Foran Mining : Earnings Document

ANNUAL INFORMATION FORM

FOR THE FINANCIAL YEAR ENDED DECEMBER 31, 2023

DATED: MARCH 21, 2024

Unless otherwise indicated, all information in this Annual Information Form is presented as at and for the

financial year ended December 31, 2023

Foran Mining Corporation

Suite 904, 409 Granville Street

Vancouver, British Columbia

Canada V6C 1T2

Telephone: [phone]

Website:www.foranmining.com

	TABLE OF CONTENTS
1	INTERPRETATION	3
	DEFINITIONS	3
	GLOSSARY OFTECHNICALTERMS	6
2	GENERAL MATTERS	8
3 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS	8
	4 CAUTIONARY NOTE TO UNITED STATES INVESTORS CONCERNING ESTIMATES OF
MEASURED, INDICATED AND INFERRED MINERAL RESOURCES	11
5 SCIENTIFIC AND TECHNICAL INFORMATION	12
6	CORPORATE STRUCTURE	12
	NAME, ADDRESS AND INCORPORATION	12
	INTERCORPORATE RELATIONSHIPS	12
7 GENERAL DEVELOPMENT OF THE BUSINESS	12
	THREE YEAR HISTORY	13
	SIGNIFICANT ACQUISITIONS	19
8 DESCRIPTION OF THE BUSINESS	19
	GENERAL	19
	RISK FACTORS	23
	ASSET-BACKED SECURITIES	37
	MINERAL PROJECTS	37
9	DIVIDENDS	61
10	DESCRIPTION OF CAPITAL STRUCTURE	61
11	MARKET FOR SECURITIES	63
	TRADING PRICE AND VOLUME	63
	PRIOR SALES	64
12	ESCROWED SECURITIES	65
13	DIRECTORS AND OFFICERS	65
	NAME, OCCUPATION AND SECURITY HOLDING	65
	CEASE TRADE ORDERS, BANKRUPTCIES, PENALTIES OR SANCTIONS	67
	CONFLICTS OF INTEREST	68
	AUDIT & RISK COMMITTEE	68
14	PROMOTER	69
15	LEGAL PROCEEDINGS AND REGULATORY ACTIONS	69
16	INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS	70
14	TRANSFER AGENTS AND REGISTRARS	70
15	MATERIAL CONTRACTS	70
16	INTERESTS OF EXPERTS	70
	NAMES OF EXPERTS	70
20	ADDITIONAL INFORMATION	71
SCHEDULE "A" - AUDIT & RISK COMMITTEE CHARTER	73
	- 2 -

1 INTERPRETATION

Definitions

In this Annual Information Form the following abbreviations and terms have the meanings set out below:

"2019 Resource Estimate" means the "Technical Report for the 2019 Mineral Resource Estimate on the McIlvenna Bay Project, Saskatchewan Canada" prepared by Micon with an effective date of May 7, 2019 and a report date of July 10, 2019.

"2020 Pre-FeasibilityStudy" means the "NI 43-101 Technical Report, Pre-Feasibility Study for the McIlvenna Bay Project, Saskatchewan, Canada" prepared by AGP Mining Consultants Inc. with an effective date of March 12, 2020 and report date of April 27, 2020.

"2021 Mineral Resource Estimate" means the "Technical Report for the 2021 Mineral Resource Estimate on the McIlvenna Bay Project Saskatchewan, Canada" prepared by Micon, with an effective date of September 6, 2021 and report date of November 25, 2021, as amended and restated on January 31, 2022.

"2022 Feasibility Study" means the "Technical Report on the Feasibility Study for the McIlvenna Bay Project, Saskatchewan Canada", with an effective date of February 28, 2022 and report date of April 14, 2022, prepared by Stantec Consulting Ltd. (Stantec), Halyard, Micon International Ltd (Micon), Blue Coast Research (Blue Coast), Canada North Environmental Services (CanNorth), Knight Piésold and RockEng as the technical report contributors.

"A&R Committee" means the Audit & Risk Committee of the Company.

"AIF" means this Annual Information Form.

"BCBCA" has the meaning ascribed to that term under the heading "Corporate Structure - Name, Address and Incorporation".

