INVESTOR PRESENTATION // JANUARY 2023

Non-GAAP Measures

This presentation of Pan American Silver Corp. and its subsidiaries (collectively, "Pan American", "Pan American Silver", the "Company", "we" or "our") refers to various non-GAAP measures, such as "AISC", "cash costs per ounce sold", "adjusted earnings" and "basic adjusted earnings per share", "total debt",

"capital", "operating margin", "free cash flow" and "working capital". These

measures do not have a standardized meaning prescribed by IFRS as an indicator of performance, and may differ from methods used by other companies. Silver segment Cash Costs and AISC are calculated net of credits for realized revenues from all metals other than silver, and are calculated per ounce of silver sold. Gold segment Cash Costs and AISC are calculated net of credits for realized silver revenues, and are calculated per ounce of gold sold. Consolidated Cash Costs and AISC are based on total silver ounces sold and are net of by-product credits from all metals other than silver.

Readers should refer to the "Alternative Performance (Non-GAAP)Measures" section of the Company's Management's Discussion and Analysis ("MD&A") for

the period ended December 31, 2021 and in our most recently filed MD&A for the period ended September 30, 2022, each of which are available at www.sedar.com and on our website at www.panamericansilver.com.

Reporting Currency and Financial Information

Unless we have specified otherwise, all references to dollar amounts or $ are to United States dollars.

Cautionary Note Regarding Forward Looking Statements and Information

Certain of the statements and information in this presentation constitute "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information", including "future-oriented financial information", within the meaning of applicable Canadian provincial securities laws. All statements, other than statements of historical fact, are forward-looking statements or information. Forward-looking statements, future-oriented financial information- or information in this presentation relate to, among other things: future financial or operational performance, including our estimated production of silver, gold and other metals forecasted for 2022, our estimated Cash Costs and AISC, and

our sustaining and project capital expenditures; the anticipated timing for metals production and sales, including the timing and amount of any future sales of inventory; estimated recoverable amounts of cash generating units; estimated mineral reserves and mineral resources; expectations with respect to mineral grades and the impact of any variations relative to actual grades experienced; future anticipated prices for gold, silver and other metals and assumed foreign exchange rates; the anticipated ability of Pan American and Agnico Eagle Mines Limited ("Agnico Eagle") to consummate the acquisition ("Transaction") of Yamana Gold Inc. ("Yamana"); the anticipated impact of the Transaction on the operations of Pan American; the projected pro forma financial and operational information of Pan American upon completion of the Transaction; receipt of regulatory approvals and stock exchange approvals to the Transaction; approval of the Transaction by Yamana and Pan American shareholders; the accretive nature of the Transaction to key financial and operating metrics of Pan American; thethe extent of, and success related to any future exploration or development programs, including with respect to the La Colorada skarn; whether Pan American is able to maintain a strong financial condition and have sufficient capital, or have access to capital through our corporate sustainability-linked credit facility or otherwise, to sustain our business and operations; and the ability of Pan American to successfully complete any capital projects, the expected economic or operational results derived from those projects, and the impacts of any such projects on Pan American; expectations that metallurgical, environmental, permitting, legal, title, taxation, socio-economic, political, marketing or other issues will not

materially affect estimates of mineral reserves and mineral resources; that Pan American will be successful with its cash flow priorities; and Pan American's

plans and expectations for its properties and operations.

Future-oriented financial information is being provided to demonstrate the potential financial performance of Pan American if the Transaction is completed and readers are cautioned that they should not place undue reliance on such future-oriented financial information. Forward-looking

statements, future-oriented financial information and information reflect Pan American's current views with respect to future events and are necessarily

based upon a number of assumptions that, while considered reasonable by Pan American, are inherently subject to significant operational, business, economic and regulatory uncertainties and contingencies. These assumptions include, but are not limited to: the ability of Pan American, Agnico Eagle and Yamana to obtain all necessary consents and approvals to complete the Transaction; the Transaction is completed in a timely manner; revenue, adjusted EBITDA, capital expenditures, commodities pricing and foreign exchange rates are as expected upon completion of the Transaction; the impact of inflationary pressures on our operations and business, particularly for diesel and certain consumables, as well as the impacts related to

2

disruptions in the supply chain; that the COVID-19 pandemic, or other pandemics, do not materially impact underlying assumptions used in estimating mineral reserves and mineral resources, such as prices, the costs and availability of necessary labour, energy, supplies, materials and services, and exchange rates, among other things; tonnage of ore to be mined and processed; future anticipated prices for gold, silver and other metals and assumed foreign exchange rates; the timing and impact of planned capital expenditure projects, including anticipated sustaining, project, and exploration expenditures; the ongoing impact and timing of the court-mandated ILO 169 consultation process in Guatemala; ore grades and recoveries; capital, decommissioning and reclamation estimates; our mineral reserve and mineral resource estimates and the assumptions upon which they are based; prices for energy inputs, labour, materials, supplies and services (including transportation); no labour-related disruptions at any of our operations; no unplanned delays or interruptions in scheduled production; all necessary permits, licenses and regulatory approvals for our operations are received in a timely manner; our ability to secure and maintain title and ownership to mineral properties and the surface rights necessary for our operations; and our ability to comply with environmental, health and safety laws. The foregoing list of assumptions is not exhaustive.

