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  • 1. Corporate Update June, 2013
  • 2. This presentation may contain “forward-looking” statements within the meaning of Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to future events or the anticipated performance of the Company and reflect management’s expectations or beliefs regarding such future events and anticipated performance. In certain cases, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, ”estimates”, ”forecasts”, ”intends”, ”anticipates” or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, ”could”, “would”, ”might”, or “will be taken”, “occur” or “be achieved”, or the negative of these words or comparable terminology. By their very nature forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual performance of the Company to be materially different from any anticipated performance expressed or implied by the forward-looking statements. Such factors include various risks related to the Company’s operations, including, without limitation, fluctuations in spot and forward markets for gold, silver and other metals, fluctuations in currency markets, changes in national and local governments in Mexico and the speculative nature of mineral exploration and development, risks associated with obtaining necessary exploitation and environmental licenses and permits, and the presence of laws that may impose restrictions on mining. A complete list of risk factors are described in the Company’s annual information form and will be detailed from time to time in the Company’s continuous disclosure, all of which are, or will be available, for review on SEDAR at www.sedar.com. This presentation uses the terms “measured resources”, “indicated resources” and “inferred resources”. The Company advises readers that although these terms are recognized and required by Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI43-101”)), the United States Securities and Exchange Commission does not recognize them. Readers are cautioned not to assume that any part or all of the mineral deposits in these categories will ever be converted in to reserves. In addition, “inferred resources” have a great amount of uncertainty as to their existence, and economic and legal feasibility. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Under Canadian rules, estimates of inferred mineral resources may not form the basis of feasibility or pre-feasibility studies, or economic studies, except for a Preliminary Assessment as defined under NI43-101. Investors are cautioned not to assume that part or all of an inferred resource exists, or is economically or legally mineable. Although the Company has attempted to identify important factors that could cause actual performance to differ materially from that described in forward-looking statements, there may be other factors that cause its performance not to be as anticipated. The Company neither intends nor assumes any obligation to update these forward-looking statements or information to reflect changes in assumptions or circumstances other than required by applicable law. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those currently anticipated. Accordingly, readers should not place undue reliance on forward-looking statements. Unless otherwise indicated, all dollar values herein are in US$. Cautionary Statement 2
  • 3. Who is Primero? 3 o Emerging Mid-Tier Gold Producer o Solid Production Base with Growth  Long-life, high-grade producing San Dimas mine  Cerro Del Gallo gold-silver project o Strong Financial Position  Cash and cash flow to internally fund growth  Capital available for additional opportunities o Substantial Exploration Upside at Both Assets o Experienced Management & Board o Attractive Valuation 0 400 km
  • 4. $141M Strong Cash Balance $110M1 Significant Operating Cash Flow Conservative Level of Debt $5M Repayment per year 2 Primero Capital Structure See slide 21 for footnotes. 4 Balance Sheet March 31, 2013 Cash Promissory note2 $141 million $32 million Ownership Goldcorp Management & insiders Institutional & float 27% ~2% ~71% Capital Structure At May 23, 2013 Shares outstanding Fully Diluted3 Market Cap. (at June 18, 2013) 115 million 145 million ~C$610 million
  • 5. Primero Strategy GOAL 400,000 to 500,000 oz per year Leader in per share growth Americas low-risk regions only Pipeline of growth projects 5
  • 6. Building the Primero Pipeline San Dimas Platform San Dimas 2,500 TPD Cerro Del GalloSan Dimas 3,000 TPD 6 2010-present Q1 2014 2015
  • 7. 110 130 165 205 2012A 2013E 2014E 2015E Primero Cerro Del GalloSan Dimas Cerro Del Gallo Estimated Production Profile4,5 (Attributable 000 AuEq ounces) 5 Primero Growth Profile See slide 21 for footnotes. 7 250 at 3,000 TPD
  • 8. Primero Operating Results Q1 2013 Q1 2012 2012 2011 Mill Throughput 6 (tonnes per day) 2,042 1,962 1,976 1,815 Gold equivalent production 7 (gold equivalent ounces) 27,656 25,790 111,132 102,224 Gold production (ounces) 24,190 22,590 87,900 79,564 Silver production (million ounces) 1.37 1.32 5.13 4.60 Gold grade (grams per tonne) 4.20 4.05 3.90 3.86 Silver grade (grams per tonne) 242 242 234 226 Cash cost 8 ($ per AuEq ounce) $719 $674 636 640 Cash cost 8 – by- product ($ per gold ounce) $589 $532 366 384 Capital Expenditures ($ million) $8.7 $7.9 39.7 29.8 24,500 25,000 25,500 26,000 26,500 27,000 27,500 28,000 Q1 2012 Q1 2013 Production (AuEq ounces) Gold Grade (grams per tonne) 3.00 3.50 4.00 4.50 Q1 2012 Q1 2013 +7% +4% 8See slide 21 for footnotes.
