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ANNUAL INFORMATION FORM ENDEAVOUR MINING CORPORATION

ANNUAL INFORMATION FORM ENDEAVOUR MINING CORPORATION

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<strong>ANNUAL</strong> <strong>IN<strong>FORM</strong>ATION</strong> <strong>FORM</strong><br />

for the financial year ended December 31, 2012<br />

April 2, 2013<br />

<strong>ENDEAVOUR</strong> <strong>MINING</strong> <strong>CORPORATION</strong><br />

Regatta Office Park<br />

Windward 3, Suite 240, PO Box 1793<br />

West Bay Road, Grand Cayman KY1-1109<br />

Cayman Islands


TABLE OF CONTENTS<br />

PRELIMINARY NOTES AND CAUTIONARY STATEMENT ........................................................................................... 1<br />

CORPORATE STRUCTURE ....................................................................................................................................... 2<br />

Name, Address and Incorporation of the Corporation ............................................................................................ 2<br />

Intercorporate Relationships ................................................................................................................................... 3<br />

GENERAL DEVELOPMENT OF THE BUSINESS OF THE <strong>CORPORATION</strong> ...................................................................... 4<br />

Background and History ........................................................................................................................................... 4<br />

Gold Strategy Evolution ........................................................................................................................................... 4<br />

Agbaou Mine Construction ................................................................................................................................... 4<br />

Avion Acquisition ................................................................................................................................................... 4<br />

Adamus Acquisition............................................................................................................................................... 5<br />

Etruscan Acquisition .............................................................................................................................................. 6<br />

Crew Transaction .................................................................................................................................................. 6<br />

Financings ................................................................................................................................................................ 6<br />

Divestiture of Non-Core Assets ................................................................................................................................ 7<br />

Exclusive Agreement with Fiore Financial Corporation ........................................................................................... 7<br />

Endeavour Capital .................................................................................................................................................... 7<br />

Strategic Advisory Board .......................................................................................................................................... 7<br />

Other Aspects of the Business ................................................................................................................................. 8<br />

MINERAL PROPERTIES OF THE <strong>CORPORATION</strong> ....................................................................................................... 9<br />

Nzema Gold Mine, Ghana, West Africa ................................................................................................................. 12<br />

Youga Gold Mine, Burkina Faso, West Africa ......................................................................................................... 27<br />

Tabakoto Gold Mine, Mali, West Africa ................................................................................................................. 31<br />

Agbaou Gold Project, Côte d’Ivoire, West Africa ................................................................................................... 48<br />

Houndé Gold Project, Mali, West Africa ................................................................................................................ 68<br />

Other Properties .................................................................................................................................................... 80<br />

RISK FACTORS ...................................................................................................................................................... 82<br />

DIVIDENDS AND DISTRIBUTIONS ......................................................................................................................... 92<br />

DESCRIPTION OF CAPITAL STRUCTURE OF ISSUER ............................................................................................... 92<br />

MARKET FOR SECURITIES ..................................................................................................................................... 93<br />

DIRECTORS AND OFFICERS ................................................................................................................................... 94<br />

AUDIT COMMITTEE .............................................................................................................................................. 97<br />

LEGAL PROCEEDINGS ........................................................................................................................................... 99<br />

INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS ......................................................... 100<br />

TRANSFER AGENT AND REGISTRAR .................................................................................................................... 100<br />

MATERIAL CONTRACTS ...................................................................................................................................... 100<br />

INTERESTS OF EXPERTS ...................................................................................................................................... 100<br />

ADDITIONAL <strong>IN<strong>FORM</strong>ATION</strong> .............................................................................................................................. 101<br />

APPENDIX “A” – Audit Committee Charter ......................................................................................................... A-1<br />

i


Date of Information<br />

PRELIMINARY NOTES AND CAUTIONARY STATEMENT<br />

In this Annual Information Form (the “AIF”), information is given as at December 31, 2012, unless stated<br />

otherwise.<br />

Except as otherwise required by the context, reference to “Endeavour” or the “Corporation” in this AIF<br />

means, collectively, Endeavour Mining Corporation and its subsidiaries.<br />

Currency and Exchange Rates<br />

All currency references in this AIF are in United States dollars unless otherwise indicated. Reference to<br />