Pan American cautions the reader that forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements or information contained in this presentation and Pan American has made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation: the Transaction may not realize the anticipated benefits; Pan American and Yamana may not receive the necessary approvals and consents required to complete the Transaction in a timely manner or on satisfactory terms; the duration and effect of local and world-wide

C O N T I N U E D O N N E X T P A G E

C O N T I N U E D

NOT AN OFFER OR A SOLICITATION

regulations. The requirements of NI 43-101 for the identification of "reserves"

3

Inflationary pressures and the potential for economic recessions; the duration and effects of COVID-19, and any other pandemics on our operations and workforce, and the effects on global economies and society; fluctuations in silver, gold and base metal prices; fluctuations in prices for energy inputs, labour, materials, supplies and services (including transportation); fluctuations in currency markets (such as the PEN, MXN, ARS, BOB, GTQ, CLP, BRL and CAD versus the USD); operational risks and hazards inherent with the business of mining (including environmental accidents and hazards, industrial accidents, equipment breakdown, unusual or unexpected geological or structural formations, cave-ins, flooding and severe weather); risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom Pan American Silver does business; inadequate insurance, or inability to obtain insurance, to cover these risks and hazards; employee relations; relationships with, and claims by, local communities and indigenous populations; our ability to obtain all necessary permits, licenses and regulatory approvals in a timely manner; changes in laws, regulations and government practices in the jurisdictions where we operate, including environmental, export and import laws and regulations; changes in national and local government, legislation, taxation, controls or regulations and political, legal or economic developments in Canada, the United States, Mexico, Peru, Argentina, Bolivia, Guatemala, Brazil, Chile or other countries where Pan American Silver may carry on business, including risks relating to expropriation and risks relating to the constitutional court-mandated ILO 169 consultation process in Guatemala; diminishing quantities or grades of mineral reserves as properties are mined; increased competition in the mining industry for equipment and qualified personnel; the ability of Pan American to continue with its operations, or to successfully maintain our operations on care and

maintenance, should the situation related to COVID-19 not be as anticipated; and those factors identified under the caption "Risks Related to Pan

American's Business" in Pan American Silver's most recent form 40-F and Annual Information Form filed with the United States Securities and Exchange Commission and Canadian provincial securities regulatory authorities, respectively. Although Pan American 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. Investors are cautioned against undue reliance on forward-looking statements or information. Forward-looking statements and information are designed to help readers understand management's current views of our near and longer term prospects and may not be appropriate for other purposes. Pan American does not intend, nor does it assume any obligation to update or revise forward-looking statements or information, whether as a result of new information, changes in assumptions, future events or otherwise, except to the extent required by applicable law.

THIS PRESENTATION DOES NOT CONSTITUTE (AND MAY NOT BE CONSTRUED TO BE) A SOLICITATION OR OFFER BY PAN AMERICAN OR ANY OF OUR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES OR AGENTS TO BUY OR SELL ANY SECURITIES OF ANY PERSON IN ANY JURISDICTION, OR A SOLICITATION OF A PROXY OF ANY SECURITYHOLDER OF ANY PERSON IN ANY JURISDICTION, IN EACH CASE, WITHIN THE MEANING OF APPLICABLE LAWS.

Technical Information

Scientific and technical information contained in this presentation with respect to Pan American Silver Corp. has been reviewed and approved by Martin Wafforn, P.Eng., SVP Technical Services and Process Optimization, and Chris

Emerson, FAusIMM, VP Business Development and Geology, who are Pan American's qualified persons for the purposes of Canadian National

Instrument 43-101("NI 43-101"). Mineral reserves in this presentation were prepared under the supervision of, or were reviewed by, Martin Wafforn and Chris Emerson.

See Pan American's Annual Information Form dated February 23, 2022, available at www.sedar.com for further information on Pan American's

material mineral properties as at December 31, 2021, including information concerning associated QA/QC and data verification matters, the key assumptions, parameters and methods used by the Pan American to estimate mineral reserves and mineral resources, and for a detailed description of

known legal, political, environmental, and other risks that could materially affect Pan American's business and the potential development of Pan American's mineral reserves and resources.