  • 9. Primero Financial Results (US$ thousands, except per share amounts) Q1 2013 Q1 2012 2012 2011 Revenues 46,321 44,044 182,939 156,542 Income from Mine Operations 15,706 18,662 79,389 65,090 Net income 17,325 30,143 49,553 49,644 EPS ($ per share) 0.18 0.34 0.54 0.56 Adjusted net income 9 9,415 18,780 41,292 28,261 Adjusted EPS ($ per share) 9 0.10 0.21 0.45 0.32 Operating cash flows before changes in working capital 19,309 20,944 88,808 77,591 CFPS ($ per share) 0.20 0.24 0.97 0.88 9See slide 21 for footnotes. $0.60 $0.70 $0.80 $0.90 $1.00 $- $0.10 $0.20 $0.30 $0.40 $0.50 Cash Flow Op CF before changes in working capital ($ per share) +41% +10% 2011 2012 2011 2012 Earnings9 ($ per share)
  • 10. SAN DIMAS A Flagship Asset DISTRICT PRODUCED 11M OUNCES OF GOLD AND 600M OUNCES OF SILVER One of Mexico’s Most Significant Precious Metals Deposits See Slide 21 for footnotes. 10 Guidance 2013E Gold equivalent production 7 (gold equivalent ounces) 120,000-130,000 Gold production (ounces) 90,000-100,000 Silver production 10 (million ounces) 6.0-6.5 Silver sales at spot 10 (thousand ounces) 900-1,000 Cash cost 8 ($ per gold equivalent ounce) $620-640 Cash cost 8 – by-product ($ per gold ounce) $280-300 Capital Expenditures ($ million) $42 Exploration ($ million) $15
  • 11. - 200 400 600 800 31-Dec-11 31-Dec-12 Increasing Reserves and Resources and Focusing on Controlling Dilution 11 Gold Reserves (Thousand Ounces) Indicated Gold Resources (Thousand Ounces) SAN DIMAS Rich History of Reserve Replacement - 200 400 600 800 31-Dec-11 31-Dec-12 +31% +35% See Slide 21 for footnotes.