"Bigstone Deposit" means the Company's 100% owned base metal deposit situated within the Company's Bigstone Property and subject of the Bigstone Technical Report.

"Bigstone Property" means the Company's 100% owned property located in east-central Saskatchewan, approximately 85 km west of Flin Flon, Manitoba by road, consisting of 22 mineral dispositions and covering an area of approximately 24,578 hectares.

"Bigstone Technical Report" means the "Technical Report on the Bigstone Project, East Central Saskatchewan, Canada," prepared by Roscoe Postle Associates Inc., now part of SLR Consulting Limited, with an effective date of November 30, 2020 and report date of January 21, 2021, as amended and restated on February 1, 2022.

"Bridge Zone" means the zone between the Tesla Zone and the McIlvenna Bay Deposit.

"Cameco" means Cameco Corp.

"Canmet" means Canada Centre for Mineral and Energy Technology.

"CanNorth" means Canada North Environmental Services.

"CEO" means Chief Executive Officer.

"CFO" means Chief Financial Officer.

"Change of Control" has the meaning ascribed to that term under the heading "Description of Share Capital - Non-VotingShares".

- 3 -

"CIM" means Canadian Institute of Mining, Metallurgy and Petroleum.

"CIM Definition Standards" means CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended.

"Commission" means Securities and Exchange Commission of the United States of America.

"Common Shares" means common shares in the capital of the Company.

"Company" or "Foran" means Foran Mining Corporation.

"Conversion Right" means the right of a Member to convert their Non-Voting Shares into Common Shares.

"CSZ" means the Copper Stockwork Zone.

"December 2023 Offerings" has the meaning ascribed to that term under the heading "General Development of the Business - Three Year History - Year Ended December 31, 2023."

"Denare West Option" has the meaning ascribed to that term under the heading "Other Projects".

"DSU" means deferred share units issued under the Company's LTIP.

"Equipment Finance Facility" means the strategic equipment finance arrangement for draws up to $67 million with Sandvik Financial Service for the costs associated with the initial battery vehicle mining fleet, charging stations and batteries.

"ESTMA" means the Extractive Sector Transparency Measures Act (Canada).

"Fairfax" means Fairfax Financial Holdings Ltd. and its subsidiaries.

"Fairfax Financing" has the meaning ascribed to that term under the heading "General Development of the Business - Three Year History - Year Ended December 31, 2021."

"Fairfax Warrant" has the meaning ascribed to that term under the heading "General Development of the Business - Three Year History - Year Ended December 31, 2021."

"FFGB" means Flin Flon Greenstone Belt.

"FS" means Feasibility Study.

"G&A costs" means general and administrative costs.

"Glencore" means Glencore Canada Corporation.

"ha" means hectares.

"Hooke Target" means the mineralization zone located approximately 5km north of the Bigstone Deposit.

"Last Financial Year" means the Company's financial year ended December 31, 2022.

"LTIP" means the Company's long-term incentive plan, as may be amended from time to time.

"March 2023 Offering" has the meaning ascribed to that term under the heading "General Development of the Business - Three Year History - Year Ended December 31, 2023."

"Marconi Prospect" means the mineralization zone located approximately 500km east of the Bigstone

- 4 -

Deposit.

"MBO" means McIlvenna Bay Operating Ltd., a wholly owned subsidiary of the Company.

"MD&A" means the Company's Management's Discussion & Analysis for the year ended December 31, 2023.

"Member" means any holder of Non-Voting Shares, except for Fairfax.

"Micon" means Micon International Limited.

"McIlvenna Bay Deposit" means the Company's 100% owned base metal deposit situated within the McIlvenna Bay Property and subject of the 2021 Mineral Resource Estimate and the 2022 Feasibility Study.

"McIlvenna Bay Property" means the Company's 100% interest in the McIlvenna Bay property, which consists of 44 claims, covers 29,418 hectares and is located in east-central Saskatchewan.

"McIlvenna Bay Project" means the infrastructure and works related to pre-development and advanced exploration activities of the McIlvenna Bay Deposit.

