Disclaimer

PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS WEBSITE

This website is owned and operated by Torex Gold Resources Inc. (“Torex”). The materials on this website are provided by Torex as a service to its investors and other interested parties and may be used for informational purposes only. By using this website, you acknowledge and agree to the terms and conditions below. If you do not agree to them, do not use the website or download any materials from it.

Torex has taken all reasonable care in producing and publishing information contained on this website, and will endeavour to do so regularly. Material on this site may still contain technical or other inaccuracies, omissions, or typographical errors, for which Torex assumes no responsibility. Torex does not warrant or make any representations regarding the use, validity, accuracy, completeness or reliability of any claims, statements or information on this site. Under no circumstances, including, but not limited to, negligence, shall Torex be liable for any direct, indirect, special, incidental, consequential, or other damages, including but not limited to, loss of programs, loss of data, loss of use of computer of other systems, or loss of profits, whether or not advised of the possibility of damage, arising from your use, or inability to use, the material on this site. The information is not a substitute for independent professional advice before making any investment decisions. Furthermore, you may not modify or reproduce in any form, electronic or otherwise, any information on this site, except for personal use unless you have obtained our express permission.

Cautionary Note Regarding Forward-Looking Statements

This website contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and United States securities legislation. Forward-looking information includes, but is not limited to, information with respect to the future exploration, development and exploitation plans concerning Torex’s Morelos gold property (the “Morelos Gold Property” located in the Guerrero Gold Belt in southern Mexico, approximately 180 kilometres to the southwest of Mexico City and 50 kilometres southwest of Iguala, consisting of seven mineral concessions covering a total area of approximately 29,000 hectares), the adequacy of Torex’s financial resources, business plans and strategy and other events or conditions that may occur in the future, and the results set out in the Technical Report (as defined below) including the preliminary economic assessment (“PEA”) of the Media Luna deposit (the Media Luna Project”, an early stage development project), the mineral resource and mineral reserve estimates, the ability to exploit estimated mineral reserves, Torex’s expectation that the El Limón Guajes mining complex (the “ELG Mine Complex”, comprised of the El Limón, Guajes and El Limón Sur open pits (the “ELG Open Pits”), the El Limón Guajes underground mine including zones referred to as Sub-Sill and El Limón Deep (collectively, the “ELG Underground”), and the processing plant and related infrastructure) will be profitable with positive economics from mining, recoveries, grades, annual production, receipt of all necessary approvals and permits, the parameters and assumptions underlying the mineral resource and mineral reserve estimates and the financial analysis, and gold prices, the timing and completion of the remaining construction and ramp-up of the ELG Underground, the successful ramp-up of processing facilities of the ELG Mine Complex and achieving full production, the ability to maintain the safety and security of the ELG Mine Complex, expected metal recoveries and gold production, total cash costs per ounce of gold sold, AISC per ounce of gold sold and revenues from operations, the expectation that Torex will be able to generate sufficient cash flow to satisfy the financial covenants under a secured $400 million debt facility (the “Loan Facility”) and service the debt on a timely basis, the expected satisfaction of certain projected operating and performance parameters (the “Operating Covenant”) required under the Loan Facility, the ability to mine and process estimated mineral reserves, plans to complete the follow-up diamond drilling of the ELG Underground exploration targets and advancement of the Media Luna Project, the expected continued successful ramp-up and operation of the sulfidization, acidification, recycling and thickening (“SART”) plant, the expected cost saving from the operation of the SART plant and the contribution to revenue from copper as a by-product, the expected continued operation of the tailings filtration plant at design levels and further advances of funds if required, pursuant to the Loan Facility (which is subject to certain customary conditions precedent), the expected timing and receipt of value added tax (“VAT”) funds, the potential growth of the ELG Underground and the potential of the Muckahi mining system (“Muckahi”) and its possible application to other underground deposits.

Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans,” “expects,” or “does not expect,” “is expected,” “budget,” “scheduled,” “goal,” “estimates,” “forecasts,” “intends,” “anticipates,” or “does not anticipate,” or “believes” or variations of such words and phrases or statements that certain actions, events or results “may,” “could,” “would,” “might,” or “will be taken,” “occur,” or “be achieved.” Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Torex to be materially different from those expressed or implied by such forward-looking information, including risks associated with the ramp-up of the processing plant, fluctuation in gold and other metal prices, commodity price risk, currency exchange rate fluctuations, capital and operational cost estimates, dependence on key executives and employees, limited operating history, generating positive cash flow, the ability of Torex to secure additional financing, risk of dilution to holders of common shares in Torex, the safety and security of Torex’s properties, servicing of the indebtedness of Torex, liquidity risk, the ability to secure necessary permits and licenses, title to the land on which Torex operates, including surface and access rights, foreign operations and political and country risk, government policies and practices in respect of the administration of recovery of VAT funds and recovery of VAT funds, exploration, development, exploitation and the mining industry generally, environmental risks and hazards, decommissioning and reclamation costs, parameters and assumptions underlying mineral resource and mineral reserve estimates and financial analyses being incorrect, actual results of current exploration, development and exploitation activities not being consistent with expectations, potential litigation, hiring the required personnel and maintaining personnel relations, future commodity prices, no history of earnings or dividends, infrastructure, single property focus, use and reliance of experts outside Canada, competition, hedging contracts, interest rate risk, insurance for risks insured by Torex continue to be available and adequate to cover liabilities, price and volatility of public stock, conflicts of interest of certain personnel, credit risk, compliance with anti-corruption laws and the Extractive Sector Transparency Measures Act (“ESTMA”), enforcement of legal rights, accounting policies and internal controls as well as those risk factors included herein and elsewhere in the Technical Report, Torex’s most recent annual information form (“AIF”) filed on SEDAR and Torex’s other public disclosure.

Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect. Although Torex believes that the assumptions and expectations reflected in such forward-looking information are reasonable, undue reliance should not be placed on forward-looking information because Torex can give no assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified herein, assumptions have been made regarding, among other things: Torex’s ability to carry on its exploration, development and exploitation activities planned for the Morelos Gold Property, completing the ramp-up of the ELG Mine Complex, including optimizing the grinding circuit to bring it into full production, timely access to the high grade material, the timely completion of the development and construction of the ELG Underground, successful ramp-up and operation of the SART plant, expected cost savings and revenue from the SART plant, and the timing and receipt of any required approvals and permits, the price of gold, sufficient cash flow to satisfy the financial covenants under the Loan Facility and service its indebtedness, the ability of Torex to satisfy the Operating Covenant, the ability of Torex to obtain qualified personnel, equipment, goods, consumables and services in a timely and cost-efficient manner, the ability of Torex to operate in a safe, efficient and effective manner, the ability of Torex to obtain financing on acceptable terms, the ability of Torex to access the Morelos Gold Property, the accuracy of Torex’s mineral resource and mineral reserve estimates, annual production, the financial analysis contained in the Technical Report including the PEA, as updated any new technical information contained Torex’s public disclosure from time to time, the regulatory framework regarding environmental matters, the potential to grow the ELG Underground and the viability of Muckahi, as well as those assumptions discussed in the Technical Report, the AIF and Torex’s other public disclosure. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which may have been used. Although Torex has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information contained herein is presented for the purposes of assisting investors in understanding Torex’s expected financial and operating performance and the Torex’s plans and objectives and may not be appropriate for other purposes. Torex does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Cautionary Note regarding the PEA

A preliminary economic assessment should not be considered a prefeasibility study or feasibility study, as the economics and technical viability of the Media Luna Project have not been demonstrated at this time. The Media Luna PEA is preliminary in nature and includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves. It cannot be assumed that all or any part of the inferred mineral resources will ever be upgraded to a higher category. Furthermore, there is no certainty that the conclusions or results as reported in the Media Luna PEA will be realized. Mineral resources that are not mineral reserves do not do not have demonstrated economic viability.