  • 12. SAN DIMAS Expansion to 2,500 TPD11 Total capital expenditure of ~$16.5 million Expand milling capacity to 2,500 TPD o Install third ball mill, already on-site o Reconfigure crushers o Install new tailings thickener and pumps Expand mine throughput o Develop Sinaloa Graben veins o Connect Central Block to Sinaloa Graben o New mining method Future expansion to 3,000 TPD possible o Dependent on exploration success o Minimal capital and disruption to operation Mill Expansion on-track for: 2,500 TPD CAPACITY IN Q1 2014 ATTRACTIVE IRR AND PAYBACK PERIOD See Slide 21 for footnotes. 12
  • 13. TAYOLTITA MINE Mined 1975 - 2002 CENTRAL BLOCK MINE Mined 2002 - Present SAN ANTONIO MINE Mined 1987 - 2002 Over 120 known veins CENTRAL BLOCK TAYOLTITA BLOCK SINALOA GRABEN BLOCK WEST BLOCK ARANA HANGING WALL Target Target SAN DIMAS Large 22,500 Hectare Land Package 13
  • 14. Development o 19,000 metres of development o Tunnels joining Sinaloa Graben and Central Block being completed o Lower level tunnel commenced, expected to be completed in 18-24 months Exploration o $15.4 million exploration program o 40,000 metres delineation drilling o 34,000 metres exploration drilling, plus 3,800 metres of exploration drifting o New district exploration program initiated SAN DIMAS 2013: Focused Exploration & Development Targeting Vein Extensions from Existing Mines 14 0 1 2 km
  • 15. Located in Prolific Central Corridor o Alexa and Victoria discovered in early 2012, included in 2012 year-end Reserves o Alexa vein continues west of small fault o Victoria confirmed to extend west of Sinaloa fault Strategic Underground Drill Locations o Drilling from old El Pilar workings, Sinaloa Graben tunnel and east-west drift from Robertita SAN DIMAS New Veins Close to Infrastructure Alexa and Victoria Veins Discovered in 2012 and in 2013 Mine Plan 1515
  • 16. CERRO DEL GALLO Low Risk Growth Commencing 2015E12 INCREASES PRODUCTION BY 60%, DOUBLES RESERVES AND TRIPLES RESOURCES5,12 Excellent Infrastructure See Slide 21 for footnotes. 16 Technical Details Production 12 (Phase I Average Annual) 94,600 AuEq. Oz Co Product Cash cost 16,17 (Excluding Royalties) $650-700 per ounce Heap Leach Grades 12 0.7g/t Au, 14.8g/t Ag, 0.08% Cu Strip Ratio 12 0.9:1 Phase I Mine Life 12 7.2 years Total Capital Cost Estimate 16 $165 million 2013E Capital Expenditures 16 $50 million Potential Phase II CIL Technical Study 16 2015E
  • 17. Measured & Indicated Resources of 3.2Moz of Gold or 5.6Moz of Gold Equivalent 12,13,14 See Slide 21 for footnotes. CERRO DEL GALLO Large Gold Domain 17
  • 18. Early stage regional prospecting previously returned15: o 1.5m @ 3.40g/t Au and 590g/t Ag o 4.6m @ 3.52g/t Au and 428g/t Ag o 3.6m @ 1.57g/t Au and 359g/t Ag o 4.6m @ 1.91g/t Au and 239g/t Ag o 6.0m @ 1.70g/t Au and 243g/t Ag o 3.1m @ 1.05g/t Au and 200g/t Ag o 7.6m @ 1.51g/t Au and 168g/t Ag Potential Exploration Targets CERRO DEL GALLO Exploration Upside Potential 18See Slide 21 for footnotes.
  • 19. 19 2013 2014 2015 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Detailed Engineering Geotechnical Permitting/Land Acquisition Earth Works Mill Tests Acid Generation Tests SART Optimization Plant & Mill Construction Production Commissioning Commercial Production Phase II Feasibility Study TransactionClosed CERRO DEL GALLO Cerro Del Gallo Development Plan 19
  • 20. o San Dimas: A Platform for Cash Generation o Cerro Del Gallo: Organic Growth o Cash Flow and Capital to Fund Additional Growth o Significant Exploration Potential at San Dimas and Cerro Del Gallo o Attractive Valuation on Key Metrics The Primero Opportunity 19 A Compelling Investment 20