“Canadian dollars” or the use of the symbol “C$” refers to Canadian dollars. The noon rate of exchange<br />

reported by the Bank of Canada for the conversion of Canadian dollars into United States dollars on April<br />

1, 2013 was $1.00 = C$1.0167 (C$1.00 = $0.9836).<br />

Conversion Table and Technical Abbreviations<br />

Amounts in this AIF are generally in metric units. Conversion rates from Imperial measure to metric and<br />

from metric to Imperial are provided below.<br />

Imperial Measure = Metric Unit Metric Measure = Imperial Unit<br />

2.47 acres 1 hectare 0.4047 hectares 1 acre<br />

3.28 feet 1 metre 0.3048 meters 1 foot<br />

0.62 miles 1 kilometer 1.609 kilometers 1 mile<br />

35.315 cubic feet 1 cubic metre 0.0283 cubic meters 1 cubic foot<br />

0.032 ounces (troy) 1 gram 31.103 grams 1 ounce (troy)<br />

1.102 tons (short) 1 tonne 0.907 tonnes 1 ton<br />

0.029 ounces<br />

1 gram/tonne 34.28 grams/tonne 1 ounce<br />

(troy/ton)<br />

(troy/ton)<br />

All ounces are troy ounces. 14.58 troy ounces equal one pound (containing 16 imperial ounces).<br />

Unless otherwise defined, abbreviations used in this AIF have the following meanings:<br />

Au Gold oz troy ounce<br />

CFA French West African<br />

currency (CFA franc)<br />

g<br />

1<br />

RAB rotary air blast<br />

Gram RC reverse circulation<br />

ha Hectare ROM run of mine<br />

kg Kilogram T metric tonne<br />

km Kilometer Tpa metric tonne per year<br />

m Meter Tpd metric tonne per day<br />

MW Megawatt Cedi Ghanaian currency<br />

MWh megawatt-hour


Caution on Forward-Looking Statements<br />

This AIF contains “forward-looking statements”. Forward-looking statements include, but are not limited<br />

to, statements with respect to Endeavour’s plans or future financial or operating performance, the<br />

estimation of mineral reserves and resources, the realization of mineral reserve estimates, commodity<br />

prices, conclusions of economic assessments of projects, the timing and amount of estimated future<br />

production, costs of future production, future capital expenditures, costs and timing of the development<br />

of new deposits, success of exploration activities, permitting time lines, requirements for additional<br />

capital, sources and timing of additional financing, economic, political and regulatory conditions,<br />

realization of unused tax benefits and the future outcome of legal and tax matters. Generally, these<br />

forward-looking statements can be identified by the use of forward-looking terminology such as “plans”,<br />

“expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”,<br />

“intends”, “anticipates” or “does not anticipate”, “will continue” or “believes”, or variations of such<br />

words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or<br />

“will be taken”, “occur” or “be achieved”. The material factors or assumptions used to develop material<br />

forward-looking statements are disclosed throughout this document and other publicly-available filings<br />

of Endeavour. Forward-looking statements, while based on management’s best estimates and<br />

assumptions, are subject to known and unknown risks, uncertainties and other factors that may cause<br />

the actual results, level of activity, performance or achievements of Endeavour to be materially different<br />

from those expressed or implied by such forward-looking statements, including but not limited to: risks<br />

related to the successful integration of acquisitions; risks related to international operations; risks<br />

related to joint venture operations; risks related to general economic conditions and credit availability;<br />

actual results of current exploration activities; unanticipated reclamation expenses; changes in project<br />

parameters as plans continue to be refined; fluctuations in prices of metals including gold; fluctuations<br />

in foreign currency exchange rates; increases in market prices of mining consumables; possible<br />

variations in ore reserves, grade or recovery rates; failure of plant, equipment or processes to operate as<br />