"Net Tonnage Royalty" means the net tonnage royalty held by Voyageur Mineral Explorers Corp. pertaining to certain of the claims that make up the McIlvenna Bay Property.

"NI 43-101"means National Instrument 43-101- Standards of Disclosure for Mineral Projects. "NI 51-102"means National Instrument 51-102- Continuous Disclosure Obligations.

"NI 52-110" means National Instrument 52-110 - Audit Committees.

"Non-VotingShares" means non-voting shares in the capital of the Company.

"PBCN" means Peter Ballantyne Cree Nation.

"Preference Shares" means preference shares in the capital of the Company.

"Qualified Person" or "QP" means an individual who is (a) an engineer or geoscientist with at least five years of experience in mineral exploration, mine development or operation or mineral project assessment, or any combination of these; (b) has experience relevant to the subject matter of the mineral project and the technical report; and (c) is in good standing with a professional association, as defined in NI 43-101.

"ROM" means run of mine.

"RPA" means Roscoe Postle Associates Inc, now part of SLR Consulting Ltd.

"RSU" means restricted share units issued under the Company's LTIP.

"SEC Modernization Rules" means the mining disclosure rules under 5 subpart 1300 of Regulation S-K of the United States Securities Act of 1933, as amended.

"SEDAR+" means the System for Electronic Document Analysis and Retrieval, accessible through the internet at www.sedarplus.ca.

"Senior Credit Facility" means the US$150 million senior secured project credit facility made available pursuant to the credit agreement dated December 20, 2022 among MBO, as borrower, Foran, as guarantor, Sprott Resource Lending Corp., as Lead Arranger, and Sprott Private Resource Lending III (Collector-1), LP, as lender.

"Shares" means collectively, the Non-Voting Shares and Common Shares.

- 5 -

"SKBCA" has the meaning ascribed to that term under the heading "Corporate Structure - Name, Address and Incorporation".

"SLR" means SLR Consulting Ltd.

"Tesla Zone" means the mineralization zone adjacent to and approximately 300 metres north of the McIlvenna Bay Deposit.

"TSX-V" means the TSX Venture Exchange.

"TSX" means the Toronto Stock Exchange.

"VHMS" has the meaning ascribed to that term under the heading "General Development of the Business."

"Western Nuclear" means Western Nuclear Mines Ltd.

"Z2" means Zone 2 Massive Sulphides.

Glossary of Technical Terms

ADEX	Advance Development and Exploration Program
Ag	Silver
ALS	ALS Group
Au	Gold
Base Metallurgical	Base Metallurgical Laboratories Ltd.
or BML
BEV	Battery Electric Vehicle
BHEM	Borehole Electromagnetic Surveys
BHP	Billiton Metals Canada Inc.
BLE	Bluetooth Low Efficiency
Blb	Billion pounds
BP	Boreal Plain
CM	Construction Management
CR	Crown Reserve
CSZ	Copper Stockwork Zone
Cu	Copper
CuEq	Copper Equivalent
Development	The preparation of a known commercially mineable deposit for mining
EM	Electromagnetic
FA	Fire Assay
FFGB	Flin Flon Greenstone Belt
FS	Feasibility Study
FW	Copper Stockwork Footwall Zone
g	Gram
G&A	General and Administration
Ga	Billion years ago
grams/tonne or g/t	Grams per metric tonne; 31.103 grams equals one troy ounce
ha	Hectare; an area of land equivalent to 10,000 square metres
Indicated Mineral	That part of a Mineral Resource for which quantity, grade or quality, densities,
Resource(1)	shape and physical characteristics can be estimated with 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 reasonably assumed.
	- 6 -