  • 21. Footnotes 1. Estimated five-year average after-tax operating cash flow assuming San Dimas expansion to 2,500tpd as discussed in the October 15, 2012 News Release “Primero Announces Expansion of its San Dimas Mine”, and the addition of the Cerro Del Gallo production starting in mid-2015 as discussed in the December 13, 2012 News Release “Primero to Acquire Cerro del Gallo”, estimated at metals prices in dollars per ounce for gold and silver of 2013: 1,400/25.00, 2014:1,300/21.43, 2015 and beyond: 1,200/21.43. 2. Goldcorp: 5 year, 6% note repaid $5M/yr with balloon payment at end of 2015. Principal prepayment equal to 50% of Excess Free Cash Flow. 3. Fully diluted shares include 20.8 million warrants with an exercise price of Cdn$8 per share, expiring on July 20, 2015; and 8.4 million options with an average exercise price of Cdn$5.85. 4. “Gold equivalent ounces” include silver and copper production converted to a gold equivalent based on consensus estimated commodity prices ; accounts for the San Dimas silver purchase agreement; and uses Cerro Resources publically disclosed production estimates delayed by 12 months. 5. Assumes 100% ownership of Cerro Del Gallo and that it begins production in mid-2015, with full year production estimated at 95,000AuEq. Oz in 2016. 6. Based on 365 days per year. 7. “Gold equivalent ounces” include revenue from silver converted to a gold equivalent based on estimated average realized commodity prices ($1,600 per ounce of gold and $9.41 per ounce of silver in full year 2012, consensus prices thereafter). 8. Cash cost is a non-GAAP measure. Refer to the first quarter 2013 MD&A for a reconciliation of cash costs. 9. Refer to first quarter 2013 MD&A for adjustments. 10. Silver production is subject to a silver purchase agreement. Refer to the first quarter 2013 MD&A for details. 11. See October 15, 2012 News Release “Primero Announces Expansion of its San Dimas Mine” for details. 12. Cerro Resources Phase I Definitive Feasibility Study as of May 2012. 13. As estimated by Cerro Resources using gold, silver and copper price of US$1,341/oz, US$25.58/oz and US$7,582/t (or $3.44/lb) respectively. See Cerro Resources Phase I Definitive Feasibility Study as of May 2012. 14. See note 7 in January 23, 2012 News Release “ Primero achieves 2012 Guidance and Provides 2013 Outlook. 15. As reported by Cerro Resources in November 16,2012 Investor Presentation: http://www.cerroresources.com/index.cfm/investor/presentations1/ 16. Based on Cerro Resources Phase I Definitive Feasibility Study as of May 2012 and preliminary estimates calculated internally by Primero as of May 2013. 17. The Cerro del Gallo mine is subject to a 4% Net Smelter Return (NSR) royalty. 18. 30.8% of Cerro del Gallo project is currently held by a Goldcorp Inc. subsidiary. 21
  • 22. Appendices
  • 23. Primero sells 50% of annual silver production above 3.5 million ounces at spot o Remainder sold at ~$4 per ounce under silver purchase agreement o Threshold commences August 6 to following August 5 o Threshold increases to 6.0 million ounces on August 6, 2014 o Planned expansion anticipated to generate similar silver sales at spot as 2012 post August 6, 2014 Recent Tax Ruling Created Positive Leverage to Silver 25% 75% Silver as Percentage of 2013E Revenue Silver Gold SAN DIMAS Positive Leverage to Silver 23