The Media Luna PEA includes information on Muckahi. It is important to note that Muckahi is experimental in nature and has not been tested in an operating mine. Many aspects of the system are conceptual, and proof of concept has not been demonstrated. Drill and blast fundamentals, standards and best practices for underground hard rock mining are applied in the Muckahi, where applicable. The proposed application of a monorail system for underground transportation for mine development and production mining is unique to underground hard rock mining. There are existing underground hard rock mines that use a monorail system for transportation of materials and equipment, however not in the capacity described in the Technical Report (defined below). Aspects of Muckahi mining equipment are currently in the design stage. The mine design, equipment performance and cost estimations are conceptual in nature, and do not demonstrate technical or economic viability. The approximate timeframe to develop and test the concept would be approximately two years for the mine development activities (second quarter 2020) and up to five years for the mine production activities (second quarter 2023). Further studies would be required to verify the viability of Muckahi. Muckahi is not intended as a “trade off study” but is shown in the PEA to merely demonstrate the potential benefits Muckahi may have using the Media Luna deposit as an example. It includes inferred mineral resources that 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 the preliminary economic assessment will be realized. Mineral resources that are not mineral reserves do not have demonstrated economic viability.

Differences in reporting of mineral resource estimates

Information on this website regarding “mineral resources” and “mineral reserves” was prepared in accordance with Canadian standards for reporting of mineral resource estimates, which differ in some respects from United States standards. In particular, and without limiting the generality of the foregoing, the terms “inferred mineral resources,” “indicated mineral resources,” “measured mineral resources” and “mineral resources” used or referenced in this annual information form are Canadian mineral disclosure terms as defined in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) under the guidelines set out in the Canadian Institute of Mining, Metallurgy and Petroleum Standards on Mineral Resources and Mineral Reserves (the “CIM Standards”). The CIM Standards differ significantly from standards in the United States. While the terms “mineral resource,” “measured mineral resources,” “indicated mineral resources,” and “inferred mineral resources” are recognized and required by Canadian regulations, they are not defined terms under standards in the United States. “Inferred mineral resources” have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Under Canadian rules, estimates of inferred mineral resources may not form the basis of feasibility or other economic studies, except in limited circumstances. The term “resource” does not equate to the term “reserves”. Under United States standards, mineralization may not be classified as a “reserve” unless the determination has been made that the mineralization could be economically and legally produced or extracted at the time the reserve determination is made. Readers are cautioned not to assume that all or any part of measured or indicated mineral resources will ever be converted into mineral reserves. Readers are also cautioned not to assume that all or any part of an inferred mineral resource exists, or is economically or legally mineable. Disclosure of “contained ounces” in a mineral resource is permitted disclosure under Canadian regulations; however, United States companies are only permitted to report mineralization that does not constitute “reserves” by standards in the United States as in place tonnage and grade without reference to unit measures. The requirements of NI 43-101 for identification of “reserves” are also not the same as those of the United States Securities and Exchange Commission (the “SEC”), and reserves reported by Torex in compliance with NI 43-101 may not qualify as “reserves” under SEC standards. Accordingly, information regarding mineral resources contained or referenced in this annual information form containing descriptions of our mineral deposits may not be comparable to similar information made public by United States companies.

Disclaimer to United States Investors

This website does not constitute an offer to sell or a solicitation of an offer to buy securities in the United States.

The securities of the Company have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Technical Information

The supporting technical report (the “Technical Report”) for the Company’s 100% owned Morelos Property in Southwest Mexico, entitled ““NI 43-101 Technical Report ELG Mine Complex Life of Mine Plan and Media Luna Preliminary Economic Assessment”, which has an effective date of March 31, 2018, has been filed with SEDAR on September 4, 2018 and available on this website.

No Incorporation by Reference

No information included herein shall be deemed to be incorporated by reference into any of Torex’s regulatory filings, unless expressly indicated in any such filings. In addition, no information shall be incorporated by reference into this website, unless otherwise specified.

Website Protected by Copyright

Certain materials (including graphics, icons, HTML, javascripts, color schemes, multimedia, logos, photographs, copywriting, et al) that appear on this website are the property of Torex and copyrighted by same.

Other materials on this website not originally produced by us (some audio, video, trademarks, et al) are copyrighted by their respective creators/owners and appear here either by permission, example or as public domain reference material. Trademarks may be registered in Canada and in other countries, as applicable. The display of trademarks on pages at this Website does not imply that a license of any kind has been granted. Materials may not be copied, reproduced, modified, uploaded, posted, transmitted, or distributed in any way without our prior written approval. Any unauthorized downloading, re-transmission or other copying or modification of trademarks and/or the contents herein may be a violation of federal or common law, trademark and/or copyright laws and could subject the copier to legal action.

