE

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FIGURE 14-5 NOKOMIS RESOURCE MODEL DOMAINS VIEW TO THE NORTHEAST

14.2.7 STATISTICS

The review of raw sample data suggests that all drilling data for the Nokomis Deposit is suitable for use in resource estimation.

The raw gold assay database was flagged so that each assay value was assigned to the mineralised domain it represented and classical statistical analysis was undertaken on assays within each domain to investigate the statistical characteristics of each domain and to provide useful information when considering top-cutting data prior to estimation. The raw mean gold grades for samples that fall within each of the domains are contained in Table 14-14 on page 103.

Histograms of gold values assigned to mineral domains indicate a three or more mixed grade populations. The histogram of gold assays assigned to mineralized domains is presented in Figure 14-6.

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14.2.8 GRADE CAPPING

Prior to interpolation, top-cut analysis is performed on raw assay data. Top-cutting is an important step in resource estimation, and particularly so for the estimation of resources for the Nokomis project since extreme grades have been reported, for example sample 1273113 in hole A4-02 returned a grade of 451.60 g/t Au. Whilst extreme grades are considered real, they are not geostatistically representative of the whole domain and represent outliers that have the potential to locally overestimate deposits grades if left un-capped.

The sample histogram for domained assays is reviewed in order to identify a point at which the histogram tail deteriorates, i.e. where grades become non-representative for each domain. In addition, sample data were sorted into descending order and several top-cut values applied in order to see what effect the top-cut value has on the COV as well as the loss of metal from the sample population.

A capping threshold of 50 g/t Au is identified in the histogram presented in Figure 14-6. The capping value is applied to 3 assay values prior to estimation (Table 14-13).

FIGURE 14-6 NOKOMIS DOMAINED SAMPLE STATISTICS

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TABLE 14-13 NOKOMIS AU GRADE CAPPING SUMMARY

Capping Mean of Capped CV of Total # of # of CV of Domain Value Assays Mean Capped Percentile Assays Capped Assays (g/t Au) (g/t Au) (g/t Au) Assays UHOST 586 50 3 4.10 3.27 4.95 1.66 99.6% LHOST 168 50 0 2.48 2.48 2.24 2.24 n/a

14.2.9 COMPOSITING

To generate representative length weighted composites and honor lithological boundaries, a file is created with assay and lithology interval divisions. Assays and partial assays that fall within the Host Domain wireframes are coded by domain.

Constrained assay sample lengths range from 0.1 m to 2.83 m, with an average sample length of 0.7 m (Figure 14-7). Two distinct sample length populations are evident averaging 0.50 m and 1.00 m. To ensure equal sample support domained assays are regularized to 0.5 metre intervals, the dominant assay interval length at the Nokomis deposit using length weighed averaging of gold grades.

A nominal grade of 0.00 g/t is assigned to a small number of un-sampled assay intervals that fall within domain wireframes. Composites less than 0.3 m in length are discarded so as to not introduce a short sample bias into the estimation process.

FIGURE 14-7 NOKOMIS UNCONSTRAINED SAMPLE LENGTHS

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14.2.10 COMPOSITE SUMMARY STATISTICS

Summary statistics for 732 composite samples from for the Upper Host and Lower Host domains are presented in Table 14-3. Also shown are raw assay and top cut assay summary statistics.

TABLE 14-14 NOKOMIS ASSAY AND COMPOSITE SUMMARY STATISTICS

Top Cut Assays Composited Assays Domained Assays (50 g/t Au) (0.5 m)

Normal Statistics UHOST Minimum 0.001 0.001 0.002 Maximum 451.6 50 50 No of points 586 586 732 Mean 4.10 3.27 2.80 Variance 411.91 46.53 32.56 Std Dev 20.30 6.82 5.71 CVar 4.95 1.66 2.04 Normal Statistics LHOST Minimum 0.002 0.002 0.0025 Maximum 49.14 49.14 39.51 No of points 168 168 220 Mean 2.48 2.48 2.26 Variance 30.77 30.77 20.10 Std Dev 5.55 5.55 4.48 CVar 2.24 2.24 1.00

14.2.11 SEMI VARIOGRAPHY

At Nokomis, experimental semi-variograms are constructed using 0.5 metre regularized composites. Down hole semi-variograms are constructed to determine the nugget value. Omni-directional semi- variograms are constructed to determine the sill value. Directional semi-variograms are constructed using the strike and dip orientations of the known deposit geometry. Normal-scores experimental semi- variograms aligned with the best-fit orientations of mineralization were generated.

The spatial continuity of the grade of composites in the Upper Host domain is characterized by: a 20% relative nugget effect, generally well defined anisotropy with best continuity along the average NNE- SSW strike direction. The down dip and across strike semi-variograms are poorly behaved with a narrow range of co-variance relative to the main direction.

No meaningful semi-variograms could be created for the Lower Host Domain due to sparse data.

Continuity ellipses based on semi-variogram ranges are used as the basis for block estimation search ranges, distance weighting calculations. Experimental semi-variograms define the following elipse dimensions: strike distance of 70.0 m, a dip distance of 30.0 m, and a cross-strike distance of 12.0 m.

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Anisotropy is modeled based on a main axis direction of Az 40°, Dip 10°, 2nd axis direction of Az 137°, Dip -35°, and 3rd axis direction of Az -64°, Dip 53.78°.

TABLE 14-15 UPPER HOST DOMAIN SEMIVARIOGRAM PARAMETERS

Parameter Value

Model Type Spherical Model Range (m) - Main Direction (Az 40 °, Dip 10 °) 70 m - 2nd Direction (Az 137 °, Dip -35 °) 30 m - 3rd Direction (Az -64 °, Dip 53.78 °) 12 , Nugget 0.7 (20%) Partial Sill 4.27 Minimum Number of Samples 2 Maximum Number of Samples 8 Search Ellipse Sectors 4

14.2.12 BULK DENSITY

A limited amount of specific gravity data is available for use. The specific gravity measurements of seventeen samples collected by Minnova, range from 2.62 g/cm 3 to 3.36 g/cm 3, with a length weighted average of 2.89 g/cm 3. A specific gravity of 2.89 g/cm 3 is used for mineral resource estimation.

14.2.13 BLOCK MODEL

A rotated block empty block model is created to cover the extents of resource domain wireframes at Nokomis. A block size of 2 m x 2 m x2 m is selected and reflects the generally narrow widths of the mineralized zones and the proposed open pit mining scenario. Block model parameters are presented in Table 14-16 below. Model blocks are rotated by 30° to honor the trend of the Host Zone. The block model file includes separate fields for estimated grade, rock code, density and classification attributes.

TABLE 14-16 NOKOMIS UPPER HOST BLOCK MODEL DEFINITION

Model Origin Model Limit Model Block Size Number of Direction (m) (m) Extent (m) (m) Blocks

Easting 379,800 380,400 440 2 220 Northing 6,103,700 6,104,300 740 2 370 Elevation 0.00 500 304 2 152

14.2.14 ESTIMATION & CLASSIFICATION

Block model gold grades are estimated using domained, top cut and composited drill samples.

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The Ordinary Kriging ("OK") technique is considered to be an acceptable and appropriate method for estimating block grades at Nokomis. For the Upper Host Domain, the OK interpolation is undertaken in sequential runs of increasing search volume and varying minimum sample requirements until all blocks within each domain receive an interpolated grade or are assigned a null value.

The OK interpolation method is a linear geostatistical method that uses the measured anisotropy of the deposit to weight composite assay values in the three orientation axes of mineralization within the deposit. Model blocks are discretized twice in each dimension. At Nokomis grade estimation is carried out using the parameters reported in Table 14,

During the first pass, three to twelve composites from two or more drill holes within a search ellipsoid of 40.0 m x 40.0 m x 10.0 m are required for estimation.

During the second pass, three to twelve composites from one or more drillholes are required for estimation. The search ellipse is expanded to ensure that all remaining blocks within the defined mineralization domains were estimated.

Due to the wide sample spacing, typically greater than 50m x 50m, no block model grade interpolation was undertaken for the Lower Host domain.

TABLE 14-17 NOKOMIS AU BLOCK MODEL INTERPOLATION PARAMETERS

Interpolation Method Ordinary Kriging Interpolation Run # 1 2 3 or 1/2 range* in main Equal to the range in Equal to the range Search Radii directions main directions in main directions Number of Sectors 4 4 4 Max no of Samples per Sector 4 4 4 Min Number of Drill Holes 3 2 1 Min Number of Samples per Hole 2 2 2 Max Number of Samples per Hole 16 16 16 Min number of Samples (Total) 6 4 2 Max number of Samples (Total) 16 16 16 Discretisation 2*2*2 2*2*2 2*2*2

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14.2.15 NOKOMIS RESOURCE REPORTING

The resource estimate is prepared in accordance with CIM Standards on Mineral Resources and Reserves 1 where:

• A Measured Mineral Resource, as defined by the CIM Standing Committee is “that part of a Mineral Resource for which quantity, grade or quality, densities, shape, and physical characteristics are so well established that they can be estimated with confidence sufficient to allow the appropriate application of technical and economic parameters, to support production planning and evaluation of the economic viability of the deposit. The estimate is based on detailed and reliable exploration, sampling and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes that are spaced closely enough to confirm both geological and grade continuity.”

• An Indicated Mineral Resource as defined by the CIM Standing Committee is “that part of a Mineral Resource for which quantity, grade or quality, densities, shape and physical characteristics, can be estimated with a level of confidence sufficient to allow the appropriate application of technical and economic parameters, to support mine planning and evaluation of the economic viability of the deposit. The estimate is based on detailed and reliable exploration and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes that are spaced closely enough for geological and grade continuity to be reasonable assumed.” And,

• An Inferred Mineral Resource as defined by the CIM Standing Committee is “that part of a Mineral Resource for which quantity and grade or quality can be estimated on the basis of geological evidence and limited sampling and reasonably assumed, but not verified, geological and grade continuity. The estimate is based on limited information and sampling gathered through appropriate techniques from locations such as outcrops, trenches, pits, working and drill holes.”

Only mineral resources are identified in this report. No economic work that would enable the identification of mineral reserves has been carried out and no mineral reserves are defined. Mineral resources that are not mineral reserves do not account for mineability, selectivity, mining loss and dilution and do not have demonstrated economic viability. These mineral resource estimates include Inferred mineral resources that are normally considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as mineral reserves. There is also no certainty that these Inferred mineral resources will be converted to the Measured and Indicated categories through further drilling, or into mineral reserves, once economic considerations are applied.

Classification, or assigning a level of confidence to Mineral Resources, has been undertaken in strict adherence to the CIM Definition Standards for Mineral Resources and Mineral Reserves.

1 CIM Definition Standards - For Mineral Resources and Mineral Reserves, adopted November 27, 2010

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This resource estimate was prepared by Mr. Leon McGarry, Howe Project Geologist and Qualified Person (QP). Mr. McGarry has a B.Sc. degree in Earth Science and is a registered Professional Geoscientist (P.Geo.) in good standing registered in the Province of Ontario (APGO no. 2348). Mr. McGarry has over 7 years’ experience in the mining industry including a background in international mineral exploration and project management for gold and base metal deposits. Mr. McGarry visited the Nokomis Property between the 20th and 21st of January, 2014 to review the geology, collect verification samples and confirm the location of drill collars. Micromine software (Version 2013) was used to facilitate the resource estimating process.

Howe is unaware of any known environmental, permitting, legal, title, taxation, socio-economic, marketing, political or other relevant issues that may materially affect the Nokomis mineral resource estimates.

14.2.16 REASONABLE PROSPECTS OF ECONOMIC EXTRACTION

CIM Definition Standards for Mineral Resources and Mineral Reserves (December 2005) require that resources have “reasonable prospects for economic extraction”. This generally implies that the quantity and grade estimates meet certain economic thresholds and that the mineral resources are reported at an appropriate cut-off grade taking into account possible extraction scenarios and processing recoveries.

Howe considers that portions of the Nokomis Deposit are amenable for open pit extraction. Deeper mineralization within the Lower Host domain that could possibly be extracted using an underground mining method is not considered in this resource estimate.

At Nokomis the drill density is such that the quality, bulk density, shape, and physical characteristics of mineralization are sufficiently established that they can be estimated with confidence to support preliminary mine planning and evaluation of the economic viability of the deposit.

14.2.17 RESOURCE CLASSIFICATION PARAMETERS

Resource classification parameters were chosen based on a combination of variography results and the author’s judgment. The degree of confidence in the reported resources is classified based on the validity and robustness of input data and the proximity of resource blocks to sample locations. As required by NI 43-101 Mineral Resources are reported according to the CIM Standards on Minerals Resources and Reserves.

The following is taken into account when classifying resources at the Nokomis Deposit:

• Drilling at Nokomis is predominantly historic. However recent drilling by the Company, has verified historic intervals and gold grade populations. Historic drilling is considered to be good quality, with high core recoveries such that ACA Howe is confident core samples, and the assay values derived from them, are representative of the material drilled and suitable for inclusion in resource estimation studies • Digital lithology files have sufficient information to enable broad interpretations of geology.

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However no orientated core is available and there are no structural observations in historical and Minnova logs. • Sampling practices are considered to be industry standard and a review of all assay QA/QC drilling and underground sampling suggest that assay data used in resource estimation is robust for this purpose. • There is good survey control on Minnova data point locations. Historic drilling has not been resurveyed but, continuity of lithological contacts indicate that collar and down hole are of sufficient quality to allow the generation of volume models. • Lithology and grade domain continuity is well established where drill density is greater than 30 x 30 meters, however to the north and south there remains significant portions of the deposit, where drill density is insufficient to establish continuity beyond an Inferred level. • Where untested by drilling, the position of the barren pegmatite dyke and domain and overburden surface is uncertain. Blocks proximal to these interpreted features have a higher risk of error in assumed grade and volume continuity. • The estimation and modeling technique is considered generally robust for the open pitiable portion of the deposit.

No Measured resources are identified at the Nokomis Property.

Indicated resources are identified where the average sample distance (recorded as a block parameter during grade estimation) was less than, or equal to, approximately 33-66 metres. At least nine samples from three holes (minimum three samples from each hole) were required for this category.

A polygon is manually created to identify ‘Indicated’ category resource. The polygon is created to encompass blocks that are informed by at least two drill holes within a search ellipse equal to the variogram ranges. The polygon does not include blocks that are within 10 m of the interpreted Pegmatite Dyke Domain or overburden surface. The extent of Indicated blocks is shown in Figure 14-9 on Page 110.

14.2.18 NOKOMIS MINERAL RESOURCE ESTIMATE

It is ACA Howe’s opinion that resources estimated as part of this study meet with the CIM “Inferred” and "Indicated" categories. Classifications are based upon consideration of the quality of input data, modeling and estimation methodology, interpolation criteria based on sample density, search and interpolation parameters, understanding and robustness of the geological model, and density.

For the defined and modeled Upper Host domain which honors the current geological and structural model for the Nokomis Deposit, total CIM compliant resources at a block model cut off of 0.6 g/t Au are estimated to be:

• "Indicated" resources of 371,000 tonnes at a grade of 3.41 g/t Au for 40,700 of gold and, • "Inferred" resource of 247,000 tonnes at grade of 2.41 g/t and 19,100 Oz Au

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No mineral resources are estimated for the Lower Host Domain.

Table 14-18 presents a summary of total Inferred resources attributable to Minnova's Nokomis Property. The effective date for the Nokomis mineral resource estimate is April 17, 2014.

TABLE 14-18 NOKOMIS MINERAL RESOURCE ESTIMATE STATEMENT

Reporting Cut-off Grade Contained Class Tonnes g/t Au g/t Au Au oz

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FIGURE 14-8 NOKOMIS UPPER HOST DOMAIN RESOURCE BLOCKS COLORED BY GOLD GRADE (G/T AU).

FIGURE 14-9 NOKOMIS UPPER HOST DOMAIN RESOURCE BLOCKS COLORED BY RESOURCE CATEGORY

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A Grade tonnage chart and table for the mineral resource block model are presented below. There is a steady increase in mean grade with higher reporting cut offs with an accompanying decrease in tonnage.

FIGURE 14-10 NOKOMIS UPPER HOST ZONE BLOCK MODEL SENSITIVITY GRADE TONNAGE CURVE

9.00 1.00 8.00 0.90 7.00 0.80 6.00 0.70 Millions 0.60 5.00 0.50 4.00 0.40 3.00 0.30 2.00 0.20 1.00 0.10 Tonnage Model Block 0.00 0.00

Block Model Avg. Au g/t Grade Avg. Model Block 10.00 1.00 0.10 Block Model Cut Value Au g/t Block Model Tonnage Block Model Mean Grade

TABLE 14-19 GRADE AND TONNAGE TABLE FOR THE NOKOMIS UPPER HOST DOMAIN BLOCK MODEL

Cut Off Volume Grade Tonnes Ounces (Au g/t) (m 3) (Au g/t)

5.0 40,000 110,000 8.27 28,900 4.0 50,000 150,000 7.14 35,200 3.0 70,000 200,000 6.22 40,800 2.0 100,000 290,000 5.12 47,600 1.0 170,000 480,000 3.65 56,300 0.6 210,000 620,000 3.01 59,800 0.5 230,000 670,000 2.83 60,600 0.2 320,000 920,000 2.15 63,400

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14.2.19 VALIDATION

Local Validation

Once grade interpolation was complete, The block model was validated visually by the inspection of successive section lines in order to confirm that the block model reflects the distribution of high-grade and low-grade samples in a general sense. In general the OK block estimates are in good agreement with the composite grades, demonstrating a slight amount of smoothing compared to the composites with no evidence of systematic bias in the model. An example section at 775 mNE through the Upper Host Domain is shown in Figure 14-11.

FIGURE 14-11 NOKOMIS RESOURCE BLOCK MODEL CROSS SECTION 775NE

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Sectional Validation Plots

Mean block model and composite grades are reported for 50 m interval slices in the easting direction and presented in the validation plot shown in Figure 14-12. Input composites and block grades have a reasonable correlation that improves with greater sample numbers. There is some smoothing of block grades, relative to composites.