  • 24. Favorable Horizon Mineralization – Ore Bodies Extension of the Favorable Horizon Potential 0 1 2 K I L O M E T E R S SW NE 3,000 m. 2,000 m. 1,000 m. 3,000 m. 2,000 m. 1,000 m. Source: San Dimas Geology Office Intrusive Faults West Block 2013 EXPLORATION San Antonio Mined 1987-2002 Central Block Mined 2002-Current Tayoltita Block Mined 1975-2002 Arana Hanging Wall Sinaloa Graben Mined 2012-Current 2013 EXPLORATION PROGRAM DRILLING FOR EXTENSIONS OF KNOWN VEINS SAN DIMAS District Wide Exploration Potential Longitudinal Cross Section 24
  • 25. Joseph F. Conway | President & C.E.O.1 o Former CEO, President and Director of IAMGOLD from 2003 to 2010 o Former President, CEO and Director of Repadre Capital from 1995 to 2003 Renaud Adams | C.O.O. o Former SVP, American Operations for IAMGOLD o Former General Manager of Rosebel Gold Mine 2007 to 2010 o Former General Manager El Toqui Mine in Chile and then the El Mochito Mine in Honduras David Blaiklock | C.F.O. o Former controller IntraWest o Previously controller for a number of public and private companies in real estate development David Sandison | VP, Corporate Development o Former VP, Corporate Development of Clarity Capital ; Director, Corporate Development Xstrata Zinc Canada ; Director Business Development, Noranda/Falconbridge;;Former EVP, Noranda Chile Gabriel Voicu | VP, Geology and Exploration o 25 Years of mining experience, formerly held senior technical and exploration positions with Cambior and Iamgold Board Committees: 1.Health, Safety and Environment Tamara Brown | VP, Investor Relations o Former Director Investor Relations for IAMGOLD; Partner of a Toronto based, boutique investment bank; Professional engineer in mining industry H. Maura Lendon | VP, Chief General Counsel and Corporate Secretary o Former Senior Vice President, Chief Legal Officer and Corporate Secretary of HudBay Minerals Inc.; Chief Counsel Canada, Chief Privacy Officer - Canada of AT&T Executive Management 25
  • 26. Board of Directors Board Committees: 1.Health, Safety and Environment 2. Human Resources and Compensation 3. Governance and Nominating 4. Lead Director 5. Audit Wade Nesmith | Chairman o Founder of Primero o Founding and current director of Silver Wheaton Joseph Conway | Director1 see Executive Management David Demers | Director2,3,4,5 o Founder, CEO and Director Westport Innovations o Director of Cummins Westport and Juniper Engines Grant Edey | Director 3,5 o President & CEO, Khan Resources Inc. o Former Director of Breakwater Resources, former director of Queenstake Resources, Santa Cruz Gold o Former CFO, IAMGOLD Rohan Hazelton | Director 1,5 o VP, Strategy, Goldcorp o Formerly with Wheaton River and Deloitte & Touche LLP Timo Jauristo | Director 2 o EVP, Corporate Development, Goldcorp o Former CEO of Zincore Metals Inc. and Southwestern Resources Corp. Eduardo Luna | Director 1 o Former EVP & President, Mexico. Former Chairman and CEO of Silver Wheaton, Executive VP of Goldcorp and Luismin S.A. de C.V. (San Dimas) and President of Mexican Mining Chamber and the Silver Institute Robert Quartermain | Director 2,3 o Founder and President & CEO, Pretivm Resources o Former President, Silver Standard o Director of Vista Gold Corp. and Canplats Resources Michael Riley | Director 5 o Chartered accountant with more than 26 years of accounting experience o Chair of Primero Audit Committee, Chair of Audit Committee of B.C. Lottery Corporation and member of the Audit Committee of Canalaska Uranium Ltd. 26