Currency of Website

Unless otherwise indicated, all information posted on this website is current only as of the date of the document that contains the information, if indicated, or the date on which the document is posted, whichever is earlier. Torex may at any time make changes to the information on this website without prior notice. You should always ensure that you are referring to the most current information available on this website.

Exclusion of Liability

Torex shall not be liable for any claims, expenses, damages (including direct, indirect, special, incidental, punative or consequential damages), loss of profits, opportunities or information arising from:

  • The use of or reliance on information contained in this website;
  • Any inaccuracy or omission in such information or failure to keep the information current;
  • Use of any third party websites linked to this website;
  • Any Internet software used in connection with this website or computer viruses or other destructive programs encountered as a result of using this website;
  • Any delays, inaccuracies or errors in, or in the transmission of, any stock price quotes or historical price data; and
  • Any other matter connected with this website; even if Torex is made aware of the possibility of such claims, expenses, damages or losses.

Torex Not Responsible for Internet Software or Computer Viruses

Due to technical difficulties inherent in the Internet, Internet software or transmission problems could produce inaccurate or incomplete copies of information, contained on this website. Computer viruses or other destructive programs may also be inadvertently downloaded from the website. Torex shall not be liable for Internet software, computer viruses or destructive programs and recommends that you install appropriate anti-virus or other protective software.

Torex Not Responsible for Linked Websites

Torex provides links to third party websites for your convenience only and the inclusion of these links does not imply that Torex monitors or endorses these websites. Accordingly, Torex accepts no responsibility for such websites, or any link or reference contained in any such third party website.

Website is Provided as a Service Only

This website is not intended as a solicitation or offering of securities in any jurisdiction and the information contained herein in no way should be construed or interpreted as such. No securities commission or other regulatory authority in Canada or any other country or jurisdiction has in any way passed upon this information and no representation or warranty is made by Torex to that effect. The information on this website is not intended to modify, quality, supplement or amend information disclosed under corporate and securities legislation of any jurisdiction applicable to Torex and should not be used for the purpose of making investment decisions concerning Torex securities.

Stock Quotes

All quotes are delayed at least 15 minutes unless otherwise stated. All stock quotes and historical stock price data are provided by third party service providers and are provided for informational purposes only, and are not intended for trading purposes. If you are contemplating trading in the securities of Torex, we strongly advise you to seek independent professional advice before making any investment decision. Torex makes no representation or warranty regarding the accuracy or completeness of any such stock price quotes or historical stock price data and has not taken any steps to verify the adequacy, accuracy or completeness of the information provided herein. Under no circumstances will Torex be liable for any inaccuracies or omissions in any such stock information or data, any delays or errors in the transmission thereof, or any loss or direct, indirect, incidental, special or consequential damages caused by reliance on this information or the risks arising from the stock market.

Privacy Statement

Torex’s website does not collect any personal information about visitors to this website other than that which is specifically and knowingly provided by you. That personal information will not be transferred to any third party unless otherwise stated at the time of collection. Torex does not collect and maintain statistics relating to the number of visits to the website, the types of browsers used and the internet Protocol Address of the originator. This information is used only for internal purposes.

Any material, information or other communication (including questions, comments or suggestions) you transmit to Torex through this website will be considered non-confidential and non-proprietary (“Communications”). In making any such transmission, you agree that Torex will have no obligations of any kind with respect to the Communications. Where it is necessary, in order to answer your enquiry, the Communications you have provided may be passed to any Torex office or affiliate worldwide. By sending any Communications to us, you are consenting to the personal information contained therein being transferred within Torex and being processed by Torex for these purposes. You are prohibited from posting or transmitting to or from Torex any unlawful, threatening, libellous, defamatory, obscene, pornographic, or other materials that violate any law.

If you have concerns relating to the privacy or confidentiality of this website, or would like to request printed copies of public disclosure documents, please contact Torex’s Vice President of Investor Relations, at (647) 260 1503.