FIGURE 14-12 NOKOMIS GRADE SWATH PLOT ALONG STRIKE

9 200

8 180

7 160 140 6 120 5 100 4 80 3 Gold Grade (g/t Au) (g/t Grade Gold 60 Samples of Number

2 40

1 20

0 0

Northing Interval (metres)

Mean Block Grade g/t Au Mean Comp Grade g/t Au Number of Composites

As a further check on the model the average model block grade was compared to the mean of the composite data. No significant bias between the block model and the input data was noted (Table 14- 6).

TABLE 14-20 STATISTICS COMPARISON OF NOKOMIS UHOST COMPOSITES WITH BLOCK MODEL

Standard Coefficient of Data Type Au g/t Variance Deviation Variation

Domained Assays 4.1 411.91 20.3 4.95 Capped Composites 2.8 32.56 5.71 2.04 Block Model OK 1.46 5.778 2.40 1.64

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15. MINERAL RESERVE ESTIMATES

Minnova has not carried out any pre-feasibility or feasibility studies of the Project designed to convert the Mineral Resources previously described in this report to Mineral Reserves.

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16. MINING METHODS

A combination of surface and underground methods are envisioned. PL would see underground mining supplemented by surface mining. Nokomis would be solely surface-mined.

16.1. SURFACE MINE DESIGN

Pits were optimised for PL and Nokomis using the parameters in Table 16-1.

The purpose of surface mining at both deposits is to supplement PL's underground-sourced mill feed. Surface mining would relieve some of the pressure from the underground.

PL pits were limited to a bottom elevation of 300 metres elevation (40-50 metres depth). Between 300 metres elevation and 260 metres would be a 40 vertical-metre-thick crown pillar between the floor of the surface pits and the top of the underground workings. This crown pillar would be mined, and backfilled, in "retreat" fashion at the end of the mine life.

No depth limits were used in the Nokomis pit optimization process.

TABLE 16-1 PIT OPTIMIZATION PARAMETERS

Parameter Value

Gold Price $US 1250 per Ounce Exchange Rate $US 1 : C$ 1.06 Stripping, Overburden & Muskeg $9.20 per tonne SG: Overburden Puffy Lk 2.0 Nokomis 2.2 Rock Puffy Lk 2.81 Nokomis 2.89 Mining Cost: Mineralised Rock $5.50 per tonne Waste Rock $4.50 per tonne $22 per tonne Processing

Milling Rate 1,000 tonnes per day Milling Recovery 90% Hauling Mill Feed: Puffy Lk Pits to Mill $2 per tonne Nokomis to Mill $3.35 per tonne General & Administration $10.34 per tonne Pit Slope 45 ° Dilution Planned 1.5 m Minimum Modelling Width

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Parameter Value

Additional Non-Planned 20% Mining Losses 10% Reclamation Cost, Ore & Waste $0.50 per tonne Selling Costs $26 per Ounce Elevation (Depth) Limit: Puffy Lk 300 m (40-50 m) Nokomis None

16.2. BLOCK CUT -OFF GRADES

Based on the operational parameters from Table 16-1, the block cut-off grade for production scheduling purposes was 1.0 g/tonne Au for PL pits.

Because of the additional cost of hauling potential mill feed from the Nokomis pit, 0.9 g/tonne Au was selected as Nokomis' cut-off grade.

The selected stope cut-off grade for PL underground mining was 4.0 g/tonne Au. This was selected based on a combination of (a) the parameters from Table 16-1, and (b) directions from Minnova management to target underground mill feed grade averaging 6 g/tonne Au or better.

TABLE 16-2 BLOCK /STOPE CUT -OFF GRADES .

Area Block Cut-off Grade

PL Surface 1.0 g/tonne Underground* 4.0 g/tonne Nokomis (Surface) 0.9 g/tonne * Stope cut-off.

16.3. PIT OPTIMISATION RESULTS

Nested pits at various gold-prices were created and reviewed for both deposits. Because surface production is only intended to supplement underground production, the authors decided on the base case gold price for further mine production scheduling purposes.

For PL, pit optimisation resulted in five non-contiguous pits (refer to Figure 16-1 and Table 16-3). Note that the numbering of the pits is used only for identification - it does not indicate the scheduling order.

The total potential mill feed, diluted and recoverable, for PL totals 330,000 tonnes at an average diluted grade of 4.1 g/tonne, for 43,500 ounces of gold (delivered to the mill).

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FIGURE 16-1 PL PITS , FACING WEST

TABLE 16-3 PL IN -PIT MINERAL RESOURCES.

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The result of Nokomis pit optimisation resulted in a single pit that contains 228,000 tonnes of potential mill feed (diluted and recoverable) with an average mill feed grade of 4.3 g/tonne, for 31,500 ounces of gold (delivered to the mill) (refer to Error! Not a valid bookmark self-reference. and Table 16-4).

FIGURE 16-2 NOKOMIS PIT , FACING EAST -NORTHEAST

TABLE 16-4 NOKOMIS IN -PIT MINERAL RESOURCES

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16.4. UNDERGROUND MINING – PL PROJECT

Minrail's system was selected as the mining method for the PL project. Stopes would be 15 metres wide and 40 vertical metres high - 80 metres along dip. Cemented paste fill would be used and it is not planned to leave any sill or rib pillars between stopes. Therefore, the extraction rate would be nearly 100%.

For mine design, stopes were initially laid over each zone, on a regular grid, over a longitudinal section. Using the block model and no block cut-off grade, the tonnes and average grade were tallied for each potential stope. The results of this work were reviewed, and a stope cut-off grade of 4 g/tonne was introduced (refer to Section 16.2 for details of cut-off selection). For all of the stopes that passed the 4 g/tonne stope cut-off grade, the total potential mill feed is nearly 2.0 million tonnes at an average mill feed grade of 7.2-7.3 g/tonne, for a total of 462,000 ounces of gold (delivered to the mill) (refer to Table 16-5).

A preliminary mine design was created, consisting of a main ramp in the footwall of the deposit, top- and sill-drifts for the potential stopes, and cross-cuts between the ramp and drifts and between drifts (refer to

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Table 16-6 and Figure 16-3).

The ramp would tie into an existing drift at an elevation of 232 metres (approximately 120 metres depth) and would have a gradient of -15%. The dimensions of the ramp, sill drifts, and cross-cuts would be sufficient for trackless mining: minimum 5.0 metres wide and 3.5 metres high.

TABLE 16-5 IN-SITU STOPE RESOURCES .

Stope Bottom RL (m) Resource Class Tonnes (000s) Grade (g/tonne) Ounces (000s) Number of Stopes 260 148 6.90 32.9 55 1 3 6.24 0.6 10 2 117 6.39 24.1 35 3 28 9.11 8.2 10

220 233 6.15 46.2 122 1 5 6.82 1.1 15 2 153 6.77 33.4 61 3 75 4.85 11.7 46

180 317 7.44 75.8 120 1 4 4.37 0.6 8 2 172 7.29 40.5 61 3 140 7.70 34.8 51

140 233 5.62 42.1 79 1 4 5.43 0.7 3 2 89 5.99 17.1 24 3 141 5.39 24.4 52

100 143 7.78 35.7 49 2 26 11.91 9.9 12 3 117 6.86 25.8 37

60 81 6.74 17.6 31 2 46 7.95 11.7 13 3 35 5.15 5.8 18

20 257 7.06 58.4 53 2 12 14.42 5.7 8 3 245 6.69 52.8 45

-20 251 8.39 67.7 57 3 251 8.39 67.7 57

-60 176 9.99 56.6 43 3 176 9.99 56.6 43

-100 66 7.56 16.2 17 3 66 7.56 16.2 17

-140 4 5.06 0.7 6 3 4 5.06 0.7 6

-180 58 5.18 9.7 14 3 58 5.18 9.7 14

-220 11 7.55 2.6 10 3 11 7.55 2.6 10

Grand Total 1,980 7.26 462.1 656

Notes: 1 = Measured, 2 = Indicated, 3 = Inferred.

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TABLE 16-6 UNDERGROUND DEVELOPMENT TALLY , PL

Level Development Metres 260 Ramp (m) 0 Drifting (m) 1400 X-Cut (m) 390 Re-Mucks (m) 167 220 Ramp (m) 80 Drifting (m) 1775 X-Cut (m) 520 Re-Mucks (m) 205 180 Ramp (m) 270 Drifting (m) 1950 X-Cut (m) 530 Re-Mucks (m) 222 140 Ramp (m) 270 Drifting (m) 2160 X-Cut (m) 410 Re-Mucks (m) 243 100 Ramp (m) 270 Drifting (m) 710 X-Cut (m) 160 Re-Mucks (m) 98 60 Ramp (m) 270 Drifting (m) 990 X-Cut (m) 330 Re-Mucks (m) 126 20 Ramp (m) 270 Drifting (m) 990 X-Cut (m) 410 Re-Mucks (m) 126 -20 Ramp (m) 270 Drifting (m) 940 X-Cut (m) 430 Re-Mucks (m) 121 -60 Ramp (m) 270 Drifting (m) 710 X-Cut (m) 320 Re-Mucks (m) 98 -100 Ramp (m) 270 Drifting (m) 440 X-Cut (m) 150 Re-Mucks (m) 71 -140 Ramp (m) 270 Drifting (m) 580 X-Cut (m) 210 Re-Mucks (m) 85 -180 Ramp (m) 270

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Level Development Metres Drifting (m) 550 X-Cut (m) 220 Re-Mucks (m) 82 -220 Ramp (m) 270 Drifting (m) 570 X-Cut (m) 200 Re-Mucks (m) 84

Totals Ramp (m) 3,510 Drifting (m) 13,765 X-Cut (m) 4,280 Re-Mucks (m) 1,728

16.5. UNDERGROUND DILUTION AND MINING LOSSES

The veins are tens of centimetres thick. A minimum mining width of 1.5 metres was used during mineral resource modelling. In other words, the mineral resource model already accounts for "planned dilution." Because Minrail's mining system is capable of mining to as little as 1.2 metres wide, the authors decided to add no additional dilution to the stope resource blocks.

Because cemented paste backfill, with no sill or rib pillars left behind, the extraction rate would be near 100%. Therefore, the authors decided to not incorporate a "mining loss" factor for underground stopes.

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FIGURE 16-3 PLANNED SURFACE AND UNDERGROUND MINING FOR PL. STOPES ARE COLOURED BY ZONE .

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16.6. MINE DEVELOPMENT AND OPERATIONS

The Project includes the re-opening of the PL underground mine and the development of five new open pits on the PL gold property and another on the Nokomis gold property.

Open pit mining would be done using conventional open pit equipment and technologies. Underground mining would be done using Minrail’s Shallow Angle Mining System (SAMS TM ) which would first be demonstrated in a test stope. The SAMS TM is designed to underground mine flat dipping zones. It uses back-mounted rails and suspended interchangeable drilling, blasting and mucking modules. Stopes would paste backfilled once mined out.

The mines would operate 350 days/year on a two 10 hour shifts per day basis with four rotating crews. The mill would operate on a two 12 hour shifts per day basis with four rotating crews. The project would have a camp.

16.6.1 MINE SCHEDULE

The LOM production schedule is shown in Table 16-7.

TABLE 16-7 LOM PRODUCTION SCHEDULE

Year -1 1 2 3 4 5 6 7 8 9 10 11 LOM

Underground mine production:

Mill feed (kt) 8 210 210 210 210 210 210 210 210 210 82 1,980

ROM grade (g/t Au) 6.90 6.15 7.30 6.75 6.20 7.23 7.06 8.36 9.65 7.25 5.74 7.26

Open pits production:

Mill feed (kt) 100 105 105 105 105 38 - - - - - 558

ROM grade (g/t Au) 4.61 3.80 4.13 4.27 4.15 4.03 0.00 0.00 0.00 0.00 0.00 4.18

Material processed (kt) 108 315 315 315 315 248 210 210 210 210 82 2,538

Average mill feed grade (g/t Au) 4.78 5.37 6.24 5.92 5.52 6.74 7.06 8.36 9.65 7.25 5.74 6.58

Troy oz Au recovered (x1000) 14.95 48.94 56.88 53.98 50.29 48.41 42.89 50.81 58.62 44.05 13.55 483.35

16.6.2 MINE DEVELOPMENT SCHEDULE

The mine development schedule is shown in Figure 16-4 where:

• Minrail’s Shallow Angle Mining System would be tested in a test stope at the PL underground mine at the onset of Year -1. A 2,000 t sample would be processed at an off- site pilot plant. The results of the test program would be incorporated into the feasibility study for the Project. It is assumed that the results of the test stoping program and feasibility

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study results would be positive and that Minnova’s Board would decide to proceed with the Project. The mill and infrastructure rehabilitation work would start promptly after the decision to proceed with the project.

• The mill would be commissioned and used to process 108 kt of open pit production in year 1. The mill would initially be fed by an open pit on the PL gold property. The other four pits on the PL gold property would then be developed in sequence. The Nokomis open pit located on the Nokomis gold property is scheduled to produce in Years 3 to 5. The pits development schedule would provide the mill with 300 tpd of open pit production until the pits are exhausted in Year 6.

• The PL underground mine rehabilitation work would be completed in Year 1. The underground mine is scheduled to produce 600 tpd in years 2 to 11.

• Mine closure works would be carried out progressively. Final closure works begin in Year 11.

FIGURE 16-4 MINE DEVELOPMENT SCHEDULE

Description Year -1 Year 1 Year 2 Test Stope Program First Test Stope Off-site Pilot Plant Testing

Rehab Planning

Definitive Feasibility Study

Ragged TMA Decision ◊

Board Approval To Proceed ◊

Rehabilitate Mill & Infrastructure

Commission Mill / Ramp-up

Prepare First Open Pit

Open Pit Production (300 tpd)

Underground Rehab / Development

Underground Production (600 tpd)

Processing (900 tpd)

The Project would be developed and implemented by Minnova with the assistance of specialized contractors as shown in Table 16-8.

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TABLE 16-8 MINNOVA AND CONTRACTOR ROLES

Key Roles Area Minnova Contractors

The pits are developed and mined by Open pit development & Minnova using its own crews and Ditching, muskeg removal. mining equipment. Some of the sill drifting is done by Minnova Conventional ramping, drifting and Underground development using its crews and equipment. raising. Provide support services: - Load and haul stope production to mill. - Mine dewatering. - Mine ventilation. Stoping would be done by Minrail Underground mining - Mine air heating. using its Shallow Angle Mining - Electrical power. System (SAMS TM ). - Indirect mine staff. - Grade control. - Technical services. - Mine rescue. Project management. Mill and infrastructure rehab Qualified trades. Project indirects. Processing Mill operated by Minnova. Environmental and social Specialists as required. Camp Managed by Minnova. General and administration

16.7. MINING EQUIPMENT

16.7.1 OPEN PIT EQUIPMENT

The pits would be mined using 4 m high benches and the work would be organized so that mineralized zones and waste rock are mined separately. Pit waste materials would be stockpiled adjacent to the pits. Acid generating waste rock (if any) and potentially acid generating waste rock would be relocated back into the pits and either capped or kept below the water level in the flooded pit to prevent or inhibit acid rock drainage or metal leaching.

The open pits would be mined using conventional equipment including air track drills, a hydraulic excavator, a wheel loader and 20 t class rock trucks. The ancillary equipment fleet would include bulldozers, a water truck, a road grader, surface haulage trucks, maintenance vehicles and pickups.

The pits would be dewatered using diesel and electric-powered pumps.

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16.7.2 UNDERGROUND MINE EQUIPMENT

A qualified contractor would carry out the most of the underground development work (i.e. ramp, drift, cross-cut and raise development). Its key lateral development equipment is likely to include an electric-hydraulic jumbo drill, LHD units, 20 t class underground rock trucks, bolter unit, underground grader and service vehicles, and handheld drills.

Minrail would mine the stopes using its SAMS TM equipment. It would develop the stope centre raises and drill, blast and move the blasted material down to the sill drifts. Mined out stopes would be paste backfilled.

Minnova would load and haul the material from the stope sill drifts to the mill. It would also develop some of the sill drifts. Minnova’s underground equipment fleet is shown in Table 16-9.

TABLE 16-9 MINNOVA UNDERGROUND EQUIPMENT LIST

Description Quantity

Electric hydraulic jumbo drill 1 LHD units (4 m 3) 2 Underground rock trucks ( 20 t class) 3 Mine grader 1 Scissorlift 1 Flatbed truck 1 Equipment handling truck used by Minrail 2 Personnel carrier 2 Toyota mine jeep used by Minrail 1 Toyota mine jeep used by Minnova 2 Handheld drills lot Pumps lot Ventilation fans lot Mine rescue equipment lot

The underground mine workings would be dewatered using conventional sumps and electric-powered submersible pumps. The mine would also have explosive magazines, refuge stations, a ladderway in a raise to surface to provide a second means of egress, and a surface shop. An underground mine shop would be developed in year 4.

16.7.3 SHALLOW ANGLE MINING SYSTEM

Minrail Shallow Angle Mining System ("SAMS TM ") is designed to safely and economically develop and mine zones in the 10 to 45 degree dip range. Zones in this dip range have historically been difficult and slow to mine primarily because theses dips are arduous for miners to work on; blasted rock may not run and may need to be slushed back; and the sill can be unsuitable for wheeled and

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tracked machinery.

The SAMS TM is an integrated mechanized mining method. It would be used to:

• Develop a stope centre raise (~30° inclination) in mineralization between 40 m internal levels. The back and upper walls of the centre raise would be bolted and screened. Cable bolts would also be installed in the back of the raise using the SAMS TM raise development module. Figure 16-5.

• An automated drill module would be used to drill nominal 50 mm diameter blastholes in the mineralized zone exposed on both walls of the centre raise. The projected minimum height of the drilled-off zone (measured perpendicular to the footwall) is 1.2 m. The drill holes could be drilled perpendicular to the face or angled. Figure 16-6.

• The blastholes would be loaded with emulsion using the SAMS TM explosive loading module. The blasts would be initiated remotely using an electronic blasting system.