  • 27. SAN DIMAS Mineral Resources and Mineral Reserves (DECEMBER 31, 2012, MINERAL RESOURCES INCLUDE MINERAL RESERVES) Classification Tonnage (million tonnes) Gold Grade (g/t) Silver Grade (g/ t) Contained Gold (000 ounces) Contained Silver (000 ounces) Mineral Reserves Probable 4.579 4.5 267 660 39,377 Mineral Resources Indicated 3.748 6.5 389 780 46,877 Inferred 6.144 3.9 327 762 64,637 Notes to Mineral Reserve Statement: 1. Cutoff grade of 2.4 grams per tonne (”g/t”) gold equivalent (“AuEq”) based on total operating cost of US$104.73/t. Metal prices assumed are gold US$1,400 per troy ounce and silver US$25 per troy ounce. Silver supply contract obligations have been referenced in determining overall vein reserve estimate viability. 2. Processing recovery factors for gold and silver of 97% and 94% assumed. 3. Exchange rate assumed is 13 pesos/US$1.00. 4. The Mineral Reserve estimates were prepared by Mr. Herbert A. Smith P.Eng. of AMC Mining Consultants (Canada) Ltd. and a QP for the purposes of National Instrument 43-101 (“NI 43-101”). Notes to Mineral Resource Statement: 1. Mineral Resources are total and include those resources converted to Mineral Reserves. 2. A 2.0g/t Au Eq cutoff grade is applied and the AuEq is calculated at a gold price of US$1,625 per troy ounce and a silver price of US$25 per troy ounce. 3. A constant bulk density of 2.7 tonnes/m3 has been used. 4. The Mineral Resource estimates were prepared by Mr. Rodney Webster MAusIMM, MAIG and Mr. J. Morton Shannon P.Geo., both of AMC Mining Consultants (Canada) Ltd. and a QP for the purposes of NI 43-101. Additional exploration potential estimated at 6-10 million tonnes at grade ranges of 3-5 grams per tonne of gold and 200-400 grams per tonne of silver. It should be noted that these targets are conceptual in nature. There has been insufficient exploration to define an associated Mineral Resource and it is uncertain if further exploration will result in the target being delineated as a Mineral Resource. 27
  • 28. Category M Tonnes Au Au Ag Ag Cu Cu Au Eq AuEq (g/t) (M ozs) (g/t) (M ozs) (%) (M lbs) (g/t) (M oz) Proven 28.2 0.71 0.64 15.1 13.7 0.08 50.2 1.15 1.05 Probable 4.0 0.54 0.07 13.2 1.7 0.07 6.2 0.93 0.12 Proven & Probable 32.2 0.69 0.71 14.8 15.3 0.08 56.4 1.14 1.18 Category M Tonnes Au Au Ag Ag Cu Cu Au Eq AuEq (g/t) (M ozs) (g/t) (M ozs) (%) (M lbs) (g/t) (M oz) Measured 39.9 0.61 0.78 13.8 17.71 0.10 88.8 1.07 1.37 Indicated 8.0 0.55 0.14 11.0 2.83 0.08 14.6 0.92 0.24 Measured & Indicated 47.9 0.60 0.92 13.3 20.55 0.1 103.4 1.06 1.64 Total Resources Within the Gold Domain2 Phase I Heap Leach In-Pit Proven and Probable Reserves3 In-Pit Resources (excluding Proven and Probable Reserves)4,5 Category M Tonnes Au Au Ag Ag Cu Cu Au Eq AuEq (g/t) (M ozs) (g/t) (M ozs) (%) (M lbs) (g/t) (M oz) Measured 129 0.54 2.24 12.0 49.8 0.09 256.0 0.94 3.91 Indicated 80 0.38 0.98 8.0 20.6 0.08 141.1 0.69 1.77 Measured & Indicated 209 0.48 3.22 11.0 70.3 0.08 396.9 0.83 5.58 Inferred 20 0.3 0.19 7.0 4.5 0.09 39.7 0.59 0.38 CERRO DEL GALLO Reserves and In-Pit Resources1 28 1. “Technical Report First Stage Heap Leach Feasibility Study, Cerro del Gallo Gold Silver Project, Guanajuato, Mexico” June 2012 (“Feasibility Study”). Gold equivalent ounces calculated by Cerro Resources using gold, silver and copper prices of US$1,341/oz, US$25.58/oz and US$7,582/t respectively. 2. These resources are reported using internal cut-off grade of 0.2 g/tAu as per Feasibility Study, 2012 and Golder Associates Technical Report, 2008. 3. These reserves are reported using internal cut-off grades of 0.24 and 0.29 gAuEq/t for weathered and partially oxidized, respectively. 4. These resources are reported using internal cut-off grades of 0.24, 0.29, and 0.34 gAuEq/t for weathered, partially oxidized, and fresh material resp. 5. See note 7 in January 23, 2013 News Release “Primero achieves 2012 Guidance and Provides 2013 Outlook”.