Cautionary Note to U.S. Investors Concerning Estimates of Mineral Reserves and Resources

Unless otherwise indicated, all mineral 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 system. 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. Canadian standards, including NI 43-101, differ significantly from the requirements of the United States Securities and Exchange Commission (the "SEC"), and mineral reserve and resource information included herein may not be comparable to similar information disclosed by U.S. companies. In

particular, and without limiting the generality of the foregoing, this presentation uses the terms "measured mineral resources," "indicated mineral resources" and "inferred mineral resources" as defined under Canadian

are also not the same as those of the SEC, and mineral reserves reported by Pan American in compliance with NI 43-101 may not qualify as "mineral reserves" under SEC standards. In addition, disclosure of "contained ounces" in

a mineral resource is permitted disclosure under Canadian regulations. Accordingly, information concerning mineral deposits set forth in this presentation may not be comparable with information made public by companies that report in accordance with U.S. standards.

The SEC has adopted amendments to its disclosure rules to modernize the mineral property disclosure requirements for issuers whose securities are registered with the SEC under the U.S. Securities Exchange Act of 1934, as

amended. These amendments became effective February 25, 2019 (the "SEC Modernization Rules") with compliance required for the first fiscal year

beginning on or after January 1, 2021. Under the SEC Modernization Rules, the historical property disclosure requirements for mining registrants included in Industry Guide 7 under the U.S. Securities Act of 1933, as amended, were rescinded and replaced with disclosure requirements in subpart 1300 of SEC

Regulation S-K. As a result of the adoption of the SEC Modernization Rules, the SEC now recognizes estimates of "measured mineral resources", "indicated mineral resources" and "inferred mineral resources." In addition, the SEC has amended its definitions of "proven mineral reserves" and "probable mineral reserves" to be substantially similar to the corresponding standards under NI 43-101. While the above terms are "substantially similar" to the standards

under NI 43-101, there are differences in the definitions under the SEC Modernization Rules. As a foreign private issuer that is eligible to file reports

with the SEC pursuant to the multi-jurisdictional disclosure system (the "MJDS"), Pan American is not required to provide disclosure on its mineral

properties under the SEC Modernization Rules and will continue to provide

disclosure under NI 43-101. Accordingly, there is no assurance any mineral reserves or mineral resources that Pan American may report as "proven mineral reserves", "probable mineral reserves", "measured mineral resources", "indicated mineral resources" and "inferred mineral resources"

under NI 43-101 would be the same had Pan American prepared the mineral reserve or resource estimates under the standards adopted under the SEC Modernization Rules. If Pan American ceases to be a foreign private issuer or loses its eligibility to file its annual report on Form 40-F pursuant to the MJDS, then Pan American will be subject to the SEC Modernization Rules, which differ from the requirements of NI 43-101.

4

  • Annual silver and gold production in line with guidance

Silver Production

Gold Production

(thousand ounces)

(thousand ounces)

Q4 2022

FY 2022

Q4 2022

FY 2022

La Colorada

1,339

5,927

0.7

3.3

Huaron

1,025

3,660

0.2

0.9

Morococha(2)

--

324

--

0.1

San Vicente(3)

703

2,526

--

0.1

Manantial Espejo

1,010

3,463

8.9

26.6

Dolores

591

2,242

34.6

136.9

Shahuindo

77

260

49.7

151.4

La Arena

14

38

36.2

98.5

Timmins

4

15

34.0

134.6

Total(4)

4,763

18,455

164.4

552.5

  1. Figures are preliminary and subject to final adjustment. The final figures will be provided in Pan American's financial results for Q4 2022 and FY 2022.
  2. Morococha data represents Pan American's 92.3% interest in the mine's production. Morococha was placed on care and maintenance in February 2022.
  3. San Vicente data represents Pan American's 95.0% interest in the mine's production.
  4. Totals may not add due to rounding.

5

  • Total consideration of US$4.8 billion or US$5.02 per Yamana share (as of Nov. 4, 2022 announcement of binding proposal)
  • Comprised of US$1.0 billion in cash funded by Agnico Eagle, ~36.1 million Agnico Eagle shares and up to ~156.9 million Pan American shares
  • Pan American is the purchaser of the Yamana shares; contemporaneously with closing, Yamana will transfer its interests in its Canadian assets to Agnico Eagle
  • Pan American to retain all of Yamana's LATAM mines and properties as well as any remaining assets and liabilities
    (including cash and debt)
  • Pan American shareholder approval: majority (50% + 1 threshold) of the votes cast
  • Yamana shareholder approval: two-thirds (66 2/3% threshold) of the votes cast
  • Other: TSX, Ontario Superior Court of Justice and applicable Canadian and foreign competition approvals
  • Not subject to any financing or additional due diligence conditions
  • Break fee of $250M payable by Yamana and a US$375M reverse break fee payable by Pan American
  • Three independent Yamana directors are expected to join the Pan American board
  • Pan American will work cooperatively with Yamana to integrate Yamana management into Pan American's management team
  • Pan American and Yamana shareholder meetings to approve transaction on January 31, 2023
  • Transaction expected to close in Q1 2023

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Pan American Silver Corporation published this content on 18 January 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 January 2023 13:29:05 UTC.