• The blasted rock would be removed to the sill drift using the SAMS TM mucking module and a slusher. Figure 16-7.

• Once the stope has been mined out the stope footwall would be washed down using a fire hose to help recover fines.

• Rib pillars would not be left between adjacent stopes as plans are to backfill mined-out stopes using pastefill. A sill pillar would be temporarily used to separate the stope from the sill drift, and recovered prior to backfilling.

The SAMS TM modules travel on an overhead double rail system. The electric-powered modules have multiple braking systems including a failsafe braking system. Minrail has reviewed its safety devices with mine safety regulators in Ontario and Quebec and reports that the SAMS TM system meets rigorous mine safety requirements in those jurisdictions. The proposed test stoping program at the PL underground mine would be reviewed with Manitoba health and safety regulatory authorities prior to the test.

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FIGURE 16-5 DRIVING THE STOPE CENTRE RAISE USING SAMS TM

FIGURE 16-6 PRODUCTION DRILLING USING SAMS TM

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FIGURE 16-7 STOPE MUCKING TO THE SILL DRIFT

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17. RECOVERY METHODS

It is proposed to rehabilitate and use the existing PL mill for processing (as described in Section 13.1). It is anticipated that, although process modifications and equipment additions may be indicated by future testwork, the present flowsheet will be satisfactory. The initial throughput rate for this study is 900 t/d which will yield a nominal grind (K80) of approximately 110 microns utilizing the existing crushing and grinding circuits.

Based on planned tonnage and grade and assuming continuous stable operation, an overall gold recovery of 90% is projected. This recovery estimate should be confirmed by testwork on samples representing the current mining plan.

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18. PROJECT INFRASTRUCTURE

The following section is taken from the Howe PEA report # 956 dated January 5, 2012.The Project would make use of the existing infrastructure. The existing infrastructure components and expected refurbishment works are summarized in Table 18-1.

TABLE 18-1 EXISTING INFRASTRUCTURE AND EXPECTED REFURBISHMENT WORK

Infrastructure Component Expected Refurbishment Work

Main access road Road improvements. Power line refurbishment including replacement of sections damaged by Power line forest fires. Replacement of pumps, pipes and electrical system. Fresh water supply Upgrade fresh water and fire water tanks. Telecommunication system Upgrade basic telecommunication system already in place. Septic system Install new system. Potable water treatment Install a new potable water system.

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19. MARKET STUDIES AND CONTRACTS

The following section is taken verbatim from the Howe PEA report # 956 dated January 5, 2012.

The mill would produce a doré bar product that would be transported to a commercial precious metals refinery. The gold would be sold under a contract (yet to be entered into) with the Royal Canadian Mint or another precious metal refiner. Gross revenues from gold sales would be based on the gold quantities, gold prices realized and refining, assaying, transportation and selling costs, as well as the US$ : C$ exchange rate. The price of gold fluctuates and is determined through gold markets trading with London PM gold price fixings providing benchmark pricing.

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20. ENVIRONMENTAL STUDIES, PERMITTING, AND SOCIAL OR COMMUNITY IMPACT

20.1. SCOPE OF THE PROJECT

20.1.1 BASE CASE

This updated PEA is based on the following Base Case scope of project:

• An initial underground test mining program at the PL underground mine; • A feasibility study for the Project taking the test stope program results into consideration; • Confirmation from federal regulator that tailings may be discharged into the existing Ragged TMA, as permitted by the Manitoba Environment Act License No. 1207E. • Assumed Board approval to proceed with the Project; • The refurbishment and reactivation of the existing PL mill and underground mine; • The development of five open pits on the PL gold property and another on the Nokomis gold property; and • Progressive mine closure works and a post-closure monitoring program.

The Base Case assumes that the existing Ragged tailings management area would be reactivated. The projected Base Case time lines are summarized in Table 20-1.

TABLE 20-1 PROJECT SCOPE AND TIME LINES

Years Key Activities

Minrail’s proprietary Shallow-Angle Mining System (SAMS TM ) which is designed to mine flat dipping zones would be demonstrated in test stopes to be developed in the upper section of the PL gold mine. Samples of the test mined mineralization would be processed off-site in a pilot plant. -1 This PEA assumes that: 1) the proposed test stope program would be successful; 2) Minnova would conduct a feasibility study to support a mineral reserve estimate and demonstrate the economic viability of the Project; and 3) corporate approval would then be given to proceed with the project. Two open pits would be developed and brought into production. The mill, infrastructure and underground mine workings would be rehabilitated. 1 Underground development work would also be done. 108kt of mill feed are scheduled to be processed in Year 1. Underground production mining would commence in Year 2. Mill feed would be mined from the underground mine and open pits in Years 2 to 6 inclusive. 2-6 Five open pits would be developed on the PL gold property. One open pit would be developed on the Nokomis gold property. Mill feed would be mined from the underground mine at a rate of 600 tpd. Mining and milling operations are scheduled to cease in Year 11. 7-11 Final closure works would commence in Year 11. The performance of the closure works would be assessed using a post-closure monitoring program.

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20.1.2 ALTERNATE CASE

In consideration of the possibility that the results of a fish population survey planned to be done later this summer could show that the Ragged TMA is frequented by fish, this updated PEA also considers an Alternate Case.

Relevant background information is presented in this subsection. The results of an assessment of the potential impacts of the Alternate Case on the project’s potential viability are presented in Section 25.

During the preparation of this updated PEA, Minnova was in communication with Manitoba provincial and Canadian federal environmental regulatory authorities in regard to Minnova’s May 2014 Notice of Alteration for modifications to Environment Act Licence No. 1207E for the Puffy Lake mine, and Minnova’s request for regulatory clarification and sign-off for the recommencement of tailings deposition activities at the Ragged TMA. Minnova (Auriga at that time) became the licensee for Manitoba Environment Act Licence No. 1207E which included the use of Ragged Lake for tailings disposal when issued to Pioneer Metals Corporation in the late 1980’s. However there have been significant changes in legislation affecting mine effluent and tailings disposal in natural waterbodies since the Puffy Lake mine was permitted.

Federal regulatory authorities have recently indicated there are two possible outcomes with regard to the re-use of Ragged Lake for tailings disposal depending upon the results of a fish population study that Minnova plans to carry out in the Ragged TMA later this summer. As shown in Figure 20-1:

1. If the results of the planned fish population study show that the water body is not frequented by fish, the recommencement of tailings deposition in the existing Ragged TMA (e.g. the assumed approach used in the base case) would be in accordance with Canadian federal statutes.

2. If the results of the fish population study show that the Ragged TMA is frequented by fish, federal environmental authorities would require a tailings deposition alternative study, a fish habitat compensation plan, and an environmental assessment (EA) prior to a request for a regulatory amendment to include the Ragged TMA as a Tailings Impoundment Area (TIA) in MMER schedule 2. The “Alternate Case” assumes that the water body would be found to be frequented by fish.

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FIGURE 20-1 POTENTIAL IMPACT OF THE PLANNED FISH POPULATION SURVEY

This updated PEA is based on the Base Case Scope of Project ↓ Minnova plans to carry out a fish population survey in Ragged TMA this summer

↓ Additional permitting process requirements could The fish population significantly affect The results of the survey results the project's Fish-frequented fish population Not fish-frequented support the tailings development time ← would be used to → management line and potential assess if the lake is assumptions used in economic viability. fish-frequented. the Base Case scope See Alternate Case of project. discussed in Section 25 of this report.

Environment Act Licence No. 1207E for the “Puffy Lake Mine” was issued to Pioneer Metals Corporation in November 1987. Minnova (then Auriga) became the licencee for the PL (“Puffy Lake”) Mine in 2012. The PL Mine is now subject to the terms and conditions of licence 1207E and federal Metal Mining Effluent Regulations (MMER). In May 2014, Minnova (then Auriga) issued a Notice of Alteration (NOA) to the Manitoba Conservation and Water Stewardship, Environmental Approvals Branch seeking approval for the inclusion of five open pits to the licence for the PL Mine. Minnova is in ongoing discussions with regulatory authorities with regard to the NOA and other regulatory requirements to enable the reactivation of Ragged TMA tailings management area operations.

Under the MMER, if mine waste is deposited in a natural, fish-bearing water body, the water body must be listed in Schedule 2 of the Regulations, designating it as a tailings impoundment area (TIA). A TIA is considered to be a natural water body frequented by fish into which tailings, waste rock, low- grade ore, overburden and any effluent that contains any concentration of the deleterious substances specified in the MMER, and of any pH, are disposed.

Information on relevant federal regulatory requirements is available at www. ec.gc.ca – see documents titled “Guidelines for the Assessment of Alternatives for Mine Waste Disposal” and

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“Streamlining the Approvals Process for Metal Mines with Tailings Impoundment Areas”. In brief:

• Under Canadian federal regulatory requirements a mining project proposing to use a natural water body frequented by fish as a tailings impoundment area (TIA) has to undergo an environmental assessment (EA). A proponent would also need to:

- Assess mine waste disposal alternatives. An alternatives assessment objectively and rigorously assesses all feasible mine waste disposal options from environmental, technical and socio-economic perspectives; - Prepare a fish habitat compensation plan. MMER Section 27.1 “Compensation Plan” requires a project proponent to develop and implement a fish habitat compensation plan to offset the loss of fish habitat that would occur as a result of the proposed addition of a water body to MMER Schedule 2; and - Participate in public and aboriginal consultations.

A multi-step process is used to add a TIA to MMER Schedule 2. Environment Canada’s regulatory amendment package for the addition of a TIA listing to MMER Schedule 2 would be expected to include the text of the proposed regulatory amendment; a Regulatory Impact Analysis Statement (RIAS) justifying the proposed Schedule 2 amendment; the rationale for the proposed amendment; a summary of the proposed fish habitat compensation plan; a description of the options considered during the alternatives assessment evaluation; a consultations summary; and a cost-benefit analysis of the proposed amendment assessing potential impacts from a societal perspective. If approved by the Ministers of Environment and Fisheries and Oceans, the regulatory amendment package would be sent to the Treasury Board for consideration and if approved the proposed amendment would be published in Part I of the Canada Gazette for a 30-day public comment period. Following review of comments received, Environment Canada would prepare and submit the final regulatory package to the Ministers of Environment and Fisheries and Oceans for approval and as warranted submission to the Treasury Board. If then approved by the Treasury Board, a regulatory amendment would become law. Approved regulatory amendments are published in Part II of the Canada Gazette , approximately two weeks after they have been registered.

20.2. REGULATORY FRAMEWORK AND PERMITTING

20.2.1 REGULATORY FRAMEWORK

Manitoba’s Environment Act (C.C.S.M. c. E125) is intended to develop and maintain an environmental protection and management system to ensure that the environment is protected and maintained in such a manner as to sustain a high quality of life, including social and economic development, recreation and leisure for this and future generations. The Act is complementary to provincial planning and policy mechanisms; provides for the environmental assessment of projects which are likely to have significant effects on the environment; provides for the recognition and utilization of existing effective review processes that adequately address environmental issues; provides for public consultation in environmental decision making; and prohibits the unauthorized

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release of pollutants having a significant adverse effect on the environment.

Metal mines and processing facilities are considered to be Class 2 Developments under the Environment Act. Section 11(1) of the Act requires a mine proponent to have an Environment Act license before it can construct, alter, operate or set a Class 2 development into operation. Under section 11(9) the Director can require an assessment of the environmental impacts of a proposed Class 2 development by: requesting additional information from the proponent; issuing assessment guidelines and requiring public consultation; requiring the proponent to prepare and submit an assessment report to include such studies, research, data gathering and analysis or monitoring, development alternatives, and details of proposed environmental management practices; requiring an assessment report review; and/or requiring public hearing.

Manitoba has an established single-window environmental assessment and permitting process that mine proponents have used to apply for relevant licences, permits and authorizations. The Governments of Manitoba and Canada co-ordinate their environmental assessment processes including public consultation for projects where provincial and federal environmental assessment legislation applies to the same project proposal whilst preserving each government's authority and legislative requirements. Examples of key federal legislation include the Canadian Environmental Assessment Act (2012), Fisheries Act, and the MMER under the Fisheries Act.

The PL (“Puffy Lake”) Mine is currently subject to the terms and conditions of licence 1207E and the MMER. The MMER allow mine effluent to be released to the receiving environment if the effluent pH is within the range of pH 6 to 9.5, if the concentrations of the MMER deleterious substances in the effluent do not exceed authorized limits, and if the effluent is demonstrated to be non-acutely lethal to rainbow trout. The authorized limits of deleterious substances are shown in Table 20-2. The MMER also include comprehensive Environmental Effects Monitoring (EEM) requirements to evaluate the potential effects of effluents on fish, fish habitat and the use of fisheries resources and encompass as examples effluent characterization, biological monitoring, subsequent biological monitoring, and final biological monitoring prior to mine closure.

TABLE 20-2 MMER AUTHORIZED LIMITS OF DELETERIOUS SUBSTANCES 1

Maximum Authorized Maximum Authorized Maximum Authorized Deleterious Substance Monthly Mean Concentration in a Concentration in a Grab Concentration Composite Sample Sample

Arsenic 0.50 mg/L 0.75 mg/L 1.00 mg/L Copper 0.30 mg/L 0.45 mg/L 0.60 mg/L Cyanide 1.00 mg/L 1.50 mg/L 2.00 mg/L Lead 0.20 mg/L 0.30 mg/L 0.40 mg/L Nickel 0.50 mg/L 0.75 mg/L 1.00 mg/L Zinc 0.50 mg/L 0.75 mg/L 1.00 mg/L Total Suspended Solids 15.00 mg/L 22.50 mg/L 30.00 mg/L Radium 226 0.37 Bq/L 0.74 Bq/L 1.11 Bq/L

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1. Concentrations are total values. Source: MMER Schedule 4.

20.2.2 PERMITTING

PL Mine

Environment Act Licence No. 1207E for the PL ("Puffy Lake") Mine was issued to Pioneer Metals Corporation in November 1987. 1207E in 2012. The Environment Act licence covers the existing PL underground mine, the mill, the Ragged tailings management area (TMA) and site infrastructure which are on care and maintenance.

The environmental impact statement for the PL ("Puffy Lake") Mine (Ilam, 1987) describes the process that was used to select the Ragged TMA and plans for its operation. It was then proposed that up to 60% of the mill tailings would be used to backfill stopes with the balance disposed within the Ragged TMA which would permanently contain the tailings within a rock basin. The basin had sufficient tailings storage capacity (e.g. ≥ 8 yrs of mill operation) and its single outlet facilitated water management and effluent monitoring. Plans were to discharge tailings slurry into the Ragged TMA at a rate of 130 m 3/hr at a pulp density of 1.15 t/m 3 and recycle water to process at a rate of about 90 m3/hr. It was projected that the final effluent flow rate would be about 85 m 3/hr. The Ragged TMA has a catchment area of about 2.7 Mm 3 and drains southward towards Puffy Lake (Pieterse, 2006). The TMA drains through a V notch weir located at the south end of the middle arm and then southward through a swampy area to Puffy Lake.

Potable water, fire water and fresh process water were sourced from an unnamed lake located 1 km north of the Ragged TMA.

In May 2014, Minnova filed a Notice of Alteration (NOA) with the Manitoba Conservation and Water Stewardship, Environmental Approvals Branch describing proposed alterations to the licenced PL Mine including the development of five open pits on the PL gold property. The NOA seeks approval for the inclusion of open pit mining as an additional mining method for the already licenced PL Mine. The existing Environment Act license 1207E allows for underground mining and processing at 1,000 tpd and tailing deposition in the Ragged TMA. The proposed additional open pits are based on the mine plan presented in Minnova’s 2012 Preliminary Economic Assessment for the PL gold property. The NOA included an environmental and social assessment for key components prepared by AECON Canada and an amendment to the approved closure plan for the PL Mine.

Nokomis gold property

Minnova not yet applied for an Environment Act licence for the development of the proposed open pit on the Nokomis gold property.

20.3. ABORIGINAL PEOPLE AND REGIONAL COMMUNITIES

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Minnova has continued its dialogue about the status of the Maverick Project with First Nations and local communities and businesses.

AECOM (2014) reports that the Mathias Colomb Cree Nation (MCCN), located approximately 73 km north of Sherridon at the community of Pukatawagan, is the closest First Nation community to the project area. Pukatawagan which had a population of 1,826 in 2011 (1,478 in 2006) is accessible year- round by air and by rail, and by winter road for a period of approximately three months of the year depending upon conditions.

AECOM (2014) also reports that the Metis communities of Sherridon / Cold Lake had a population of 113 people in 2001 according to census information. Sherridon is located about 156 km north of The Pas adjacent to the First Nations-owned Keewatin Railway Company (KRC) rail line that extends from Sherritt Junction to Pukatawagan. The rail line crosses the mine access road about 6 km from the mill. Sherridon is an incorporated community under the Province of Manitoba’s Northern Affairs Act and is administered by a mayor and council. The Cold Lake settlement is located approximately 1.5 km west of Sherridon.

Other First Nations located within a similar distance to the site include the Opaskwayak Cree Nation at Opaskwayak (86 km); the Nisichawayasihk Cree Nation at Nelson House (150 km); the Mosakahiken Cree Nation at Moose Lake (150 km); the Cross Lake First Nation at Cross Lake (195 km); and the Norway House Cree Nation at Norway House (240 km) (AECOM, 2014).

20.4. ENVIRONMENTAL STUDIES

Environmental studies and an environmental impact statement were prepared in support of the approval and licensing of the PL Mine. More recently, Minnova has conducted additional focused studies and an environmental baseline assessment in support of the Notice of Alteration (NOA) submitted to the Manitoba Conservation and Water Stewardship, Environmental Approvals Branch. The proposed alterations include the development of five open pits on the PL gold property.