anticipated; accidents, labour disputes, title disputes, claims and limitations on insurance coverage and<br />

other risks of the mining industry; delays in obtaining governmental approvals or financing or in the<br />

completion of development or construction activities; changes in national and local government<br />

regulation of mining operations, tax rules and regulations, and political and economic developments in<br />

countries in which Endeavour operates; actual resolutions of legal and tax matters, as well as those<br />

factors discussed in the section entitled “Risk Factors” in this AIF. Although Endeavour has attempted to<br />

identify important factors that could cause actual results to differ materially from those contained in<br />

forward-looking statements, there may be other factors that cause results not to be as anticipated,<br />

estimated or intended. There can be no assurance that such statements will prove to be accurate, as<br />

actual results and future events could differ materially from those anticipated in such statements.<br />

Accordingly, readers should not place undue reliance on forward-looking statements. Endeavour’s<br />

management periodically reviews information reflected in forward-looking statements.<br />

CORPORATE STRUCTURE<br />

Name, Address and Incorporation of the Corporation<br />

Endeavour Mining Corporation was incorporated on July 25, 2002 under the laws of the Cayman Islands.<br />

The Corporation’s corporate head office is located at Regatta Office Park, Windward 3, Suite 240, PO<br />

Box 1793, West Bay Road, Grand Cayman KY1-1109, Cayman Islands, and its registered office is located<br />

2


at the offices of Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand<br />

Cayman KY1-9005, Cayman Islands.<br />

Endeavour’s ordinary shares (“Endeavour Shares”) are listed on the Toronto Stock Exchange under the<br />

symbol “EDV” and quoted in the United States on OTCQX International under the symbol “EDVMF”.<br />

Endeavour Shares also trade via CHESS Depositary Interests (“CDIs”) quoted on the Australian Securities<br />

Exchange under the symbol “EVR”. Each CDI represents a beneficial ownership interest in one<br />

Endeavour Share. Endeavour’s warrants are listed on the TSX under the symbol “EDV.WT.A”.<br />

Intercorporate Relationships<br />

As at December 31, 2012, the intercorporate relationships between the Corporation and its material<br />

subsidiaries, the Corporation’s percentage ownership of the voting securities of each material subsidiary<br />

and their respective jurisdictions of incorporation were as follows:<br />

100%<br />

Endeavour<br />

Resources Inc.<br />

(Cayman)<br />

100%<br />

Cayman Burkina<br />

Mines Ltd.<br />

(Cayman)<br />

90%<br />

Burkina Mining<br />

Company S.A.<br />

(Burkina Faso)<br />

Youga Mining<br />

License<br />

1 Non-voting shares in the capital of Avion are outstanding and are exchangeable on their terms for<br />

Endeavour Shares. See “General Development of the Business of the Corporation – Avion Acquisition”.<br />

2 Shares of Etruscan Resources Cŏte d’Ivoire SARL are registered in the name of Etruscan Resources Inc. (now Endeavour<br />

Resources Inc.) but held on trust for Endeavour Exploration Ltd. as beneficial owner.<br />

3 On March 13, 2013, the Agbaou Mining License was transferred to Agbaou Gold Operations S.A., a wholly-owned subsidiary<br />