Inferred Mineral	That part of a Mineral Resource for which quantity and grade or quality can be
Resource(1)	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, workings and drill holes.
IRR	Internal Rate of Return
Kg	Kilogram
km	Kilometre; 1,000 metres
km2	Square Kilometre
kWh	Kilowatt hour
L3	Lens 3
lbs	pounds
LHD	Load-Haul-Dump
LNG	Liquified Natural Gas
LOM	Life of mine
m	metre
mag	magnetic gradiometer
MBS	Sodium Metabisulfite
Measured Mineral	That part of a Mineral Resource for which quantity, grade or quality, densities,
Resource: (1)	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.
Mineral Resource	A concentration or occurrence of diamonds, natural solid inorganic material, or
	natural solid fossilized organic material including base and precious metals, coal,
	and industrial minerals in or on the Earth's crust in such form and quantity and of
	such a grade or quality that it has reasonable prospects for economic extraction.
	The location, quantity, grade, geological characteristics and continuity of a Mineral
	Resource are known, estimated or interpreted from specific geological evidence
	and knowledge. Mineral Resources are sub-divided, in order of increasing
	geological confidence, into Inferred, Indicated and Measured categories.
Mineralized	Mineral bearing; the metallic minerals may have been either a part of the original
	rock unit or injected at a later time.
Modifying Factors	Modifying Factors are considerations used to convert Mineral Resources to Mineral
	Reserves. These include, but are not restricted to, mining, processing,
	metallurgical, infrastructure, economic, marketing, legal, environmental, social and
	governmental factors.
MS	Massive Sulphide
MSZ2	Massive Sulphide Zone 2
Mt	Million tonnes
NPV	Net Present Value
NPVx%	Net present value at a certain specified discount rate
NSR or Net	Gross sales proceeds received from the sale of production obtained from a
Smelter Return	property, less the costs of insurance, smelting, refining (if applicable) and the cost
	of transportation of production from the mine or mill to the point of sale.
NTS	Canadian National Topographic System
Ore	A metal or mineral or a combination of these of sufficient value as to quality and
	quantity to enable it to be mined and processed at a profit.
oz/t	Troy ounces of metal per Imperial ton of material. One oz/T is equivalent to 31.103
	grams per ton.
Pb	Lead
PFS	Prefeasibility Study
Probable Mineral	A Probable Mineral Reserve is the economically mineable part of an Indicated, and
Reserves (1)	in some circumstances, a Measured Mineral Resource. The confidence in the
	- 7 -

	Modifying Factors applying to a Probable Mineral Reserve is lower than that
	applying to a Proven Mineral Reserve.
Proven Mineral	A Proven Mineral Reserve is the economically mineable part of a Measured Mineral
Reserves (1)	Resource. A Proven Mineral Reserve implies a high degree of confidence in the
	Modifying Factors.
Reserves	Combined Proven and Probable Mineral Reserves (1)
SAG	Semi-Autogenous Grinding
SZ	Stringer Zone
t	Tonne
TEM	Time-Domain EM
tpd	Tonnes per day
TSF	Tailings Storage Facility
UG	Underground
US$/lb	United States dollars per pound
US$/oz	United States dollars per ounce
UWZ	Upper West Zone / Upper West Massive Sulphide
VHMS	Volcanogenic Hosted Massive Sulphide
VTEM	Versatile Time-Domain Electromagnetic
VTEMplus	Versatile Time-Domain Electromagnetic
Yr	year
Zn	Zinc
ZnEq	Zinc Equivalent
$/t	Dollars Canadian per tonne
%	Percent

(1)The definitions of Proven and Probable Mineral Reserves, and Measured, Indicated and Inferred Mineral Resources are set forth in NI 43-101 which contains the parameters of disclosure for issuers engaged in significant mining operations. A reader in the United States should be aware that the definition standards enunciated in NI 43-101 differ in certain respects from those set forth in SEC Industry Guide 7.

2 GENERAL MATTERS

The information contained in this Annual Information Form, unless otherwise indicated, is given as of December 31, 2023, with specific updates post-financial year end where specifically indicated.

All capitalized terms used in this Annual Information Form and not defined herein have the meaning ascribed in the "Interpretation" section or elsewhere in this Annual Information Form. Unless the context otherwise requires, references to "we", "us", "our" or similar terms, as well as references to "Foran" or the "Company", refer to Foran together, where context requires, with its subsidiary. References to "AIF" or "Annual Information Form" refer to this Annual Information Form unless stated otherwise.

All currency amounts in this AIF are expressed in Canadian dollars, unless otherwise indicated. References to "$" are to Canadian dollars and references to "US$" are to United States dollars.