20.4.1 PL MINE

The Environment Act licence (no. 1207E dated October 13, 1989) for the PL (“Puffy Lake”) Mine was issued to Pioneer Metals Corporation and supported by the baseline terrestrial and aquatic investigations and the 1987 Environmental Impact Statement (EIS) prepared by Ilam Associates Ltd. and filed with Manitoba Environment. The PL mine operated from December 1987 to March 1989 and was then placed on care and maintenance. The licenced operation included a decline and underground mine workings; a 1,000 tpd capacity on-site processing plant; the Ragged TMA; supporting infrastructure including, mine office, change house, lab assay office, emergency diesel generator, parking lot, paste backfill facility, concrete transformer pad, explosives storage area, fuel tank storage area, telecommunications system; power distribution and the access road and security gate.

In 2011, Minnova engaged AECOM Canada Ltd. to estimate the cost to rehabilitate the PL mill, and

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conduct an environmental baseline study and permit review. Parks Environmental Inc. was engaged to review the operating terms for the existing permits and develop an environmental baseline study for the Maverick Gold Project including mine dewatering requirements and bringing the mine and mill infrastructure back into production. Their work included consultations with provincial and federal government regulating bodies concerning the restart of the PL mine.

In May 2014, Minnova notified the Director of its proposed alteration to the licenced PL Mine in keeping with the requirements of The Environment Act. As described in Minnova’s Notice of Alteration (NOA), the additional development of five open pits at the existing PL Mine site would use of existing licensed infrastructure (e.g., mill, access road, Ragged TMA). As reported by AECOM (2014) the proposed alteration includes five open pits; one temporary potential acid generating waste rock stockpile; four new overburden stockpiles; four new combination overburden and non-acid generating waste rock stockpiles. The NOA also includes:

• An amendment to the PL (“Puffy Lake”) Mine Closure Plan to account for the closure of the proposed open pits. It was anticipated that site conditions would return to pre-development conditions following the completion of closure activities and that the success of the closure works would be assessed using a six year post-closure monitoring program (AECOM, 2014).

• An assessment of selected Environmental and Social Components in accordance with the Environment Act Proposal Report Guidelines. The assessed components included topography, soil, air, noise and vibration, climate, groundwater, surface water, aquatic resources, protected species, flora and fauna, as well as resource use, heritage resources, and aesthetics and was largely focused on Fire Pond and the proposed pit areas on the PL gold property. The key conclusions of the AECOM (2014) environmental effects assessment included with the NOA are summarized in Table 20-3.

20.4.2 NOKOMIS OPEN PIT

Minnova has not yet applied for an Environmental Act licence for the development of an open pit on the Nokomis gold property. The cashflow includes provisional cost allowances for supporting environmental studies and the permitting of the Nokomis pit and access road.

20.4.3 ACID ROCK DRAINAGE AND METAL LEACHING

The environmental impact statement prepared by Ilam (1987) presented preliminary acid:base accounting test results which indicated that acid rock drainage would not be expected.

AECOM (2014) reports that more recent investigations and testwork commissioned by Minnova on rock samples representative of the open pit waste rock show that the majority of samples are unlikely to generate acid rock drainage (ARD). Approximately 25% of waste rock samples were classified as PAG rock with NP/AP ratios less than two. NP/AP ratios greater than two indicate non-acid generating (NAG) rock. Based on the results of humidity cell tests, arsenic (As) was found the most mobile contaminant of concern for waste rock leachate, with a peak concentration of 0.28 mg/L in one

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sample after seven weeks of exposure. After 33 weeks of humidity cell testing the arsenic concentration in leachate samples stabilized at approximately 0.1 mg /L As. AECOM (2014) reports that arsenic concentration in the leachate remained below the MMER maximum monthly mean concentration of 0.5 mg/L As. It was concluded that:

• Most of the waste rocks sampled to date are unlikely to produce acid rock drainage / metal leaching (ARD/ML), although some samples with low sulphide levels also have low neutralization potential and could develop ARD/ML over time.

• Sulphide-containing rock walls left exposed after extraction of the mill feed are likely to generate ARD/ML after exposure.

• Stockpiles of mill feed containing sulphide are likely to generate ARD/ML prior to milling.

It is expected that the mine would regularly sample and test exposed rock formations and tailings and take measures as necessary to prevent or control ARD/ML. As described in the amendment to the closure plan submitted along with the NOA, potentially acid generating mine waste rock would be relocated to mined out pits and submerged or capped.

TABLE 20-3 CONCLUSIONS OF THE ENVIRONMENTAL AND SOCIAL IMPACT ASSESSMENT

Component Anticipated Impact Key conclusions 1

The partially backfilled pits represent the most substantial long term alteration to topography as it is today, but their final configuration will represent only a minor change in topography in context with the area of the mine and the region in which it is Topography Minor found. Overall, given the mitigation measures in place, the natural terrain of the area and region and the residual areal extent of disturbance, the residual effect on topography following closure is considered minor in the area and region. Given the implementation of mitigation measures, the nature of the waste rock and the short length of time the waste rock and pit walls will be exposed to weathering, it is anticipated that effects to soil quality because of ARD/ML will be negligible. Soil disturbance will be limited in extent and duration to the practical extent possible and is anticipated to result in a minor to negligible residual effect during the mining phase Soil Negligible and a negligible residual effect following closure. Waste management strategies and policies employed and disposal of any wastes at licensed facilities will result in a negligible effect on soil. Progressive rehabilitation of the site will include remediating potentially contaminated soils, contouring, applying overburden and topsoil, and re- vegetating the developed areas and as a result, the residual effect on soil quality and quantity will be negligible following closure. The residual effect of dust generation on air quality is anticipated to be minor to negligible in the area during mining activities. The residual effect of ARD/ML dust on air quality is anticipated to be minor to negligible at the site. Although the increase in Air Minor to Negligible traffic associated with the Proposed Alteration is considered major, the increase in emissions due to the increase in vehicles is anticipated to have a minor to negligible effect on air quality in the area.

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Component Anticipated Impact Key conclusions 1

All activities performed on the PL Mine site will be carried out in accordance with the Provincial Workplace Safety and Health Act and pit contractor’s health and safety plans, which will minimize potential effects on humans due to noise. Noise levels are Noise & Minor to Negligible anticipated to return to existing ambient levels within the region. Based on the vibration implementation of the proposed mitigation measures, and the distance to human receptors, it is anticipated that noise and vibration effects on humans will be minor to negligible during the mining phase of the Proposed Alteration. The greenhouse gas emissions generated during the mining and closure of the Proposed Alteration is considered to have a negligible effect on climate change. It is Climate Negligible anticipated that the reduction in CO 2 uptake by plants due to clearing will be minor during the mining of the open pits in the site. Following closure, the residual effect of vegetation loss on GHG emissions is anticipated to be negligible. No registered groundwater users have been identified within 9.6 km of the site. Any effects on shallow groundwater quality and quantity are anticipated to be limited in spatial extent to the site and immediate area. The residual effect of pit dewatering on shallow groundwater quantity is anticipated to be minor during mining. Water discharged from the open pits is anticipated to be of sufficient quality such that residual effects on deep and shallow groundwater quality will be negligible. The deep Groundwater Negligible groundwater has low hydraulic conductivity and as a result, the residual effect of pit dewatering on deep groundwater quantity is anticipated to be negligible during mining. The shallow and deep groundwater water tables are anticipated to recover from mining within a moderate period and given the implementation of appropriate mitigation measures and the progressive pit rehabilitation, it is anticipated that the residual effect on groundwater quantity and quality following closure will be negligible. Contamination of pit discharge water, including blast residues or sediment, is anticipated to be minimal with the implementation of proposed mitigation measures with negligible residual effects on surface water quality. Natural process within the surrounding bogs will further minimize the levels of potential contamination from pit dewatering discharge before entering the Ragged TMA. Discharge effluent from the Surface water Minor to Negligible Ragged TMA will be monitored as per the conditions in Environment Act Licence No. 1207E. Residual effects on surface water quantity because of pit dewatering or changes to surface hydrological patterns are anticipated to be minor to negligible. Soil disturbance during mining is anticipated to result in minor to negligible residual effects on surface water quality and quantity. The mitigation measures recommended for the protection of surface water are anticipated to sufficiently mitigate potential surface water effects and will prevent adverse effects on aquatic resources. Shortjaw Cisco will not be affected by the Protected and Proposed Alteration. The aquatic habitat value of Fire Pond is categorized as Marginal Other as it provides habitat only for small-bodied fish (i.e., Brook Stickleback) and there is Aquatic Minor to Negligible no connectivity to other waterbodies that prevents it from forming part of or Resources supporting commercial, recreational, or Aboriginal fisheries. Given that the type of habitat potentially lost (i.e., slow moving, unconnected boggy areas including Fire Pond) is readily available throughout the area and that the species using this type of habitat (Brook Stickleback) are widespread and abundant, the residual effect to aquatic resources within the area is minor to negligible.

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Component Anticipated Impact Key conclusions 1

Although the Proposed Alteration will result in a loss of vegetation in the site, no unique vegetation communities will be lost as confirmed through a terrestrial survey. In addition, the actual extent of disturbance is expected to be a fraction of the site and Protected and the roads, stockpiles and open pits will be progressively rehabilitated which will Other Flora Minor to Negligible further minimize the duration and extent of the potential effect. Overall, the residual Species effect of vegetation loss during mining and closure phase is considered minor to

negligible in the site. No protected flora species are known to occur within the region and as a result, no effects on protected species are anticipated during the mining or closure of the Proposed Alteration. No habitat of specific or critical value to wildlife was observed at the site (such as calving or over-wintering areas) and, based on site conditions and limited field observations, it is expected that there is no critical wildlife value in the area. A large portion of the area was affected by historical development at the PL Mine site or severe forest fires in 1989, and as a result, the quality of habitat available in the area is reduced. Although the Proposed Alteration will result in a loss of wildlife habitat (through vegetation loss) at the site, the type of growing conditions that has been lost is not uncommon in the area and region. As a result, the residual effect of habitat loss on flora during mining is considered minor. Wildlife abundance in the region is anticipated to be low, based on past and recent surveys as well as the reduced habitat value as a result of forest fires. Given the mitigation measure implemented and the reasons above, the potential noise effects on wildlife during mining of the open pits is anticipated to be moderate within the site and minor within the area. During mining and closure, light pollution is Protected and anticipated to result in a negligible residual effect on fauna. Although the increase in Other Fauna Negligible traffic on the main access road and the Sherridon Road are anticipated to be major, it is Species anticipated that road speed limits on the site, given the low abundance of wildlife

species, will result in a minor residual effect of collisions on wildlife. It is anticipated that potential effects of noise and light pollution on fauna following closure are anticipated to be negligible to minor. The Kississing-Naaosap Boreal Woodland Caribou herd, whose snow-free season range overlaps with the site, is composed of an estimated 150 individuals and is currently considered stable (COSEWIC 2002). According to Manitoba’s Conservation and Recovery Strategy for Boreal Woodland Caribou (Government of Manitoba 2005), the conservation risk of the Kississing and Naaosap herds are considered to be high risk and medium risk, respectively. Boreal Woodland Caribou have typically avoided young forest or disturbed areas, including those areas impacted by the 1989 forest fires. As a result of the lack of suitable habitat and historical and recent presence of activity, the residual effects of noise, light pollution, collisions and habitat loss on Boreal Woodland Caribou is anticipated to be minor to negligible during mining and following closure, the residual effects are anticipated to be negligible. Minnova has indicated that they are committed to working with local trappers and Resource Use N/A interested stakeholders to ensure access to trap lines and other resource harvesting is not impacted by the Proposed Alteration. There are no known or potential historic or heritage resources at the PL Mine site. Heritage Negligible Therefore, the residual effect on heritage resources is anticipated to be negligible resources during mining and closure of the Proposed Alteration. Based on the mine’s remote location, surrounding vegetation, and historical Aesthetics disturbances associated with the 1989 forest fires or previous development at the PL Negligible Mine site, effects on aesthetics during the mining and closure phase are anticipated to be negligible.

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20.5. MINE CLOSURE

Howe has estimated the cost of closing the Project taking the following aspects into consideration:

• The Project would be progressively rehabilitated and closed in accordance with a closure plan for the Project in accordance with the Mines and Minerals Act (C.C.S.M, c. M162) and the Mine Closure Regulation (67/99). The Mine Closure Regulation requires the removal of buildings, power transmission lines, pipelines and other structures; the removal of concrete structures, foundations and slabs or covering them with overburden to promote revegetation; the removal of machinery, equipment and storage tanks and petroleum products, chemicals and waste from the project site; and the rehabilitation of waste management sites and the stabilization of other disturbed surface areas.

• As reported in Minnova’s 2012 annual report, its closure and reclamation cost provision for the PL Mine was based on its estimated cost to abandon and reclaim mineral properties and facilities and timing. The closure and reclamation provision was $3,099,270 at March 31, 2012.

The cashflow presented in this updated PEA includes a provisional LOM closure cost allowance of $5.8M. A detailed closure plan for the existing underground mine, mill and infrastructure was completed by SRK Consulting in March 2010, and filed and approved by Manitoba Ministry of Science Technology, Energy and Mines. The estimated cost amounted to $3,073,160.

Currently the Company has a $75k letter of credit in favour of the Government of Manitoba under the terms of the current approved Closure plan for the PL Mine. It also provided assets, goods and personal property involved in the operation as security of up to $5,000,000 for the performance of the closure plan and rehabilitation program.

The projected mine closure program is summarised in Table 20-4

TABLE 20-4 PROJECTED MINE CLOSURE PROGRAM

Item

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Item

Ragged TIA closure: • Cost allowance for tailings surface vegetation, the batch treatment of tailings pond water, and construction of a permanent outlet spillway.

Post closure monitoring program: • A six year long post-closure monitoring program. The results will be used to assess the performance of the closure works.

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21. CAPITAL AND OPERATING COSTS

The capital and operating costs have been estimated based on the scope of the Project and stated assumptions. The estimated costs are considered to be in the ±35% accuracy range.

21.1. CAPITAL COST

The total estimated LOM capital costs amount to about $56M as shown in Table 21-1.

Capital costs in Years -1 and 1

A fast track approach would be used where Minrail would test its shallow angle mining system (SAMS TM ) in a test stope at the PL mine early in Year -1. This updated PEA assumes positive test stope results and the completion of a concurrent definitive feasibility study to support a mineral reserve estimate, and that corporate approval to proceed with the Project would be obtained at the earliest opportunity (projected to occur mid-Year -1).

The mill and infrastructure rehabilitation work would be completed by mid-Year 1 and it is expected that mill commissioning would then start. The mill would be commissioned using remaining Year -1 test stope material as well as material mined from an open pit on the PL gold property. The mill is scheduled to process 108 kt of material in Year 1.

Sustaining capital in Years 2 to 11

Concurrent open pit and underground operations would supply material to the mill from Year 2 to mid- Year 6. The mill would be fed from the underground mine from mid-year 6 to the end of operations in Year 11. Mine closure works would be done progressively with final closure works scheduled to commence in Year 11.

TABLE 21-1 LOM CAPITAL COSTS

Preproduction Sustaining Total Item ($k) ($k) ($k) Yr -1 Yr 1 Yrs 2-11 Test stoping $4,342 $4,342 Feasibility study and supporting studies $415 $415 Mill rehabilitation and commissioning $6,245 $3,898 $280 $10,423 Infrastructure $1,550 $475 $2,999 $5,024 Underground mine $3,390 $15,575 $18,965 Paste backfill plant $5,000 $5,000 Open Pits including muskeg removal $314 $2,250 $2,564 Environmental projects $540 $100 $100 $740 Contingency $530 $2,000 $2,530 Mine closure $500 $5,300 $5,800

Working capital $2,000 ($2,000) Total ($k) $13,622 $12,677 $29,504 $55,803

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The capital costs were developed based on Minrail test stoping and stoping operating cost estimates which Howe reviewed; a third party mill rehabilitation cost report; a third party estimate of the cost to rehabilitate and upgrade the mill electrical distribution, instrumentation and control systems; capital and operating cost estimates and cost allowances developed by Howe based on the Project scope and assumptions, and Howe's experience on other projects and cost database.

21.2. OPERATING COSTS

21.2.1 OPERATING COST SUMMARY

The total estimated LOM operating costs amount to $406M as shown in Table 21.2. Annual cash operating cost in US$ per ounce, range between US$579 and US$978, over life of operations, for a LOM average of US$798. All in Sustaining Costs (AISC) include operating costs, sustaining costs, royalties and taxes. The average LOM AISC over the 11 year mine life is estimated to be US$1,003/oz and ranges from US$752 to US$1,616. See below Table 1-9 for a summary of operating costs.

TABLE 21-2 OPERATING COST SUMMARY

Operating Costs ($k) Year 1 2 3 4 5 6 7 8 9 10 11 LOM

Open pits $3,195 $6,166 $7,558 $5,443 $5,390 $2,384 - - - - - $30,136

Underground $5,080 $23,002 $28,069 $35,778 $33,582 $29,038 $27,510 $21,067 $30,238 $35,429 $7,646 $276,438 Mine

Processing $2,510 $7,321 $7,321 $7,321 $7,321 $6,769 $6,571 $6,571 $6,571 $6,571 $2,554 $67,399

G&A $1,379 $3,311 $3,311 $3,311 $3,311 $3,311 $3,311 $3,311 $3,311 $3,311 $1,287 $32,462

Total $12,164 $39,799 $46,258 $51,852 $49,603 $41,501 $37,391 $30,949 $40,119 $45,310 $11,487 $406,434

Operating Costs per Ounce of Production (C$/oz)

Cash Operating $795 $813 $813 $961 $986 $857 $872 $609 $684 $1,029 $848 $840 Costs

AISC $1,701 $891 $1,060 $1,115 $1,109 $1,011 $1,021 $792 $817 $1,075 $1,023 $1,056

Operating Costs per Ounce of Production (US$/oz)

Cash Operating $755 $772 $772 $913 $937 $814 $828 $579 $650 $978 $806 $798 Costs

AISC $1,616 $847 $1,007 $1,059 $1,054 $961 $970 $752 $776 $1,021 $972 $1,003

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Notes: 1. AISC or All IN Sustaining Costs comprised of: AISC= Mining Costs (open pit and underground) + Processing Costs + Sustaining Capital + G&A + Royalties + Taxes.