of Endeavour Resources Inc.<br />

100%<br />

Endeavour<br />

Exploration Ltd.<br />

(Cayman)<br />

100% 2<br />

Etruscan Resources<br />

Cŏte d’Ivoire SARL<br />

(Cŏte d’Ivoire)<br />

Agbaou Mining<br />

License 3<br />

Endeavour Mining Corporation<br />

(Cayman)<br />

Listed Company<br />

100%<br />

Endeavour Gold<br />

Corporation<br />

(Cayman)<br />

100%<br />

Adamus Resources<br />

Pty Limited<br />

(Australia)<br />

90%<br />

Adamus Resources<br />

Limited<br />

(Ghana)<br />

Salman Mining<br />

License<br />

Teleku Bokazo<br />

Mining License<br />

3<br />

Ségala Mining<br />

Co S.A.<br />

(Mali)<br />

Tabakoto<br />

Mining License<br />

100% 1<br />

Avion Gold<br />

Corporation<br />

(Ontario, Canada)<br />

100%<br />

Avion Resources<br />

(Mali) Ltd.<br />

(Barbados)<br />

80% 100%<br />

Nevsun Mali<br />

Exploration Limited<br />

(Mali)<br />

Kofi Exploration<br />

License<br />

100%<br />

Burkina Faso<br />

Exploration Ltd.<br />

(Jersey)<br />

Avion Gold<br />

(Burkina Faso) SARL<br />

(Burkina Faso)<br />

Houndé<br />

Exploration<br />

Licenses


Background and History<br />

GENERAL DEVELOPMENT OF THE BUSINESS OF THE <strong>CORPORATION</strong><br />

Endeavour is a gold producer with combined annual production of more than 300,000 ounces from its<br />

three operating mines in West Africa.<br />

Endeavour owns the Nzema Gold Mine in Ghana (“Nzema”), the Youga Gold Mine in Burkina Faso<br />

(“Youga”), the Tabakoto Gold Mine in Mali (“Tabakoto”), and the Agbaou Gold Project currently under<br />

construction in Côte d’Ivoire (“Agbaou”), as well as a portfolio of development and exploration projects<br />

in West Africa, including the Houndé feasibility stage gold project in Burkina Faso (“Houndé”) and the<br />

Kofi exploration stage project in Mali (“Kofi”). Exploration is also currently being conducted by<br />

Endeavour in Burkina Faso, Côte d’Ivoire, Ghana, Liberia and Mali.<br />

In 2009, Endeavour launched its gold project acquisition strategy (the “Gold Strategy”), targeting<br />

complementary producing or near-term producing gold assets and/or companies. Now in its fourth<br />

year, the Gold Strategy’s objective of creating an intermediate-sized gold company within Endeavour<br />

has been achieved through the acquisition of Avion Gold Corporation (“Avion”) in October 2012, the<br />

merger with Adamus Resources Limited (“Adamus”) in December 2011; the acquisition of a majority<br />

interest in Etruscan Resources Inc. (“Etruscan”) in October 2009 followed by the acquisition of the<br />

remainder of the shares it did not already own in September 2010; and a significant investment in and<br />

subsequent disposal of the investment in Crew Gold Corporation (“Crew”).<br />

Gold Strategy Evolution<br />

Agbaou Mine Construction<br />

On June 11, 2012, Endeavour announced commencement of mine construction for the Agbaou Gold<br />

Project in Côte d’Ivoire. The Agbaou gold mine, which will be 85% owned by Endeavour, is expected to<br />

contribute additional near-term production of over 100,000 ounces per year, positioning Endeavour to<br />

produce 450,000 ozs of gold per year in 2014.<br />

At the date of this AIF, construction is on-schedule and on-budget for initial production in the first<br />

quarter of 2014. All major mining contracts have been awarded and are in line with the estimated costs<br />

in the feasibility study and approximately 65% of the total construction costs of $159 million have been<br />

committed. Further information about Agbaou is provided under “Mineral Properties of the<br />

Corporation” below.<br />

Avion Acquisition<br />

On August 7, 2012, Endeavour announced that it had entered into an Arrangement Agreement to<br />

acquire Avion in an all-stock transaction to create one of the largest West African mining companies. On<br />

October 18, 2012, Endeavour announced completion of the court approved plan of arrangement (the<br />

“Avion Arrangement”), pursuant to which former Avion shareholders received either 0.365 of an<br />

Endeavour Share or, if elected, 0.365 of a non-voting redeemable preferred share in the capital of Avion,<br />

which shares are exchangeable on their terms for issued Endeavour Shares. An aggregate of<br />

162,055,599 Endeavour Shares were issued under the Avion Arrangement.<br />

4


Under the Avion Arrangement, each outstanding Avion option was adjusted to be exercisable for 0.365<br />

of an Endeavour Share for each Avion share for which it was previously exercisable (subject to rounding<br />

down any fractional entitlements), at an adjusted exercise price equal to the exercise price divided by<br />