3 CAUTIONARY NOTE REGARDING FORWARD-LOOKINGSTATEMENTS

This AIF contains certain forward-looking information and forward-looking statements, as defined under applicable securities laws (collectively referred to herein as "forward-lookingstatements"). These statements concern Foran Mining Corporation's (the "Company" or "Foran") anticipated results and developments in the Company's operations in future periods, planned exploration and development of its properties, planned expenditures and plans related to its business and other matters that may occur in the future and reflect management's expectations and assumptions as of the date hereof or as of the date of such forward-looking statement. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements to be materially different from any of its future results, performance or achievements expressed or implied by forward-looking statements.

- 8 -

All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "continues", "forecasts", "projects", "predicts", "intends", "anticipates" or "believes", or variations of, or the negatives of, such words and phrases, or state that certain actions, events or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those anticipated in such forward-looking statements. The forward-looking statements in this AIF speak only as of the date of this AIF or as of the date specified in such statement. Forward looking statements in this AIF include, but are not limited to, statements regarding our objectives and our strategies to achieve such objectives; our beliefs, plans, estimates, projections and intentions, and similar statements concerning anticipated future events; as well as specific statements in respect of the projections and expectations contained in the Company's NI 43-101 technical reports, including the 2022 Feasibility Study, 2021 Mineral Resource Estimate, Bigstone Technical Report and other technical reports; the Company's intention to explore and advance mineral properties; our intention to focus on the McIlvenna Bay Deposit and conduct regional exploration of other targets, including the Bigstone Deposit, Tesla Zone and Bridge Zone and the potential expansion of the Tesla Zone and Bridge Zone; our 2024 budget for an exploration program of up to 48,700 metres of drilling; our plans to complete approximately 3,150 metres of development during 2024; our expectation that there is potential to increase the resources of the Bigstone Deposit with additional drilling; our plans to continue our advanced exploration decline program and early works at the McIlvenna Bay Project; the expected use of funds from our financings and credit facilities; our potential issuance of securities, and the amount and number of securities to be issued, under the Company's base shelf prospectus; our ability and intention to reach a construction decision; the expected transition of site operations at the McIlvenna Bay Project from a surface prep and exploration decline permit to a construction permit later in 2024; our near-term goal to continue de-risking the McIlvenna Bay Project; our intention to invest in exploration activities to unlock untapped value within our properties; our commitment to create value for stakeholders, support local communities, provide safe employment, ensure diversity and equality, protect biodiversity, and limit our contribution to climate change; our ability to enter into offtake agreements from time to time in respect of any production that we may have in the future; our policy goals and commitments; our expectation that our exploration and development activities at the McIlvenna Bay Property and nearby properties will continue to account for the majority of our operations in 2024; we may use certain financial instruments to manage risks associated with copper, zinc, and other metal prices and interest rates; our intention to continue to collaborate with SaskPower to establish a construction agreement in respect of a transmission line; our prioritization of certain mineral properties over others and our expectation that certain of our properties may host significant precious and base metal VHMS occurrences; our exercise of the Denare West Option; our dividend policy; the future price of commodities; the estimation of mineral resources and reserves and the potential to increase same; the realization of mineral resource and reserve estimates, including mineral reserve and mineral resource estimates, grades and sensitivity to metal prices; the availability of financing sources to continue to explore and advance the McIlvenna Bay Project; the future price and supply and demand of metals, especially copper and zinc; the potential to upgrade inferred mineral resources to indicated mineral resources, the timing and amount of estimated future production; our capital expenditure plans; costs and timing of exploration and development activities; timing of completion of exploration programs; and the success of exploration and development activities.