21.2.2 MINE OPERATING COSTS

It is assumed that Minnova would carry out the Project with the assistance of specialized contractors and suppliers as described in the following subsections. The operation would be operate 350 days/yr on a 4 rotating crews basis with two 10 hour shifts per day in the mines, and two 12 hours shifts per day in the mill.

Open pit operating costs

The open pit operating costs are based on Minnova developing and operating the pits using its own labour and equipment including conventional drills, excavators and rock trucks. The open pit operating cost breakdown is shown in Table 21-3.

TABLE 21-3 OPEN PIT OPERATING COST BREAKDOWN

Open Pit Operating Costs Item 1 2 3 4 5 6 LOM

Production (kt) 100 105 105 105 105 38 558 Mining ($/t) $7.50 $7.50 $7.50 $7.50 $7.50 $7.50 $7.50 Grade control ($/t) $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 $3.00 Nokomis incremental haul ($/t) $0.00 $0.00 $1.77 $1.90 $0.89 $0.00 $0.00

Overburden (kt) 188 247 90 32 193 96 845 Strip ($/t) $1.88 $1.88 $1.88 $1.88 $1.88 $1.88 $1.88

Waste rock (kt) 257 684 809 680 639 300 3,368 Strip ($/t) $6.00 $6.00 $6.00 $6.00 $6.00 $6.00 $6.00

Muskeg removal ($k) $250 $500 $1,250 $2,000

Total $3,195 $6,166 $7,558 $5,443 $5,390 $2,384 $30,136

Underground mine operating costs

The underground mine operating costs are based on:

• Minrail would contract mine the stopes using its proprietary system in Years 2 to 11. • Underground development such as ramps, level development and raises would be done by a

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contractor except for stope sill drifts which would also be developed by Minnova using its own labour and equipment. • Minnova would provide the mine services (i.e. electrical power, mine ventilation and mine air heating, mine dewatering, technical services, grade control, and paste backfill).

The underground mining costs are summarized in Table 21.4.

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TABLE 21-4 UNDERGROUND MINING COSTS

Year 1 2 3 4 5 6 7 8 9 10 11 LOM

Underground production (kt) 210 210 210 210 210 210 210 210 210 82 1,972

Stoping (By contractor) ($/t) $50.00 $50.00 $50.00 $50.00 $50.00 $50.00 $50.00 $50.00 $50.00 $50.00 $50.00

Mine services (By Mine Owner) ($/t)

- Definition drilling & grade control $4.00 $4.00 $4.00 $4.00 $4.00 $4.00 $4.00 $4.00 $4.00 $4.00 $4.00

- Haul production to surface $5.07 $5.07 $5.07 $5.07 $5.07 $5.07 $5.07 $5.07 $5.07 $5.07 $5.07

- Underground mine services $7.37 $7.37 $7.37 $7.37 $7.37 $7.37 $7.37 $7.37 $7.37 $7.37 $7.37

- Mine supervision and indirects $9.56 $9.56 $9.56 $9.56 $9.56 $9.56 $9.56 $9.56 $9.56 $9.56 $9.56

- Paste backfill $12.00 $12.00 $12.00 $12.00 $12.00 $12.00 $12.00 $12.00 $12.00 $12.00

- Haul production to mill $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00 $2.00

Subtotal ($/t mill feed) $78 $90 $90 $90 $90 $90 $90 $90 $90 $90 $90

Paste fill initial stopes ($k) $2,520

Total mining cost ($k) $16,380 $21,420 $18,900 $18,900 $18,900 $18,900 $18,900 $18,900 $18,900 $7,346 $177,446

Mine development cost ($k) $5,080 $6,622 $6,649 $16,878 $14,682 $10,138 $8,610 $2,167 $11,338 $16,529 $300 $98,991 Underground mine operating cost ($k) $5,080 $23,002 $28,069 $35,778 $33,582 $29,038 $27,510 $21,067 $30,238 $35,429 $7,646 $276,438 Notes: 1. Minnova's indirect personnel are listed below. Position No. on Minnova Payroll Labour Cost($/person -year) Mine superintendent 2 $161k Mine supervisor 4 $133k Mine trainer 1 $158k Maintenance superintendent 1 $149k Maintenance planner 1 $107k Lead mechanic 2 $135k Lead electrician 2 $135k Mine material handlers 2 $99k

2. It is expected that additional measures would be taken to control mineralization dilution and losses when developing sill drifts that intercept mineralization included in the stope block tonnages. The estimated sill drifting cost includes a $944/m dilution / loss control cost allowance.

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21.2.3 PROCESSING COST SUMMARY

The processing operating costs include all direct processing costs from receipt of mill feed through to gold production and disposal of residues to tailings. Labour costs are based on estimated current rates and workforce levels, and include a 40% payroll burden. Power unit cost is based on a projected rate of $0.0502/kWh. Reagent prices are based primarily on recent vendor budget quotations for other projects and include an allowance for freight. Indirect costs such as the following are not included: insurance, taxes, safety and security, research and development, general administration and head office expenses, and depreciation and amortization.

The mill is scheduled to be commissioned and process a total of 108,000 tonnes in Year 1. The mill would process 315,000 tpy (900 tpd) in Years 2 to 5. The processing rate would reduce to 210,000 tpy (600 tpd) in Year 6. Table 21.5 summarizes estimated process operating costs for an average mill throughput of 900 tpd and 600 tpd. The cashflow also includes $315,000/yr for Ragged TMA operating costs.

TABLE 21-5 PROCESSING COST SUMMARY

900 t/d (yr 1-6) 600 t/d (yr 6-10)

Item Estimated Annual Estimated Annual Unit Cost, C$/t Unit Cost, C$/t Cost, C$/a Cost, C$/a

Orating Labour $10.05 $3,300,500 15.07 $3,300,500 Power $2.19 $718,400 2.57 $562,900 Reagents $3.70 $1,214,400 3.70 $809,600 Operating Supplies $1.20 $394,300 1.20 $262,900 Maintenance Labour $3.28 $1,077,100 4.92 $1,077,100 Maintenance Supplies $1.83 $601,100 2.34 $511,600 Total $22.24 $7,305,800 29.79 $6,524,500

21.2.4 GENERAL AND ADMINISTRATION COST

The projected General and Administration Cost is shown in Table 21.6.

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TABLE 21-6 GENERAL AND ADMINISTRATION COST

Extended Annual Cost Item No. on Minnova Payroll ($k)

Project Management Project Manager 1 $174 Mine Accountant 1 $118 Purchasing Agent 1 $111 EH&S Coordinator 1 $128 Crew Travel Coordinator 1 $111 Clerk 1 $89 Technical Services Mine Geologist 2 $262 Mine Engineer 2 $280 Surveyors 2 $242 Grade control technicians Included in grade control costs. Support services Warehouse 1 $93 Security / First Aid 4 $305 G&A travel and camp costs $350 Indirect Operating Costs Office operating $90 Environmental monitoring $100 Insurance $250 Training / mine rescue $60 IT contract service $70 Geotechnical consultant $40 Software / licenses $50 Change House $25 Road Grader $150 Yard Equipment $20 Pick-ups $72 Sustaining Freight $90 Shuttle Bus $30 Totals 17 $3,310 Production rate during concurrent open pit and underground mining 315,000 tpy (900 tpd) $/t production $10.51/ t production

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22. ECONOMIC ANALYSIS

The potential economic viability of the Project was assessed using a discounted cash flow model and projected production parameters and annual gold sales revenue and annual capital and operating costs. The economic analysis is in part based on Inferred Resources which are preliminary in nature. Inferred Resources are considered too geologically speculative to have mining and economic considerations applied to them and to be categorized as Mineral Reserves. There is no certainty that the preliminary economic assessment will be realized.

22.1. ECONOMIC PARAMETERS

The Base Case is based on the key criterion and principal assumptions shown in Table 22-1. Aspects which may affect the potential viability of the Project are also discussed in Section 25.

22.2. CASHFLOW

The cashflow for the Project shown in Table 22-1. Dollar amounts are expressed in second quarter 2014 Canadian dollars unless otherwise specified.

TABLE 22-1 KEY CRITERION AND PRINCIPAL ASSUMPTIONS

Item Key criterion/principal assumptions

Open pit operation Mine-owner operated open pits. Open pit mining method Conventional open pit mining equipment and methodology. Total diluted tonnes 558 kt [1,2] Underground mining operation Mine-owner and contractor operated mine. Stoping method Minrail SAMS TM stoping system. Minrail would test its SAM TM stoping system in a test stope in year -1, and assuming a positive test stope outcome, contract mine stopes in Years 2 to 11. Total diluted tonnes 1,979 kt including test stope tonnage [1] Mill throughput Year Tonnes Processed Average tpd processed 1 108 kt ~650 tpd 2-5 315 ktpy 900 tpd 6 248 ktpy 710 tpd 7-11 210 ktpy 600 tpd

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Item Key criterion/principal assumptions

Open pit mining costs: - Mining cost $7.50 / t production - Definition drilling and grade control assays $3.00 / t production - Overburden stipping cost $1.88 / t overburden - Waste rock stripping cost $6.00 / t waste rock - Muskeg removal allowance $2M

Underground development and mining costs: Typical lateral development cost - Drifting $5,100/m Underground mining cost: Yrs 2-11

Stoping cost $50/t

Mine services, indirects, backfill $38/t

Haul to mill (typical) $2/t

Total $90/t

Other operating costs Yrs 2-5 Yr 6 Yrs 7-11 Processing $22.24/t $26.00/t $29.79/t Tailings $1/t $1.27/t $1.50/t management G&A $10.51/t $13.34/t $15.77/t 15% federal & 10% provincial. The depreciation allowance is based on Projected corporation taxes estimated capital expenditures and unit of production depreciation. The cashflow includes $13M for the estimated pool available to the Project. Notes: 1. This updated PEA is preliminary in nature and make use of Inferred Mineral Resources that are considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as Mineral Reserves. Mineral Resources which are not mineral reserves do not have demonstrated economic viability. There is no certainty that the preliminary economic assessment will be realized. 2. The projected open pit tonnages are based on conceptual pit shells. 3. Howe has relied on Minnova for guidance on the US$ : C$ exchange rate, royalties, depreciation, corporate taxes and other government levies or interests, applicable to revenue or income from the Project.

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TABLE 22-2 PROJECT CASHFLOW

Year -1 1 2 3 4 5 6 7 8 9 10 11 LOM

Gross revenue: Underground mine production: Mill feed (kt) 8 210 210 210 210 210 210 210 210 210 82 1,980 ROM grade (g/t Au) 6.90 6.15 7.30 6.75 6.20 7.23 7.06 8.36 9.65 7.25 5.74 7.26 Open pits production: Mill feed (kt) 100 105 105 105 105 38 - - - - - 558 ROM grade (g/t Au) 4.61 3.80 4.13 4.27 4.15 4.03 0.00 0.00 0.00 0.00 0.00 4.18 Material processed (kt) 108 315 315 315 315 248 210 210 210 210 82 2,538 Average mill feed grade (g/t Au) 4.78 5.37 6.24 5.92 5.52 6.74 7.06 8.36 9.65 7.25 5.74 6.58 Mill recovery 90% 90% 90% 90% 90% 90% 90% 90% 90% 90% 90% Troy oz Au recovered (x1000) 14.95 48.94 56.88 53.98 50.29 48.41 42.89 50.81 58.62 44.05 13.55 483.35

Gold price (US$/troy oz) 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 Exchange rate (US$1.00 : C$1.05) 0.95 0.95 0.95 0.95 0.95 0.95 0.95 0.95 0.95 0.95 0.95 Projected payable 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% Transport & refining costs (C$/ oz) $6 $6 $6 $6 $6 $6 $6 $6 $6 $6 $6 Gold royalty 3% 3% 3% 3% 3% 3% 3% 3% 3% 3% 3% Gross revenue (C$M/yr) $18.80 $61.56 $71.75 $68.10 $63.34 $60.88 $53.95 $63.90 $73.72 $55.40 $17.04 $608.44

Operating costs: Underground mining cost ($M) $16.38 $21.42 $18.90 $18.90 $18.90 $18.90 $18.90 $18.90 $18.90 $7.35 $177.45 Underground development cost ($M) $5.08 $6.62 $6.65 $16.88 $14.68 $10.14 $8.61 $2.17 $11.34 $16.53 $0.30 $98.99 Open pit mining cost ($M) $3.19 $6.17 $7.56 $5.44 $5.39 $2.38 $0.00 $0.00 $0.00 $0.00 $0.00 $30.14 Processing and tailings cost ($M) $2.51 $7.32 $7.32 $7.32 $7.32 $6.77 $6.57 $6.57 $6.57 $6.57 $2.55 $67.40 General & Administration ($M) $1.38 $3.31 $3.31 $3.31 $3.31 $3.31 $3.31 $3.31 $3.31 $3.31 $1.29 $32.46 Total operating costs ($M) $12.16 $39.80 $46.26 $51.85 $49.60 $41.50 $37.39 $30.95 $40.12 $45.31 $11.49 $406.43

Net income ($M) $6.63 $21.76 $25.49 $16.25 $13.73 $19.38 $16.56 $32.95 $33.60 $10.09 $5.55 $202.01

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Year -1 1 2 3 4 5 6 7 8 9 10 11 LOM

Capital costs ($M) Test stope program $3.57 $3.57 Sample / test material from test stope $0.77 $0.77 Mine designs $0.14 $0.14 Feasibility Study $0.28 $0.28 Rehabilitate mill and infrastructure: Detailed rehabilitation plan $0.13 $0.13 Rehab mill and infrastructure $5.68 $3.06 $8.74 Owner's costs during mill rehabilitation $0.30 $0.30 $0.60 Mill equipment dry commission $0.40 $0.40 Mill ancillary mobile equipment $0.14 $0.14 $0.14 $0.14 $0.56 Complete powerline rehabiliation $1.00 $1.00 Camp $0.50 $0.35 $0.72 $0.72 $0.72 $0.72 $3.72 Office & tech services equipment $0.05 $0.13 $0.13 $0.30 Underground mine: Re-establish mine services at portal $1.14 $1.14 Paste backfill plant $5.00 $5.00 Complete mine dewatering & rehab $2.25 $2.25 Mine Owner's underground equipment $1.49 $2.35 $2.40 $2.20 $2.07 $1.87 $1.70 $14.08 Underground mine shop $1.50 $1.50 Open pits: Pit crew mobilization/demobilization $0.15 $0.15 $0.30 Develop road to Nokomis pit $2.10 $2.10 Pit pick-ups & field office $0.16 $0.16 Environmental: Complete permitting (NOA related) $0.15 $0.15 Tailings deposition review $0.10 $0.10 Puffy EEM cost allowance (5 stations) $0.14 $0.14 Nokomis Pit permitting $0.15 $0.10 $0.10 $0.35 Contingency:

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Year -1 1 2 3 4 5 6 7 8 9 10 11 LOM

Test stope program contingency $0.53 $0.53 Mill and infrastructure rehab contingency $2.00 $2.00 Closure costs $0.50 $0.10 $0.25 $0.10 $0.10 $0.25 $1.00 $3.50 $5.80 Working capital allowance $2.00 ($2.00) $0.00 Total capital ($M) $13.62 $12.68 $1.82 $10.42 $4.72 $3.16 $3.18 $3.02 $1.70 $0.00 $0.00 $1.50 $55.80

Pre-tax cashflow ($M) ($13.6) ($6.0) $19.9 $15.1 $11.5 $10.6 $16.2 $13.5 $31.3 $33.6 $10.1 $4.1 $146.2 Projected capital cost allowance ($M) $8.52 $4.67 $6.04 $6.70 $6.58 $8.77 $11.63 $8.74 $2.69 $64.35 Projected corporation taxes ($M) $0.07 $1.64 $1.72 $1.13 $2.38 $1.74 $5.62 $5.49 $0.34 $0.34 $20.46 Projected after-tax cashflow ($M) ($13.6) ($6.0) $19.9 $13.4 $9.8 $9.4 $13.8 $11.8 $25.6 $28.1 $9.8 $3.7 $125.7 Cumulative cashflow ($M) ($13.6) ($19.7) $0.2 $13.6 $23.5 $32.9 $46.7 $58.5 $84.2 $112.3 $122.0 $125.7

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22.3. ECONOMIC ANALYSIS RESULTS

The results of the economic analysis are shown in Table 22-3. Undiscounted and discounted cashflow results are provided in more detail in Table 22-4. This PEA is preliminary in nature. The Scenario makes use of Inferred Mineral Resources which are considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as Mineral Reserves. Mineral Resources which are not mineral reserves do not have demonstrated economic viability. There is no certainty that the preliminary economic assessment will be realized.

TABLE 22-3 RESULTS OF ECONOMIC ANALYSIS

Pre-tax After-tax

IRR 59% 55% Undiscounted NPV ($M) $146.2 $125.7 NPV(5%) ($M) $97.7 $83.8 NPV(8%) ($M) $77.5 $66.4

3 yrs from start of development Payback 1.5 yrs from start of production. .

TABLE 22-4 RESULTS OF THE CASHFLOW ANALYSIS

Undiscounted Discounted at Discounted at Projected results IRR (%) LOM Total ($k) 5% ($k) 8% ($k)

Gross Sales $629,632 $475,868 $408,206

Less royalties $18,291 $13,785 $11,807

Less selling expenses $2,900 $2,191 $1,880

Net Sales Revenue $608,441 $459,890 $394,519

Mining costs $306,573 $221,457 $185,021

Processing costs $67,399 $48,613 $40,602

G&A costs $32,461 $23,311 $19,424

Total cash operating costs $406,434 $293,381 $245,048

Net cash operating margin $202,006 $144,609 $120,247

Initial capital $26,299 $24,471 $23,481

Sustaining capital $29,504 $24,722 $22,430

Net cash flow before tax $146,203 $97,713 $77,535 59% Taxation payable $20,463 $13,845 $11,103

Net cash flow after tax $125,739 $83,867 $66,432 55%

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The capital expenditure in Year -1 amounts to $13.6M. In Year 1, the projected $12.7M capital expenditure is partially offset by income of $6.6M. On an after-tax and assumed 100% equity basis the projected internal rate of return (IRR) for the Project is 55%. Payback is projected to occur in Year 2.