  • 29. Cerro Resources NL (“Cerro”) has filed a technical report under National Instrument 43-101 - Standards of Disclosure for Mineral Projects (“NI 43-101”) entitled “Technical Report, First Stage Heap Leach Feasibility Study, Cerro del Gallo Gold Silver Project, Guanajuato, Mexico” (the “Technical Report”) with an effective date of May 11, 2012. Mr. Gabriel Voicu P.Geo, Vice President, Geology and Exploration, Primero, who is a “qualified person” for the purposes of NI 43-101, has reviewed the Technical Report on behalf of Primero. To the best of Primero’s knowledge, information and belief, there is no new material scientific or technical information that would make the Technical Report inaccurate or misleading. Primero plans to file a technical report on the Cerro Del Gallo project within 180 days of December 13, 2012 in accordance with the requirements of NI 43-101. Cautionary Note to US Investors Regarding Mineral Reporting Standards: Primero prepares its disclosure in accordance with the requirements of securities laws in effect in Canada, which differ from the requirements of US securities laws. Terms relating to mineral resources and mineral reserves in this material change report and other documents referenced herein are defined in accordance with 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 Securities and Exchange Commission (the “SEC”) permits mining companies, in their filings with the SEC, to disclose only those mineral deposits that a company can economically and legally extract or produce. Primero uses certain terms, such as, “measured mineral resources”, “indicated mineral resources”, “inferred mineral resources” and “probable mineral reserves”, that the SEC does not recognize (these terms may be used in this presentation and other documents referenced herein and are included in the public filings of Primero which have been filed with securities commissions or similar authorities in Canada). 29 CERRO DEL GALLO Cautionary Statement on Cerro Del Gallo
  • 30. Notes to Investors Regarding the Use of Resources This presentation has been prepared in accordance with the requirements of Canadian provincial securities laws which differ from the requirements of U.S. securities laws. Unless otherwise indicated, all mineral reserve and resource estimates included in this presentation have been prepared in accordance with Canadian National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”) and the Canadian Institute of Mining, Metallurgy and Petroleum classification systems. NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. These standards differ significantly from the requirements of the United States Securities and Exchange Commission (the “SEC”), and reserve and resource estimates disclosed in this presentation may not be comparable to similar information disclosed by U.S. companies. The mineral reserve estimates in this presentation have been calculated in accordance with NI 43-101, as required by Canadian securities regulatory authorities. For United States reporting purposes, SEC Industry Guide 7 under the United States Securities Exchange Act of 1934, as amended, as interpreted by Staff of the SEC, applies different standards in order to classify mineralization as a reserve. As a result, the definition of “probable reserves” used in NI 43-101 differs from the definition in the SEC Industry Guide 7. Under SEC standards, mineralization may not be classified as a “reserve” unless the determination has been made that the mineralization could be economically and legally produced or extracted at the time the reserve determination is made. Among other things, all necessary permits would be required to be in hand or issuance imminent in order to classify mineralized material as reserves under the SEC standards. Accordingly, mineral reserve estimates contained in this presentation may not qualify as “reserves” under SEC standards. In addition, this presentation uses the terms “indicated resources” and “inferred resources” to comply with the reporting standards in Canada. The Company advises United States investors that while those terms are recognized and required by Canadian regulations, the SEC does not recognize them. United States investors are cautioned not to assume that any part or all of the mineral deposits in these categories will ever be converted into mineral reserves. Further, “inferred resources” have a great amount of uncertainty as to their existence and as to whether they can be mined legally or economically. Therefore, United States investors are also cautioned not to assume that all or any part of the “inferred resources” exist. In accordance with Canadian securities laws, estimates of “inferred resources” cannot form the basis of feasibility or other economic studies. It cannot be assumed that all or any part of “indicated resources” or “inferred resources” will ever be upgraded to a higher category or are economically or legally mineable. In addition, disclosure of “contained ounces” is permitted disclosure under Canadian securities laws; however, the SEC only permits issuers to report mineralization as in place tonnage and grade without reference to unit measures. NI 43-101 also permits the inclusion of disclosure regarding the potential quantity and grade, expressed as ranges, of a target for further exploration provided that the disclosure (i) states with equal prominence that the potential quantity and grade is conceptual in nature, that there has been insufficient exploration to define a mineral resource and that it is uncertain if further exploration will result in the target being delineated as a mineral resources, and (ii) states the basis on which the disclosed potential quantity and grade has been determined. Disclosure regarding exploration potential has been included in this presentation. United States investors are cautioned that disclosure of such exploration potential is conceptual in nature by definition and there is no assurance that exploration will result in any category of NI 43-101 mineral resources being identified. 30
  • 31. Notes
  • 32. Tamara Brown Vice President, Investor Relations T 416 814 3168 info@primeromining.com Trading Symbols Common Shares TSX:P, NYSE:PPP, ASX:PPM Warrants TSX:P.WT PRIMERO MINING CORP. 20 Queen Street West, Suite 2301 Toronto, ON M5H 3R3 T 416 814 3160 F 416 814 3170 TF 877 619 3160 www.primeromining.com