Inherent in forward-looking statements are known and unknown risks, estimates, assumptions, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements contained in this AIF. These risk factors include management's belief or expectations relating to the following and, in certain cases, management's response with regard to the following: the Company's reliance on the McIlvenna Bay Property; the Company has a history of losses and may not be able to generate sufficient revenue to be profitable or to generate positive cash flow on a sustained basis; the Company is exposed to risks related to mineral resources exploration and development; failure to comply with covenants under the Senior Credit Facility or the Equipment Finance Facility may have a material adverse impact on the Company's operations and financial condition; the Company may require additional financing and future share issuances may adversely impact share prices; the Company has no history of mineral production; the Company is subject to government regulation and failure to comply could have an adverse effect on the Company's operations; the Company may be involved

- 9 -

in legal proceedings which may have a material adverse impact on the Company's operations and financial condition; interest rates risk; market and liquidity risk; the Company's operations are subject to extensive environmental, health and safety regulations; mining operations involve hazards and risks; the Company may not be able to acquire or maintain satisfactory mining title rights to its property interests; indigenous peoples' title claims may adversely affect the Company's ability to pursue exploration, development and mining on the Company's mineral properties; the Company may be unable to obtain adequate insurance to cover risks; activities of the Company may be impacted by health crises; the Company's business may be impacted by international conflict; the Company's operations require the acquisition and maintenance of permits and licenses, and strict regulatory requirements must be adhered to; mineral resource and mineral reserve estimates are based on interpretations and assumptions that may not be accurate; uncertainties and risks relating to the 2022 Feasibility Study; the current global financial conditions are volatile and may impact the Company in various manners; metals prices are subject to wide fluctuations; the Company may be involved in disputes related to its contractual interests in certain properties; the mining industry is highly competitive; the Company's success is largely dependent on management; the Company has a limited history of operations; loss of key personnel could materially affect the Company's operations and financial condition; exercise of outstanding stock options, RSUs and DSUs may be dilutive; price volatility of publicly traded securities may affect the market price of the Common Shares; the Company's operations may be adversely impacted by the effects of climate change and climate change regulation; risks related to wildfires and other extreme weather events; security breaches of the Company's information systems could adversely affect the Company; inadequate infrastructure may affect the Company's operations; the Company's future success depends on its relationships with the communities in which it operates; reputational damage could adversely affect the Company's operations and profitability; risks related to surface rights; the Company may be subject to production risks; the Company has incurred substantial losses and may never be profitable; financial instrument risk; the Company may not be able to complete acquisitions it pursues and any completed acquisitions or business arrangements may ultimately not benefit its business; the Company has no history of paying dividends; the Company may be subject to potential conflicts of interest with its directors and/or officers; any enforcement proceedings under Canada's Extractive Sector Transparency Measures Act against the Company could adversely affect the Company; and the additional risks identified in our filings with Canadian securities regulators on SEDAR+ in Canada (available at www.sedarplus.ca). Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended.

The forward-looking statements contained in this AIF reflect the Company's current views with respect to future events and are necessarily based upon a number of assumptions that, while considered reasonable by the Company, are inherently subject to significant operational, business, economic and regulatory uncertainties and contingencies. These assumptions include: the accuracy of mineral reserve and resource estimates and the assumptions upon which they are based, including geotechnical and metallurgical characteristics of rocks confirming to sampled results and metallurgical performance; tonnage of ore to be mined and processed; ore grades and recoveries; assumptions and discount rates being appropriately applied to the technical studies; success of the Company's projects, including the McIlvenna Bay Project; prices for zinc, copper, gold and silver remaining as estimated; currency exchange rates remaining as estimated; availability of funds for the Company's projects; capital decommissioning and reclamation estimates; prices for energy inputs, labour, materials, supplies and services (including transportation); availability of equipment; sustained labour stability with no labour-related disruptions; that infrastructure anticipated to be developed, operated or made available by third parties will be developed, operated or made available as currently anticipated; no unplanned delays or interruptions in scheduled construction and production; all necessary permits, licenses and regulatory approvals are received in a timely manner; and the ability to comply with environmental, health and safety laws. The foregoing list of assumptions is not exhaustive.

Please also refer to the "Risk Factors" section in this AIF. Readers are cautioned against undue reliance on forward-looking statements and should note that the assumptions and risk factors discussed under this "Cautionary Note Regarding Forward-Looking Statements" section and the "Risk Factors" section in this AIF do not contain an exhaustive list of the factors or assumptions that may affect the forward-looking statements, and that the assumptions underlying such statements may prove to be incorrect. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this AIF.

- 10 -