Howe is of the opinion that the results of this updated PEA show the potential economic viability of the Project with a reasonable return on investment and consideration for further advancement of the Project is warranted – see also the test stoping discussion in Section 25 “Interpretation and Conclusions”.

22.4. SENSITIVITY ANALYSIS

The sensitivity analysis was conducted using the cash flow model for the Base Case, and by only changing one parameter (i.e. head grades, gold price, operating costs, capital cost) at a time, and where:

• The sensitivity of the Project to head grade changes was evaluated by varying the head grade used in the Base Case by ± 10 %, ± 20 % , ± 30 % & ± 40 %. • The sensitivity of the Project to gold price change was evaluated by varying the gold price used in the Base Case by ± 10 %, ± 20 % , ± 30 % & ± 40 %. • The sensitivity of the Project to operating cost change was evaluated by varying the operating costs used in the Base Case by ± 10 %, ± 20 %, ± 30 & ± 40 %. The operating costs include the projected mine operating costs, processing and tailings management operating costs, and general and administration costs. • The sensitivity of the Project to capital cost change was evaluated by varying the projected capital cost by ± 10 %, ± 20 %, ± 30 % & ± 40 %.

The results of the sensitivity analysis for the Base Case are shown in Table 22-5 indicate that the project is most sensitive to changes in gold price and head grade, and least sensitive to changes in capital cost.

TABLE 22-5 RESULTS OF SENSITIVITY ANALYSIS OF THE BASE CASE

After-Tax NPV (8%) ($M)

Parameter Variation of Parameter Relative to Base Case

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A possible impact to the Base Case Project's potential economic viability due to possible additional permitting requirements affecting the Base Case Project is assessed separately in Section 25.

FIGURE 22-1 AFTER -TAX SENSITIVITY ANALYSIS

After-Tax Sensitivity Analysis 200

150

100 Head Grade or Mill Recovery Gold Price

50 Operating Costs Capital Costs After-Tax NPV(8%) ($M) NPV(8%)After-Tax 0 -40% -30% -20% -10% 0% 10% 20% 30% 40%

-50 Percent Change From Base Case

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23. ADJACENT PROPERTIES

The Properties are located at the boundary of the Flin Flon domain with the Kisseynew domain , which hosts both gold and base metal deposits. There are several mineral deposits located in the vicinity of the PL and Nokomis properties. Some past and current properties are shown on Figure 23-1.

FIGURE 23-1 PROPERTIES IN THE VICINITY OF THE PL AND NOKOMIS PROPERTIES

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24. OTHER RELEVANT DATA AND INFORMATION

There is no other relevant information known to Howe that would make this Report more understandable or if undisclosed would make this Report misleading.

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25. INTERPRETATION AND CONCLUSIONS

The Project as described in this updated PEA includes an upfront test stope program and Feasibility Study (FS) to support a mineral reserve estimate and a Board decision to proceed with the project if warranted. The PEA assumes that the outcome of the test stope program and FS would be positive and that Minnova’s Board would decide to proceed with the Project.

Two of the key objectives of the Project plan are to feed the mill at a realistic and achievable rate and introduce measures to help control dilution. As examples:

• The mill is scheduled to process 315 ktpy (900 tpd) of production in Years 2 to 5 when it is fed by 600 tpd underground operations and 300 tpd open pit operations. The open pits would make-up a shortfall in underground production should one occur. During years 2 to 5 annual gold production averages 52,500 ounces and an average cash cost of US$848/oz and average AISC is US$992/oz.

• The mill throughput would be reduced to 210 ktpy (600 tpd) in years 6 to 11 when it is fed by underground mining operations. During years 6 to 10 annual gold production averages 49,000 ounces and an average cash cost of US$770/oz and average AISC is US$896/oz

• The open pit and underground mining costs include cost allowances for definition drilling and grade control. The cost allowances amount to $4/t underground production and $3/t open pit production. These costs amount to $1.15M in Year 2 as an example.

Howe has assessed the practicality and potential economic viability of the Project. There are however potential significant risks and uncertainties that could affect the project’s potential economic viability as described below.

25.1. MILL AND INFRASTRUCTURE REHABILITATION

The mill and infrastructure rehabilitation costs are based on the results of a 2011 condition assessment report, a 2012 mill electrical, control and instrumentation system rehabilitation and upgrade cost report, and other information. The cashflow includes a $125k cost allowance for an upfront mill and infrastructure rehabilitation cost and planning study. There is a possibility that the costs to refurbish the mill and site infrastructure could be higher than projected and/or the work could take longer to complete.

25.2. TEST STOPING AND FEASIBILITY STUDY

Minnova plans to commission Minrail to field test Minrail’s innovative and propriety Shallow Angle Mining System (SAMS TM ) in a test stope at the PL mine in Year -1. This updated PEA assumes that the test stoping program would be successful, the results of the test stoping program would be incorporated into a concurrent feasibility study, and that Minnova’s Board would then decide to proceed with the Project.

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The successful testing and implementation of the Minrail mining system is critical to the Project. The proposed test stoping program would be the first full field demonstration of the SAMS TM which is designed for this type of application. The test stope program would include the test mining of about 8,000 tonnes of mineralization and a 2,000 t pilot plant test program. The performance of the SAMS TM would be assessed on an ongoing basis with results incorporated into a feasibility study. While not expected at this time, there is a possibility that one or more factors could make this system unsuitable for use at this site.

The FS would be used to demonstrate the practicality and economic viability of the Project and support a mineral reserve estimate for the Project if warranted, and would be provided to Minnova’s Board for consideration. It has been assumed that the results of the FS would be positive and that Minnova’s Board would give approval to proceeding with the Project. There is a possibility that Minnova’s Board could instead choose to supplement the feasibility, or defer the Project; or not proceed with the Project; or choose a different approach to the Project.

The detailed mine designs to be developed as part of the FS are likely to increase underground development requirements, and pit waste stripping requirements due to the use of pit designs instead of the current optimization cones and add to some projected costs.

25.3. MINE REHABILITATION / MINE DEVELOPMENT

The underground mine dewatering and rehabilitation work may cost more than projected and/or take longer to do.

The proposed approach includes measures intended to assist the Project in attracting and keeping qualified personnel. It could become challenging to attract qualified personnel to the Project.

25.4. MINE DEVELOPMENT AND OPERATIONS

It is projected that the height of the open stopes (e.g. measured perpendicular to the footwall) would typically be about 1.5 m and as low as 1.2 m using the Minrail SAMS TM . Higher than projected mining dilution could result in additional waste rock having no or little potential economic value being processed in the mill, or a reduction of the value of the material processed at the mill. This aspect would be assessed in detail as part of the test stope program and FS.

This updated PEA does not include optical sorters which have yet to be tested using mineralization from the PL gold property or Nokomis gold property – this represents a potential opportunity for improvement to the Project.

25.5. PERMITTING

In May 2014, Minnova (then Auriga) submitted a Notice of Amendment to the Manitoba Conservation and Water Stewardship, Environmental Approvals Branch requesting an amendment to the existing Environmental Act Licence for the PL ("Puffy Lake") Mine and has since been in ongoing communications in regard to the NOA and associated permitting aspects. A key aspect that has yet to

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976 Page 165 of 171. July 9, 2014.

be clarified is regulatory acceptance (e.g. provincial and federal sign-off) of the recommencement of project activities at the licensed Ragged TMA which is not listed in Schedule 2 “Tailings Impoundment Areas” of the Metal Mining Effluent Regulations. A breakdown of the projected expenditures in Year -1 is shown in Table 25-1. See related recommendation.

For present updated PEA purposes, the cashflow includes a cost allowance for environmental effects monitoring at three downstream and two reference stations in Year -1. In the event that regulatory authorities require other studies or an environmental impact assessment for the Ragged TIA that significantly extends the project schedule and/or significantly adds to the Project cost there is a possibility that the predicted outcome of the Project could be adversely impacted.

The Nokomis open pit is scheduled to be mined in Years 3 to 5. The cashflow includes a cost allowance for the permitting of the Nokomis Pit and access road. While there do not appear to be insurmountable barriers to the permitting of the Nokomis pit at this time, other aspects may arise which could affect Minnova’s ability to permit it.

TABLE 25-1 YEAR -1 EXPENDITURES

Projected Expenditures in Year -1 ($M)

Up to After Description Total FS completion FS completion

Test stoping program $3.57 $3.57 Test stoping incl. contingency $0.53 $0.53 Pilot test $0.77 $0.77 Mine designs $0.14 $0.14 Mill rehabilitation planning $.13 $.13 NOA-related permitting costs $0.15 $0.15 Tailings deposition review $0.10 $0.10 Environmental Effects Monitoring $0.14 $0.14 FS $0.27 $0.27

Mill & infrastructure rehab $5.68 [1] $5.68 Owner’s costs during rehab $0.30 $0.30 Mill ancillary equipment $0.14 $0.14 Powerline rehabilitation $1.00 $1.00 Camp $0.50 $0.50 Office and technical service equipment $0.05 $0.05 Nokomis permitting (cost in Yr -1) $0.15 $0.15 $6.35 $7.27 $13.62 Notes: 1. This excludes an additional $6.25M to be incurred in Year 1 comprised of $3.06M for additional mill and infrastructure rehabilitation work; $0.3M for additional Owner’s costs; $0.14M for additional mill ancillary equipment; $0.35M for additional camp costs; $0.4M for mill “dry” commissioning costs in Year 1; and a $2M contingency.

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25.6. USE OF INFERRED RESOURCES

This PEA makes use of Indicated and Inferred Mineral Resources. NI 43-101, Part 2, Section 2.3 (1) (b) and Companion Policy 43-101 CP, Part 2, Section 2.3 (1) Restricted Disclosure, prohibits the disclosure of the results of an economic analysis that includes or is based on inferred mineral resources, a historical estimate, or an exploration target. However, under NI 43-101, Part 2, Section 2.3 (3) and Companion Policy 43-1.1 CP, Part 2, Section 2.3 (3), the use of inferred mineral resources is allowed in a Preliminary Economic Assessment in order to inform investors of the potential of the property. This PEA is preliminary in nature and as indicated above includes inferred mineral resources which are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves, and there is no certainty that this updated PEA will be realized.

25.7. ALTERNATE CASE

As described in Section 20 Minnova plans to carry out a fish population survey in Ragged Lake later this summer. It is expected that the results of the survey would be shared with Environment Canada which in consultation with the Department of Fisheries and Oceans would then be in a position to comment on whether or not Ragged Lake is frequented by fish, and on possible additional regulatory permitting requirements for the reactivation of the Ragged Lake TMA.**

**The Project is at the updated PEA stage at this time and has not yet advanced to the prefeasibility or feasibility stages. Minnova proactively requested clarification on regulatory approvals for the reactivation of the Ragged TMA as part of the development of this updated PEA.

The Base Case scope of project assumes that the Ragged TMA is not fish frequented. If the water body was to be considered fish-frequented, additional federal regulatory requirements such as an EA would be expected to extend the time line to permit and develop the project and could significantly impact the Base Case Project’s potential economic viability. The scope of a revised Base Case (e.g. the Alternate Case) is uncertain and open to conjecture at this time. For the purposes of the present updated PEA Howe has assumed that the Alternative Case would be a modified Base Case where it is assumed that:

• An EA, tailings disposal alternatives study and fish compensation plan would be carried out in Years -3 and -2. The Ragged TMA would be added as a TIA to MMER Schedule 2 in year -1; • The test stope program and feasibility study would be done concurrent with the EA. • Based on assumed costs, capital expenditures for the Alternate Case in the early years would be about $8.3M in Year -3, $2.5M in Year -2, $8.8M in Year -1 and $6M in Year 1. Annual operating and indirect costs in production years are assumed to remain unchanged from the Base Case.

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As indicated in Table 25-2 the economic viability of the Project could be significantly impacted based on the Alternate Case scenario.

TABLE 25-2 ALTERNATE ECONOMIC VIABILITY

Potential Economic Viability of the Project 1 Description Base Case 1 Alternate Case 1 After-tax IRR 55% 32% After-tax undiscounted cashflow $125M $116M 3 yrs from start of development Payback Extended by 2 years 1.5 yrs from start of production. 1. This updated PEA is preliminary in nature and make use of Inferred Mineral Resources that are considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as Mineral Reserves. Mineral Resources which are not mineral reserves do not have demonstrated economic viability. There is no certainty that the preliminary economic assessment will be realized.

There is no guarantee that the above Alternate Case is representative of the revised project scope following the completion of the test stope program, EA and feasibility study. It is a hypothetical case that is utilised to indicate the potential impact of the Alternate Case scenario on the Base Case Project’s potential economic viability. There is no certainty that the Ragged TMA would be included as a TIA on MMER schedule 2. It is expected that an alternate tailings disposal methodology such as disposal within a tailings impoundment constructed on land would also be considered when the project is advanced to the prefeasibility or feasibility level of study.

26. RECOMMENDATIONS

Howe recommends that Minnova clarify and obtain regulatory acceptance (e.g. provincial and federal sign-off) for the recommencement of project activities at the licensed Ragged TMA which is not listed in Schedule 2 “Tailings Impoundment Areas” of the Metal Mining Effluent Regulations. In consideration of the possibility that the start of the project could be significantly delayed and potential to impact the Project’s potential economic viability, Howe recommends that this be clarified and resolved prior to committing to the proposed test stope program. Howe recommends that the proposed test stope program be undertaken using the Minrail SAMS TM system and the program should be pre- planned in detail taking all relevant aspects including Manitoba mining regulations requirements into consideration.

Based on the positive results of the study presented in this report, further work on this project is warranted.

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976 Page 168 of 171. July 9, 2014.

27. REFERENCES

AECOM, 2014. Puffy Lake Mine: Environmental Baseline Assessment. Draft report prepared for Auriga Gold Corp. by AECOM. May 2014.

Auriga Gold Corp. 2014. Environmental Act licence No. 1207E, Notice of Alteration. Correspondence from Gorden Glenn, CEO, Auriga Gold Corp. to. Tracey Braun, M.Sc., Director, Environmental Approvals Branch, Manitoba Conservation and Water Stewardship. May 15, 2014

Buhlmann, E. (1997), Nokomis Lake Gold Project, Manitoba: Diamond drilling program March-April, 1997; company report for Pioneer Metals Corporation, May 18, 1997, 17 pp.

Buhlmann, E. (2000), Results of a diamond drilling program on the Nokomis Lake Gold Property in March 2000, Manitoba NTS 63N2; assessment report, June 2000; xxpp.

Buhlmann, E. (2004), Results of the March 2004 diamond drilling program on the Nokomis Lake Gold Property, Manitoba NTS 63N2; assessment report, June 8, 2004; 28 pp.

Buhlmann, E. (2006) Technical report on the Nokomis Gold Property, Sherridon, north-western Manitoba, Canada (NTS: 63N2)

Charteris, S.N. (1984) Nokomis Lake Gold Project; company report for Dome Exploration (Canada) Ltd.; April 13, 1984, 13 pp.

Charteris, S.N. (1984) Nokomis Property Project 52, Summary Report for 1984; company report for Dome Exploration (Canada) Ltd.; 11 pp.

Charteris, S.N. (1984) Untitled Geological Report; 20 pp.; attached to 1984 Summary Report by Charteris; company report for Dome Exploration (Canada) Ltd.; November 29, 1984.

Clean Environment Commission. 1988, Clean Environment Commission Report on Puffy Lake Gold Mine Hearing. http://www.cecmanitoba.ca . June 3, 1988.

Dyck, Lynn Cynthia, (1997) Fold geometry and structural history of the Puffy Lake area, Kisseynew Gneiss Belt, Manitoba, Canada, University of New Brunswick.

Ewert, W., Puritch, E., Brown, F.H., Armstrong, T., Burga, D., Rodgers, K., (2011) Technical Report and Resource Estimate on the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada; prepared for Auriga Gold Corp., August 2011.

Gagne, S., Beaumont-Smith, C.J., Hynes, A. and Williams-Jones, A.E. (2005) Gold metallogenesis and tectonometamorphic history of selected deposits from the Snow Lake area and the southern flank of the Kisseynew Domain, west-central Manitoba (NTS 63J13, 63K10, 63K16 and 63N2; in Report of Activities 2005, Manitoba Industry, Economic Development and

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976 Page 169 of 171. July 9, 2014.

Mines, Manitoba Geological Survey, p. 20-27.

Gagne, S., Beaumont-Smith, C.J., Williams-Jones, A.E. and Hynes, A. (2006) Metallogenic and metamorphic study of selected deposits from the Snow Lake area and the southern flank of the Kisseynew Domain, Manitoba (NTS 63K16 and 63N2); in Report of Activities 2006, Manitoba Science, Technology, Energy and Mines, Manitoba Geological Survey, P. 42-48.

Hall, H.I. (1960), Report on Simpson gold prospect, Est group, Nokomis Lake, Manitoba; 20 pp, Assessment File 90659, Manitoba Energy and Mines, Winnipeg, MB.

Hodgson, C.J., (1993), Mesothermal lode-gold deposits, in Kirkham, R.V., Sinclair, W.D., Thorpe, R.I. and Duke, J.M., eds., Mineral Deposit Modeling: Geological Association of Canada, Special Paper 40, p. 635-678.

Ilam Associates Ltd. 1987. Puffy Lake Project, Project Description and Environmental Impact Assessment. Prepared on behalf of Pioneer Metals Corporation. Included as Appendix C in Pioneer (2010). August, 1987.

Kilborn Engineering Pacific Ltd. Puffy Lake mine feasibility study 1993; Prepared for Pioneer Metals Corporation, June 1993.

MacCormack, L.V. (1985) Report on Diamond Drill Programme Project 52, Nokomis Lake, Manitoba; company report for Dome Exploration (Canada) Ltd.; November 29, 1984; AF 71400.

Murck, B., unpublished internal memo for Pioneer Metals Corp.