0.365.<br />

The exchange ratio of 0.365 valued Avion at C$0.88 per share using closing prices on the TSX on August<br />

7, 2012 and C$0.91 per share on completion of the Avion Arrangement (using closing prices on the TSX<br />

on October 17, 2013).<br />

Endeavour also provided a $20.0 million exchangeable loan to Avion on August 8, 2012 to fund capital<br />

expenditures for the mill expansion project at Tabakoto and for other corporate needs. The loan to<br />

Avion and the interest payable was eliminated on balance sheet consolidation upon the completion of<br />

the Avion Arrangement.<br />

On November 9, 2012, Endeavour filed a business acquisition report with respect to the Avion<br />

Arrangement as required by National Instrument 51-102. A copy of this report is available on SEDAR at<br />

www.sedar.com under the Corporation’s profile.<br />

As a result of the Avion Arrangement, Endeavour acquired the Tabakoto Gold Mine, the feasibility stage<br />

Houndé gold project and the exploration stage Kofi project. Tabakoto produced 110,301 ounces of gold<br />

in 2012 and is targeted to produce 135,000 to 150,000 ounces of gold in 2013 taking into account the<br />

expected completion of the Tabakoto mill expansion in the second quarter of 2013. Further information<br />

about the Tabakoto, Houndé and Kofi projects is provided under “Mineral Properties of the<br />

Corporation” below.<br />

Adamus Acquisition<br />

On August 21, 2011, Endeavour announced that it had entered into a Merger Implementation<br />

Agreement with Adamus whereby the companies would combine through an all-stock transaction to<br />

create a new growth focused West African gold producer. On December 5, 2011, Endeavour announced<br />

that a scheme of arrangement (“Merger”) under the Australian Corporations Act by which Endeavour<br />

acquired all of the issued ordinary shares of Adamus had become effective. On February 6, 2012,<br />

Endeavour filed a business acquisition report with respect to the Merger as required by National<br />

Instrument 51-102. A copy of this report is available on SEDAR at www.sedar.com under the<br />

Corporation’s profile.<br />

Endeavour obtained its ASX listing to enable former Adamus shareholders to trade the Endeavour<br />

Shares they received under the Merger as CDIs on the ASX under the symbol EVR. Endeavour continues<br />

to have its primary listing on the TSX.<br />

As a result of the Merger, Endeavour acquired the Nzema Gold Mine. Nzema, which was commissioned<br />

with a one million ounce mineral proven and probable mineral reserve, commenced commercial<br />

production on April 1, 2011 and produced 109,447 ounces of gold in 2012 and is targeted to produce<br />

100,000 to 110,000 ounces of gold in 2013. Further information about Nzema is provided under<br />

“Mineral Properties of the Corporation” below.<br />

5


Etruscan Acquisition<br />

In late 2009, Endeavour acquired and maintained a 55% interest in Etruscan. On September 10, 2010,<br />

Endeavour completed the acquisition of the remaining 45% interest in Etruscan not already owned by<br />

Endeavour by way of a court-approved plan of arrangement (the “Etruscan Arrangement”). On<br />

November 23, 2010, Endeavour filed a business acquisition report with respect to the Etruscan<br />

Arrangement as required by National Instrument 51-102. A copy of this report is available on SEDAR at<br />

www.sedar.com under the Corporation’s profile.<br />

As a result of the Etruscan Arrangement, Endeavour acquired the Youga Gold Mine, the advanced-stage<br />

Agbaou Gold Project (now under construction), and a 40% interest in the Finkolo Gold Joint Venture.<br />

Youga has been in production since 2008 and produced 91,030 ounces of gold in 2012 and is targeted to<br />

produce 75,000 to 85,000 ounces of gold in 2013. Further information about the Youga, Agbaou and<br />

Finkolo gold projects is provided under “Mineral Properties of the Corporation” below.<br />