Orava, D., Lee, F., Roy, W.D., Hayden, A., Puritch, E., Ewert, W., Brown, F., Armstrong, T., Burga, D. (2012) NI43-101 Preliminary Economic Assessment, Open Pit and Underground Mining and On-Site Milling at the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada prepared for Auriga Gold Corp.

Pieterse, R., Karel (2010) Technical report on Puffy Lake mine located in Sherridon area, Manitoba; Prepared for Auriga Gold Corp., July 2010.

Pioneer Metals Corporation. (2010). Puffy Lake Mine, Closure Plan. Submitted March 2010,

Various press releases dated: December 8, 2010, March 7, 2011, March, 24, 2011, March 31, 2011, April 5, 2011, April 12, 2011, April 28, 2011, May 17, 2011, June 22, 2011, June 6, 2011, August 31, 2011, November 17, 2011, January 17, 2012, February 28, 2012, May 10, 2012, May 30, 2012 and November 29, 2012, prepared by Auriga Gold. www.aurigagold.ca.

Zwanzig, H.V. (1999) Structure and stratigraphy of the south flank of the Kisseynew Domain in the Trans-Hudson Orogen, Manitoba: implications for 1.845–1.77 Ga collision tectonics; in NATMAP Shield Margin Project, Volume 2, Canadian Journal of Earth Sciences, v. 36, no.

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11, p. 1859–1880.

Zwanzig, H.V. and Bailes, A.H. (2010) Geology and geochemical evolution of the northern Flin Flon and southern Kisseynew domains, Kississing–File lakes area, Manitoba (parts of NTS 63K, N); Manitoba Innovation, Energy and Mines, Manitoba Geological Survey, Geoscientific Report GR2010-1, 135 p.

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28. CERTIFICATES

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976 Page 172 of 171. July 9, 2014.

CERTIFICATE OF AUTHOR

DAVID BURGA, P. GEO.

I, David Burga, P. Geo., residing at 3884 Freeman Terrace, Mississauga, Ontario, do hereby certify that:

1) I am an independent geological consultant contracted by P&E Mining Consultants Inc. 2) This certificate applies to the technical report titled “NI 43-101 Preliminary Economic Assessment, Open Pit and Underground Mining and On-Site Milling at the Maverick Gold Project, Including Mining of the PL Gold Deposit and the Nokomis Gold Deposit, Sherridon Area, Manitoba, Canada” (the “Technical Report”), with an effective date of July 9, 2014. 3) I am a graduate of the University of Toronto with a Bachelor of Science degree in Geological Sciences (1997). I have worked as a geologist for a total of 14 years since obtaining my B.Sc. degree. I am a geological consultant currently licensed by the Association of Professional Geoscientists of Ontario (License No 1836). 4) I have read the definition of “qualified person” set out in National Instrument 43-101 (“NI 43-101”) and certify that, by reason of my education, affiliation with a professional association (as defined in NI 43-101) and past relevant work experience, I fulfill the requirements to be a “qualified person” for the purposes of NI 43-101. 5) My relevant experience for the purpose of the Technical Report is: • Exploration Geologist, Cameco Gold ...... 1997-1998 • Field Geophysicist, Quantec Geoscience ...... 1998-1999 • Geological Consultant, Andeburg Consulting Ltd...... 1999-2003 • Geologist, Aeon Egmond Ltd...... 2003-2005 • Project Manager, Jacques Whitford ...... 2005-2008 • Exploration Manager – Chile, Red Metal Resources...... 2008-2009 • Consulting Geologist ...... 2009-Present

6) I have not visited the Puffy Lake Property. 7) I am responsible for authoring Sections 4 through 12 of the Technical Report along with those sections of the Summary pertaining thereto. 8) I am independent of the Issuer applying the test in Section 1.5 of NI 43-101. 9) I have had had prior involvement with the Property that is the subject of this Technical Report. The nature of my involvement was as a co-author of the Technical Reports titled “Technical Report and Updated Resource Estimate on the Puffy Lake Gold Property Maverick Gold Project, Sherridon Area, Manitoba Canada”,with an effective of August 4, 2011, “NI 43-101 Preliminary Economic Assessment, Open Pit Mining and Milling at the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada ” dated October 31, 2011; and “NI 43- 101 Preliminary Economic Assessment, Open Pit Mining and On-Site Milling at the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada ” dated January 5, 2012. 10) I have read NI 43-101 and Form 43-101F1 and this Technical Report has been prepared in compliance therewith. 11) As of the date of this certificate, to the best of my knowledge, information and belief, the Technical Report contains all scientific and technical information that is required to be disclosed to make the Technical Report not misleading.

Effective Date: July 9, 2014 Signed Date: July 9, 2014

{SIGNED AND SEALED}

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

[David Burga]

David Burga, P. Geo.

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

CERTIFICATE OF AUTHOR

ALFRED S. HAYDEN , P.E NG .

I, Alfred S. Hayden, P.Eng. do hereby certify that:

1) I am President of: • EHA Engineering Ltd. • PO Box 2711, Postal Station “B” • Richmond Hill ON, L4E 1A7 • Canada

2) I graduated from the University of British Columbia, Vancouver, B.C. in 1967 with a Bachelor of Applied Science in Metallurgical Engineering. 3) I am a member of the Canadian Institute of Mining, Metallurgy and Petroleum and a Professional Engineer and Designated Consulting Engineer registered with Professional Engineers Ontario. 4) I have worked as a metallurgical engineer for a total of 44 years since my graduation from university. 5) I have read the definition of “qualified person” set out in National Instrument 43-101 (“NI 43-101”) and certify that by reason of my education, affiliation with a professional association (as defined in NI 43-101) and past relevant work experience, I fulfill the requirements to be a “qualified person” for the purposes of NI 43-101. 6) I am responsible for the preparation of Sections 13, 17, portions of 21 and 26 of the technical report titled "NI 43- 101 Preliminary Economic Assessment, Open Pit and Underground Mining and On-Site Milling at the Maverick Gold Project, Including Mining of the PL Gold Deposit and the Nokomis Gold Deposit, Sherridon Area, Manitoba, Canada", with an effective date of July 9, 2014 (the “Technical Report”). 7) I have had limited prior involvement with Minnova Corp. , their Principals or their shareholders. In 2011, I co- authored an independent technical report for Minnova Corp. titled: “NI 43-101 Preliminary Economic Assessment, Open Pit Mining and Milling at the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada ” dated October 31, 2011. 8) I am not aware of any material fact or material change with respect to the subject matter of the Technical Report that is not reflected in the Technical Report, the omission to disclose which makes the Technical Report misleading. 9) I am independent of the issuer applying all of the tests in section 1.5 of National Instrument 43-101. 10) I have read National Instrument 43-101 and Form 43-101F1, and the Technical Report has been prepared in compliance with that instrument and form. 11) I consent to the filing of the Technical Report with any stock exchange and other regulatory authority and any publication by them for regulatory purposes, including electronic publication in the public company files on their websites accessible by the public, of the Technical Report.

Effective Date: July 9, 2014 Signed Date: July 9, 2014

{SIGNED AND SEALED} [Alfred Hayden] ______Alfred Hayden, P. Eng.

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

CERTIFICATE OF QUALIFIED PERSON

FELIX LEE, P.GEO., B.SC., M.B.A 56F West Ave, Toronto, Ontario, M4M 2L8

I, Felix Lee, P.Geo., do hereby certify that:

1) I have been employed since 1992 with A.C.A. Howe International Limited, mining and geological consultants, presently located at 365 Bay St., Suite 501, Toronto, Ontario, Canada M5H 2V1, and am currently the president of, and a senior geologist with, the firm. 2) I graduated with the degree Bachelor of Science, Geology from McMaster University in 1986 and with a joint Masters of Business Administration degree from the Kellogg School of Management, Northwestern University and Schulich School of Business, York University in 2005. 3) I am a Fellow of the Geological Association of Canada and a member of the Society of Economic Geologists, and a registered Professional Geoscientist (P.Geo.) in good standing in the Province of Ontario (APGO no. 0758). 4) I have worked as a geologist for a total of 25 years since graduation from university. 5) I have read the definition of “Qualified Person” set out in National Instrument 43-101 (“NI 43-101”) and certify that by reason of my education, affiliation with a professional association (as defined in NI 43-101) and past relevant work experience, I fulfil the requirements to be a “Qualified Person” for the purposes of NI 43-101. 6) I have not visited the Mineral Property that is the subject of this technical report. 7) I am co-author of the technical report titled: “NI 43-101 Preliminary Economic Assessment, Open Pit and Underground Mining and On-Site Milling at the Maverick Gold Project, Including Mining of the PL Gold Deposit and the Nokomis Gold Deposit, Sherridon Area, Manitoba, Canada ” for Minnova Corp. with an effective date of July9, 2014 (the “Technical Report”). I am responsible for Sections 23 Adjacent Properties and Section 15 Mineral Reserve Estimates and portions of Sections 1 through 3, and Sections 23 through 27. 8) I have had limited prior involvement with for Minnova Corp. , their Principals or their shareholders. In 2011, I co-authored an independent technical report for Minnova Corp. titled: “NI 43-101 Preliminary Economic Assessment, Open Pit Mining and Milling at the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada ” dated October 31, 2011. 9) I am not aware of any material with fact or material change with respect to the subject matter of the report that is not reflected in the report, the omission to disclose which makes the report misleading. 10) I am independent of the issuer as defined in section 1.5 of National Instrument 43-101. 11) I have read National Instrument 43-101 and Form 43-101F1 and the report has been prepared in compliance with that instrument, form, standards and guidelines. 12) I consent to the filing of the report with the TSX and TSX Venture stock exchanges and relevant regulatory authorities and any publication by them, including electronic publication in the public company files on their websites accessible by the public, of the report.

Effective Date: July 9, 2014 Signed Date: July 9, 2014

{SIGNED AND SEALED} [Felix N. Lee] ______Felix N. Lee, P.Geo., B.Sc., M.B.A.

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

CERTIFICATE OF QUALIFIED PERSON

DAVID A. ORAVA, P. ENG.

I, David A. Orava, M. Eng., P. Eng., residing at 19 Boulding Drive, Aurora, Ontario, L4G 2V9, do hereby certify that:

1) I am an Associate Mining Engineer at A.C.A. Howe International Limited and President of Orava Mine Projects Ltd. 2) This certificate applies to the Technical Report titled “NI 43-101 Preliminary Economic Assessment, Open Pit and Underground Mining and On-Site Milling at the Maverick Gold Project, Including Mining of the PL Gold Deposit and the Nokomis Gold Deposit, Sherridon Area, Manitoba, Canada. 3) I am a graduate of McGill University located in Montreal, Quebec, Canada at which I earned my Bachelor Degree in Mining Engineering (B.Eng. 1979) and Masters in Engineering (Mining - Mineral Economics Option B) in 1981. 4) I have practiced my profession continuously since graduation. 5) I am licensed by the Professional Engineers of Ontario (License No. 34834119). 6) I have read the definition of “qualified person” set out in National Instrument 43-101 (“NI 43-101”) and certify that by reason of my education, affiliation with a professional association (as defined in NI 43-101) and past relevant work experience, I fulfill the requirements to be a “qualified person” for the purposes of NI 43-101. 7) My summarized career experience is as follows: • Mining Engineer - Iron Ore Company of Canada...... 1979-1980 • Mining Engineer - J.S Redpath Limited / J.S. Redpath Engineering...... 1981-1986 • Mining Engineer & Manager Contract Development – Dynatec Mining Ltd...... 1986-1990 • Vice President - Eagle Mine Contractors...... 1990 • Senior Mining Engineer - UMA Engineering Ltd...... 1991 • General Manager - Dennis Netherton Engineering...... 1992-1993 • Senior Mining Engineer - SENES Consultants Ltd...... 1993-2003 • President - Orava Mine Projects Ltd...... 2003 to present • Associate Mining Engineer – A.C.A. Howe International Limited...... 2007 to present

8) I visited the Maverick Project on August 30, 2011 and May 7 2014. 9) I am responsible for Sections 18 Project Infrastructure; 19 Market Studies and Contracts; 20 Environmental Studies; 22 Economic Analysis; and portions of Sections 1 Executive Summary, 2 Introduction, 3 Reliance on Other Experts, 16 Mining Methods, 21 Capital and Operating Costs, 24 Other Relevant Data and Information, 25 Interpretation and Conclusions, 26 Recommendations and 27 References of the Technical Report. 10) I am an independent of the issuer applying all of the tests in Section 1.5 of NI 43-101. 11) I have had limited prior involvement with Minnova Corp. , their Principals or their shareholders. In 2011, I co- authored an independent technical report for Minnova Corp. titled: “NI 43-101 Preliminary Economic Assessment, Open Pit Mining and Milling at the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada ” dated October 31, 2011. 12) I have read NI 43-101 and Form 43-101F1 and the Report has been prepared in compliance therewith. 13) As at the effective date of this Technical Report, to the best of my knowledge, information and belief, the Technical Report contains all scientific and technical information that is required to be disclosed to make the Technical Report not misleading.

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

Effective Date: July 9, 2014 Signed Date: July 9, 2014

{SIGNED AND SEALED} [David Orava] ______David Orava, M. Eng., P. Eng.

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

CERTIFICATE OF AUTHOR

EUGENE J. PURITCH, P. ENG.

I, Eugene J. Puritch, P. Eng., residing at 44 Turtlecreek Blvd., Brampton, Ontario, L6W 3X7, do hereby certify that:

1) I am an independent mining consultant and President of P & E Mining Consultants Inc. 2) This certificate applies to the technical report titled “NI 43-101 Preliminary Economic Assessment, Open Pit and Underground Mining and On-Site Milling at the Maverick Gold Project, Including Mining of the PL Gold Deposit and the Nokomis Gold Deposit, Sherridon Area, Manitoba, Canada” (the “Technical Report”), with an effective date of July 9, 2014. 3) I am a graduate of The Haileybury School of Mines, with a Technologist Diploma in Mining, as well as obtaining an additional year of undergraduate education in Mine Engineering at Queen’s University. In addition I have also met the Professional Engineers of Ontario Academic Requirement Committee’s Examination requirement for Bachelor’s Degree in Engineering Equivalency. I am a mining consultant currently licensed by the Professional Engineers of Ontario (License No. 100014010) and registered with the Ontario Association of Certified Engineering Technicians and Technologists as a Senior Engineering Technologist. I am also a member of the National and Toronto Canadian Institute of Mining and Metallurgy. 4) I have read the definition of “qualified person” set out in National Instrument 43-101 (“NI 43-101”) and certify that, by reason of my education, affiliation with a professional association (as defined in NI 43-101) and past relevant work experience, I fulfill the requirements to be a “qualified person” for the purposes of NI 43-101 5) I have practiced my profession continuously since 1978. My summarized career experience is as follows:

• Mining Technologist - H.B.M.& S. and Inco Ltd., ...... 1978-1980 • Open Pit Mine Engineer – Cassiar Asbestos/Brinco Ltd., ...... 1981-1983 • Pit Engineer/Drill & Blast Supervisor – Detour Lake Mine, ...... 1984-1986 • Self-Employed Mining Consultant – Timmins Area, ...... 1987-1988 • Mine Designer/Resource Estimator – Dynatec/CMD/Bharti,...... 1989-1995 • Self-Employed Mining Consultant/Resource-Reserve Estimator, ...... 1995-2004 • President – P & E Mining Consultants Inc, ...... 2004-Present

6) I have visited the Puffy Lake Property on May 30-31, 2011 and January 13, 2014. 7) I am responsible for co-authoring Section 14.0 the Technical Report along with those sections of the Summary pertaining thereto. 8) I am independent of the Issuer applying the test in Section 1.5 of NI 43-101. 9) I have had had prior involvement with the Property that is the subject of this Technical Report. The nature of my involvement was as a co-author of the Technical Reports titled “Technical Report and Updated Resource Estimate on the Puffy Lake Gold Property Maverick Gold Project, Sherridon Area, Manitoba Canada”,with an effective of August 4, 2011, “NI 43-101 Preliminary Economic Assessment, Open Pit Mining and Milling at the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada ” dated October 31, 2011; and “NI 43- 101 Preliminary Economic Assessment, Open Pit Mining and On-Site Milling at the Puffy Lake Gold Property, Maverick Gold Project, Sherridon Area, Manitoba, Canada ” dated January 5, 2012. 10) I have read NI 43-101 and Form 43-101F1. This Technical Report has been prepared in compliance therewith. 11) As of the date of this certificate, to the best of my knowledge, information and belief, the Technical Report contains all scientific and technical information that is required to be disclosed to make the Technical Report not misleading.

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

Effective Date: July 9, 2014 Signed Date: July 9, 2014

{SIGNED AND SEALED} [Eugene Puritch]

Eugene J. Puritch, P. Eng

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

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S 9 'T < = / ' ? 1 , @U ,T ) 5 6 ,? ') P 9 ,D + ) (; ,- / ' < S 9 'T < = / ' ? 1 ' 9 ) 9 : D '? ; ) 2 ) /? < = , @ 4 X X ( ' < : 5 6 ' < 9 6 < PQ 2 3 4 3 5 6 3 R

: < . = < < ' 9 2 ' 9 ' 9 . 8 9 . ' 9 < < = ' 9 . @ = ,* + ) (; ,- / ' < S 9 'T < = / ' ? 1 ' 9 L L L 3

H $ )* ) 7 = , @ < / / ' , 9 ) ( 2 ' 9 ' 9 . 8 9 . ' 9 < < = = < . '/? < = < : D '? ; ? ; < 4 //, 6 ')? ' , 9 , @ 7 = , @ < / / ' , 9 ) ( 8 9 . ' 9 < < = / , @ U ,T ) 5 6 ,? ')

W Y W O C

P 0 < . '/? < = < : 7 = , @ < / / ' , 9 ) ( 8 9 . ' 9 < < = %U , 3 3 $ )* ) * < * > < = , @? ; < E ) 9 ) : ' ) 9 $ 9 /? '?- ? < , @ 2 ' 9 ' 9 . % 2 < ? ) ((- = . 1 ) 9 :

C C

7 < ? = , ( < - * PQ E $ 2 R ) 9 : , @? ; < 7 = , /X < 6 ? , = / ) 9 : + < T < (,X < = / 4 //, 6 ')? ' , 9 , @ E ) 9 ) : ) PQ 7 + 4 E R 3

Y C

$ ; )T < D , = Z < : ) / ) * ' 9 ' 9 . < 9 . ' 9 < < = @ , = * , = < ? ; ) 9 @'@? < < 9 1 < ) = / / ' 9 6 < . = ) :- )? ' 9 . @ = ,* - 9 'T < = / ' ? 1 3 M ; '/ D , = Z ; ) /

' 9 6 (- : < : ? ; < < /? '* )? ' , 9 , @ = < /,- = 6 < / ) 9 : = < / < = T < / @ , = X = < 6 ',- / * < ? ) ( / % > ) / < * < ? ) (/ ) 9 : ' 9 :- / ? = ') (* ' 9 < = ) (/% ) / D < ((

) / X ) = ? ' 6 'X )? ' , 9 ' 9 X = < [ @ < ) / ' > ' ( ' ? 1 ) 9 : @ < ) / ' > ' ( ' ? 1 /?- : ' < / 3

C Y B B Y B B C

J $ ; )T < = < ) : ? ; < : < @ ' 9 '? ' , 9 , @ Q \- ) ( ' @ ' < : X < = / , 9 R / < ? ,- ? ' 9 U )? ' , 9 ) ( $ 9 / ? = - * < 9 ? H [ L PQU $ H [ L R ) 9 : 6 < = ? ' @ 1

Y B B C

? ; )? > 1 = < ) / , 9 , @ * 1 < :- 6 )? ' , 9 % ) @@'(')? ' , 9 D '? ; ) X = , @ < / / ' , 9 ) ( ) //, 6 ')? ' , 9 P) / : < @ ' 9 < : ' 9 U $ H [ L ) 9 : X ) /?

Y B B

= < ( < T ) 9 ? D , = Z < ]X < = ' < 9 6 < % $ @- (@'((? ; < = < \- ' = < * < 9 ? / ? , > < ) Q \- ) ( ' @ ' < : X < = / , 9 R @ , = ? ; < X - = X , / < / , @U $ H [ L 3

C Y B B

I $ )* 6 , [)- ? ; , = , @ ? ; < ? < 6 ; 9 ' 6 ) ( = < X , = ? ? '? ( < : A QU $ H [ L 7 = < ('* ' 9 ) = 1 8 6 , 9 ,* ' 6 4 / / < //* < 9 ? % N X < 9 7 '? ) 9 :

S 9 : < = . = ,- 9 : 2 ' 9 ' 9 . ) 9 : N 9 [ 5 '? < 2 ' ( ( ' 9 . )? ? ; < 2 )T < = ' 6 Z ^ , (: 7 = ,_ < 6 ? % $ 9 6 (- : ' 9 . 2 ' 9 '. , @ ? ; < 7 G ^ , (: + < X , /'?

) 9 : ? ; < U ,Z ,* '/ ^ , (: + < X , /'? % 5 ; < = = ': , 9 4 = < ) % 2 ) 9 '? , > ) % E ) 9 ) : ) ` a b # # c d b e D '? ; ) 9 < @ @ < 6 ? 'T < : )? < , @

V O B Y C B B B

f - ( 1 % L % P? ; < Q M < 6 ; 9 ' 6 ) ( 0 < X , = ? R 3 $ )* = < /X , 9 / ' > ( < @ , = 6 , [)- ? ; , = ' 9 . 5 < 6 ? ' , 9 / I 3 [ I 3 J 3

W C Y B B Y B B B

$ ; )T < = < ) : U $ H [ L ) 9 : g , = * H [ L g 3 M ; '/ M < 6 ; 9 ' 6 ) ( 0 < X , = ? ; ) / > < < 9 X = < X ) = < : ' 9 6 ,* X ( ' ) 9 6 < D '? ; ? ; )?

$ 9 / ? = - * < 9 ? ) 9 : @ , = * 3

h C

$ ; )T < 9 ,? T '/'? < : ? ; < 2 ' 9 < = ) ( 7 = ,X < = ? 1 ? ; )? '/ ? ; < /- > _ < 6 ? , @? ; '/ ? < 6 ; 9 ' 6 ) ( = < X , = ? 3

V C O B B

$ ; )T < ; ) : ('* '? < : X = ' , = ' 9 T , (T < * < 9 ? D '? ; # # c d b e % ? ; < ' = 7 = ' 9 6 'X ) (/ , = ? ; < ' = /; ) = < ; , (: < = / 3 $ 9 L % $ 6 , [

Y B B

)- ? ; , = < : ) 9 ' 9 : < X < 9 : < 9 ? ? < 6 ; 9 ' 6 ) ( = < X , = ? a b # # c d b e ? '? ( < : A QU $ H [ L 7 = < ('* ' 9 ) = 1 8 6 , 9 ,* ' 6

4 / / < //* < 9 ? % N X < 9 7 '? 2 ' 9 ' 9 . ) 9 : 2 ' ( ( ' 9 . )? ? ; < 7 - @ @ 1 G )Z < ^ , (: 7 = ,X < = ? 1 % 2 )T < = ' 6 Z ^ , (: 7 = ,_ < 6 ? % 5 ; < = = ': , 9

B O B B

4 = < ) % 2 ) 9 '? , > ) % E ) 9 ) : ) ` < @ @ < 6 ? 'T < : )? < N 6 ? , > < = H % L 3

B C

L $ )* 9 ,? )D ) = < , @ ) 9 1 * )? < = ') ( @) 6 ? , = * )? < = ') ( 6 ; ) 9 . < D '? ; = < /X < 6 ? ? , ? ; < /- > _ < 6 ? * )?? < = , @ ? ; '/ 0 < X , = ? ? ; )? '/ 9 ,?

= < @ ( < 6 ? < : ' 9 ? ; < 0 < X , = ? %? ; < ,* ' / / ' , 9 ? , : ' / 6 (, / < D ; ' 6 ; * )Z < / ? ; < 0 < X , = ? * ' / ( < ) : ' 9 . 3

B B C B Y B B

$ )* ' 9 : < X < 9 : < 9 ? , @? ; < '//- < = % 2 ' 9 9 ,T ) E , = X 3 % )X X ( 1 ' 9 . ) (( , @? ; < ? < /? / ' 9 5 < 6 ? ' , 9 3 J , @U $ H [ L 3

B O C

4 / , @ ? ; < : )? < , @ ? ; '/ 6 < = ? ' @ ' 6 )? < % ? , ? ; < > < /? , @ * 1 Z 9 ,D ( < : . < % ' 9 @ , = * )? ' , 9 ) 9 : > < ( ' < @% ? ; < M < 6 ; 9 ' 6 ) ( 0 < X , = ?

6 , 9 ? ) ' 9 / ) (( / 6 ' < 9 ? ' @ ' 6 ) 9 : ? < 6 ; 9 ' 6 ) ( ' 9 @ , = * )? ' , 9 ? ; )? '/ = < \- ' = < : ? , > < : ' / 6 (, / < : ? , * )Z < ? ; < = < X , = ? 9 ,? * ' / ( < ) : ' 9 . 3

B C

H $ 6 , 9 / < 9 ? ? , ? ; < @ ' ( ' 9 . , @ ? ; < M < 6 ; 9 ' 6 ) ( 0 < X , = ? D '? ; ) 9 1 /? , 6 Z < ] 6 ; ) 9 . < ) 9 : ,? ; < = = < .- ()? , = 1 )- ? ; , = ' ? 1 ) 9 : ) 9 1

> 1 ? ; < * @ , = = < .-. - ()( ) ? , =1 X - = X , / < / 3 X - > ( ' 6 )? ' , 9 > 1 ? ; < * @ , = = < .- ()? , = 1 X - = X , / < / 3

V O B Y V O B Y

- ( 1 % L L 8 @ @ < 6 ? 'T < + )? < A f - ( 1 % L

V O B Y V O B Y

1 % L 5 ' . 9 < : + )? < A f - ( 1 % L

July 9, 2014

i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i

0 , 1 % 2 3 4 3 5 6 3 % 7 3 8 9 . 3 & '((')* + ,- . () / 0 , 1 % 2 3 4 3 5 6 3 % 7 3 8 9 . 3

A.C.A. HOWE INTERNATIONAINTERNATIONALL LLIMITEDIMI TED Report No. 976. July 9, 2014.

CERTIFICATE OF AUTHOR

YUNGANG WU, P.GEO.

I, Yungang Wu, P. Geo., residing at 4334 Trail Blazer Way, Mississauga, Ontario, L5R 0C3, do hereby certify that:

1) I am an independent consulting geologist contracted by P&E Mining Consultants Inc. 2) This certificate applies to the technical report titled “NI 43-101 Preliminary Economic Assessment, Open Pit and Underground Mining and On-Site Milling at the Maverick Gold Project, Including Mining of the PL Gold Deposit and the Nokomis Gold Deposit, Sherridon Area, Manitoba, Canada” (the “Technical Report”), with an effective date of July 9, 2014. 3) I am a graduate of Jilin University, China with a Master Degree in Mineral Deposits (1992). I am a geological consultant and a registered practising member of the Association of Professional Geoscientist of Ontario (Registration No. 1681). I am also a member of the Ontario Prospectors Association. 4) I have read the definition of “qualified person” set out in National Instrument 43-101 (“NI 43-101”) and certify that, by reason of my education, affiliation with a professional association (as defined in NI 43-101) and past relevant work experience, I fulfill the requirements to be a “qualified person” for the purposes of NI 43-101. 5) My relevant experience for the purpose of the Technical Report is as follows:

• Geologist –Geology and Mineral Bureau, Liaoning Province, China ...... 1992-1993 • Senior Geologist – Committee of Mineral Resources and Reserves of Liaoning, China ...... 1993-1998 • VP – Institute of Mineral Resources and Land Planning, Liaoning, China ...... 1998-2001 • Project Geologist–Exploration Division, De Beers Canada ...... 2003-2009 • Mine Geologist – Victor Diamond Mine, De Beers Canada ...... 2009-2011 • Resource Geologist– Coffey Mining Canada ...... 2011-2012 • Consulting Geologist ...... Presen

6) I have not visited the property that is the subject of this Technical Report. 7) I am responsible for co-authoring Sections 14 of the Technical Report along with those sections of the Summary pertaining thereto. 8) I am independent of the Issuer applying the test in Section 1.5 of NI 43-101. 9) I have not had prior involvement with the Property that is the subject of this report. 10) I have read NI 43-101 and Form 43-101F1 and the Technical Report has been prepared in compliance therewith. 11) As of the date of this certificate, to the best of my knowledge, information and belief, the Technical Report contains all scientific and technical information that is required to be disclosed to make the Technical Report not misleading;

Effective Date: July 9, 2014 Signed Date: July 9, 2014

{SIGNED AND SEALED} [Yungang Wu]

Yungang Wu, P.Geo.

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

APPENDIX I. SURFACE DRILL HOLE PLAN

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976 July 9, 2014.

PIT OUTLINE

0 100 200 300 400

METRES

MINERALIZED DOMAINS P&E Mining Consultants Inc. PROJECTED TO SURFACE ZONE 1 ZONE 4 PIT OUTLINE ZONE 2 ZONE 5 PUFFY LAKE DEPOSIT ZONE 3 MISC SURFACE DRILL PLAN Underground Workings Scale 1:7,000 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

APPENDIX II. 3D DOMAINS

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

APPENDIX III. LOG NORMAL HISTOGRAMS

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

APPENDIX IV. VARIOGRAMS

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

APPENDIX V. AU BLOCK MODEL CROSS SECTIONS AND PLANS

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

SURFACE BEDROCK

PIT OUTLINE

Au g/t 050 100 150 200 + 8.0 METRES 6.0 - 8.0 MINERALIZED DOMAINS 4.0 - 6.0 P&E Mining Consultants Inc. PROJECTED TO SECTION 2.50 - 4.0 ZONE 1 ZONE 4 ZONE 2 ZONE 5 0.60 - 2.50 PUFFY LAKE DEPOSIT ZONE 3 MISC 0.01 - 0.60 Au BLOCK MODEL SECTION 400 NW Underground Workings Scale 1:3,500 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

SURFACE

BEDROCK PIT OUTLINE

PIT OUTLINE

Au g/t 050 100 150 200 + 8.0 METRES 6.0 - 8.0 MINERALIZED DOMAINS 4.0 - 6.0 P&E Mining Consultants Inc. PROJECTED TO SECTION 2.50 - 4.0 ZONE 1 ZONE 4 ZONE 2 ZONE 5 0.60 - 2.50 PUFFY LAKE DEPOSIT ZONE 3 MISC 0.01 - 0.60 Au BLOCK MODEL SECTION 600 NW Underground Workings Scale 1:3,500 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

SURFACE BEDROCK

PIT OUTLINE

Au g/t 050 100 150 200 + 8.0 METRES 6.0 - 8.0 MINERALIZED DOMAINS 4.0 - 6.0 P&E Mining Consultants Inc. PROJECTED TO SECTION 2.50 - 4.0 ZONE 1 ZONE 4 ZONE 2 ZONE 5 0.60 - 2.50 PUFFY LAKE DEPOSIT ZONE 3 MISC 0.01 - 0.60 Au BLOCK MODEL SECTION 1,000 NW Underground Workings Scale 1:3,500 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

PIT OUTLINE

PIT OUTLINE PIT OUTLINE

PIT OUTLINE

Au g/t 0 100 200 300 400 + 8.0 METRES 6.0 - 8.0 MINERALIZED DOMAINS 4.0 - 6.0 P&E Mining Consultants Inc. PROJECTED TO PLAN 2.50 - 4.0 ZONE 1 ZONE 4 PIT OUTLINE ZONE 2 ZONE 5 0.60 - 2.50 PUFFY LAKE DEPOSIT ZONE 3 MISC 0.01 - 0.60 Au BLOCK MODEL PLAN 340 EL Underground Workings Scale 1:7,000 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

Au g/t 0 100 200 300 400 + 8.0 METRES 6.0 - 8.0 MINERALIZED DOMAINS 4.0 - 6.0 P&E Mining Consultants Inc. PROJECTED TO PLAN 2.50 - 4.0 ZONE 1 ZONE 4 ZONE 2 ZONE 5 0.60 - 2.50 PUFFY LAKE DEPOSIT ZONE 3 MISC 0.01 - 0.60 Au BLOCK MODEL PLAN 290 EL Underground Workings Scale 1:7,000 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

Au g/t 0 100 200 300 400 + 8.0 METRES 6.0 - 8.0 MINERALIZED DOMAINS 4.0 - 6.0 P&E Mining Consultants Inc. PROJECTED TO PLAN 2.50 - 4.0 ZONE 1 ZONE 4 ZONE 2 ZONE 5 0.60 - 2.50 PUFFY LAKE DEPOSIT ZONE 3 MISC 0.01 - 0.60 Au BLOCK MODEL PLAN 240 EL Underground Workings Scale 1:7,000 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

APPENDIX VI. CLASSIFICATION BLOCK MODEL CROSS SECTIONS AND PLANS

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.

SURFACE BEDROCK

PIT OUTLINE

050 100 150 200

METRES

MINERALIZED DOMAINS P&E Mining Consultants Inc. PROJECTED TO SECTION CLASS ZONE 1 ZONE 4 MEASURED ZONE 2 ZONE 5 PUFFY LAKE DEPOSIT INDICATED ZONE 3 MISC CLASS BLOCK MODEL SECTION 400 NW Underground Workings INFERRED Scale 1:3,500 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

SURFACE

BEDROCK PIT OUTLINE

PIT OUTLINE

050 100 150 200

METRES

MINERALIZED DOMAINS P&E Mining Consultants Inc. PROJECTED TO SECTION CLASS ZONE 1 ZONE 4 MEASURED ZONE 2 ZONE 5 PUFFY LAKE DEPOSIT INDICATED ZONE 3 MISC CLASS BLOCK MODEL SECTION 600 NW Underground Workings INFERRED Scale 1:3,500 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

SURFACE BEDROCK

PIT OUTLINE

050 100 150 200

METRES

MINERALIZED DOMAINS P&E Mining Consultants Inc. PROJECTED TO SECTION CLASS ZONE 1 ZONE 4 MEASURED ZONE 2 ZONE 5 PUFFY LAKE DEPOSIT INDICATED ZONE 3 MISC CLASS BLOCK MODEL SECTION 1,000 NW Underground Workings INFERRED Scale 1:3,500 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

PIT OUTLINE

PIT OUTLINE PIT OUTLINE

PIT OUTLINE

0 100 200 300 400

METRES

MINERALIZED DOMAINS P&E Mining Consultants Inc. PROJECTED TO PLAN CLASS ZONE 1 ZONE 4 MEASURED PIT OUTLINE ZONE 2 ZONE 5 PUFFY LAKE DEPOSIT INDICATED ZONE 3 MISC CLASS BLOCK MODEL PLAN 340 EL Underground Workings INFERRED Scale 1:7,000 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

0 100 200 300 400

METRES

MINERALIZED DOMAINS P&E Mining Consultants Inc. PROJECTED TO PLAN CLASS ZONE 1 ZONE 4 MEASURED ZONE 2 ZONE 5 PUFFY LAKE DEPOSIT INDICATED ZONE 3 MISC CLASS BLOCK MODEL PLAN 290 EL Underground Workings INFERRED Scale 1:7,000 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

0 100 200 300 400

METRES

MINERALIZED DOMAINS P&E Mining Consultants Inc. PROJECTED TO PLAN CLASS ZONE 1 ZONE 4 MEASURED ZONE 2 ZONE 5 PUFFY LAKE DEPOSIT INDICATED ZONE 3 MISC CLASS BLOCK MODEL PLAN 240 EL Underground Workings INFERRED Scale 1:7,000 April 2014

A.C.A. HOWE INTERNATIONAL LIMITED 976. July 9, 2014.

APPENDIX VIII. OPTIMIZED PIT SHELL

A.C.A. HOWE INTERNATIONAL LIMITED Report No. 976. July 9, 2014.