Crew Transaction<br />

During 2010, Endeavour acquired a 43.21% interest in Crew Gold Corporation (“Crew Gold”), a gold-<br />

focused company with operations in West Africa. On September 14, 2010, Endeavour completed the<br />

sale of its 43.21% interest in Crew Gold for $215.0 million and realized an $80 million gain.<br />

Financings<br />

Revolving Credit Facility and Hedging<br />

On November 28, 2011, the Corporation and UniCredit entered into a $200.0 million four year revolving<br />

corporate loan facility (the “Corporate Facility”) and a novation agreement for metal price risk<br />

management contracts in respect of 116,161 ounces of gold from Nzema for the period 2012 to 2016<br />

(the “Hedging Contracts”). The Corporate Facility is for general corporate purposes, including working<br />

capital, capital expenditure and any acquisition of an asset or assets that are engaged in the exploitation<br />

of precious metals ores. The Corporate Facility matures four years from the closing date with a<br />

mandatory reduction in availability of $75.0 million on December 31, 2014 and is subject to an interest<br />

rate of LIBOR plus a variable margin of between 2.5% and 4.25%. The Corporate Facility is secured by<br />

shares of Endeavour’s material gold mining subsidiaries and the material assets of those subsidiaries.<br />

In December 2011, Endeavour drew down the first $100.0 million of the Corporate Facility to fully repay<br />

the $57.0 million Nzema Gold Mine project loan and for general working capital purposes.<br />

The drawdown of the remaining $100 million in December 2012 enabled Endeavour to maintain a high<br />

level of cash liquidity, to repay the $27.9 million balance of Avion’s Bank Atlantique Mali credit facility<br />

which had been used to advance the Tabakoto mill expansion in 2011, and to eliminate the<br />

Corporation’s inherited 2013 gold hedge positions, comprising 12,132 ozs at Tabakoto and 10,000 ozs at<br />

Nzema for a total cash settlement of $17.3 million. As a result, 100% of Endeavour’s 2013 gold<br />

production will be sold at spot prices. Endeavour also maximized its short and medium term exposure to<br />

gold prices by accumulating a holding of 27,000 ozs of gold bullion ($45.2 million at a December 2012<br />

spot price of $1,675/oz), which partially offsets the combined remaining Nzema and Avion hedge<br />

positions of approximately 44,000, 38,000 and 32,000 ozs for 2014, 2015 and 2016, respectively.<br />

6


Divestiture of Non-Core Assets<br />

Finkolo Joint Venture<br />

On March 6, 2012, Endeavour announced that it had entered into a definitive agreement with Resolute<br />

Mining Limited (“Resolute”) for the sale and transfer of the Corporation’s 40% interest in the licenses<br />

and associated property comprising the Finkolo Gold Joint Venture in Mali for total consideration of $20<br />

million in cash. The Finkolo Gold Joint Venture was formed in 2003 by Etruscan and Resolute.<br />

Completion of this transaction remains subject to a number of conditions, including approval from the<br />

Government of Mali for the transfer of exploration permits.<br />

Sale of Debt Finance and Related Mergers & Acquisitions Advisory Businesses<br />

Prior to the launch of the Gold Strategy in 2009, Endeavour’s principal business was operating a<br />

merchant banking strategy that integrated the provision of financial advisory services with capital<br />

investments. On November 9, 2011 the Corporation announced the sale of the Corporation’s Debt<br />

Finance and related Mergers & Acquisitions Advisory Businesses (the “Advisory Business”) to a group<br />

consisting primarily of its senior professionals. The Advisory Business operates under the Endeavour<br />

Financial name and advises the Corporation on its corporate debt financings. Pursuant to the purchase<br />

and sale agreement, the Corporation will receive payments of up to $20.0 million based on future<br />

profitability of the Advisory Business. At December 31, 2011 a new company established by the<br />

purchasers, Endeavour Financial Limited (Cayman) (“EFL Cayman”), was assigned the Corporation’s debt<br />

and mergers & acquisition mandates (with limited exceptions), and the Advisory Business took over the<br />

London office from the Corporation.<br />

Exclusive Agreement with Fiore Financial Corporation<br />

Endeavour has an exclusive agreement in place with Fiore Financial Corporation (“Fiore”). Fiore is a<br />

boutique investment banking firm focused on creating, financing and launching investment<br />

opportunities in the resource sector. Fiore is led by Frank Giustra, its President and Chief Executive<br />

Officer. Fiore brings invaluable global investment experience and relationships to Endeavour. Fiore is<br />

assisting Endeavour with the implementation of its Gold Strategy.<br />

Endeavour Capital<br />

Following the sale of the Advisory Business, the residual administrative business of Endeavour’s<br />

subsidiary, Endeavour Capital & Advisory (Canada) Ltd., which provides management and administrative<br />

services to public companies in the junior resource sector, has continued to operate on a limited basis.<br />

As Endeavour is now a mining company, it does not allocate significant resources to its legacy financial<br />

services activities.<br />

Strategic Advisory Board<br />

On December 17, 2012, the Corporation announced the formation of a Strategic Advisory Board (“SAB”).<br />

The SAB will provide Endeavour’s CEO with advice in the areas of executive management of group<br />

operations, growth strategies, capital markets and finance, and provide access to a network of key<br />

industry and strategic relationships.<br />

7


The three members of the SAB have a broad range of experience: Ian Cockerill is a seasoned senior gold<br />

mining executive with African expertise; Frank Giustra is a successful natural resource company<br />

financier; and Miguel Rodriguez is an economist and a former Economic Minister of the Republic of<br />

Venezuela and President of the Central Bank of Venezuela, with international finance and policy decision<br />

making experience with the IMF and World Bank.<br />

Other Aspects of the Business<br />

Gold Market<br />

The gold market is relatively deep and liquid, with the price of gold generally quoted in US dollars. The<br />

demand for gold is primarily for jewellery fabrication purposes and bullion investment. Gold is traded on<br />

a world-wide basis.<br />

The use of gold as a store of value (the tendency of gold to retain its value in relative terms against basic<br />

goods and in times of inflation and monetary crisis) and the large quantities of gold held for this purpose<br />

in relation to annual mine production, has meant that historically the potential total supply of gold has<br />

been far greater than demand. Thus, while current supply and demand plays some part in determining<br />

the price of gold, this does not occur to the same extent as for other commodities. Gold prices have, in<br />

addition, been significantly affected by macro-economic factors such as expectations of inflation,<br />

interest rates, exchange rates, changes in reserve policy by central banks and global or regional political<br />

and economic crises.<br />

The Corporation’s revenue and earnings are generated predominantly from the sale of gold. The gold<br />

price fluctuates continually due to factors beyond Endeavour’s control.<br />

Specialized Skills and Knowledge<br />

All aspects of Endeavour’s business require specialized skills and knowledge. Such skills and knowledge<br />

include, but are not limited to, the areas of strategic development and planning, geology, drilling, mine<br />

planning, engineering, construction, regulatory compliance, legal and finance and accounting.<br />

Endeavour relies on skilled and experienced personnel to fulfill these requirements. As at December 31,<br />

2012, the Corporation employed approximately 2,000 employees and approximately 2,500 contractors<br />

and consultants.<br />

Competitive Conditions<br />

The mining industry is competitive, particularly in the acquisition of Mineral Reserves and Mineral<br />

Resources. The continued growth of Endeavour under the Gold Strategy relies of the acquisition and<br />

development of gold projects. Although Endeavour has acquired such assets in the past, there can be no<br />

assurance that its acquisition efforts will succeed in the future. Endeavour believes that the experience<br />

of its executives in financing and implementing growth plans and in developing and building mines<br />

provide it with a significant competitive advantage over other mining companies.<br />

8


Changes to Contracts<br />

The term of the mining contracts for Nzema and Youga will expire in late 2013 and early 2014.<br />

Endeavour intends to either retender these contracts on a competitive basis or self-perform the mining<br />

operations.<br />

Environmental Protection<br />

Endeavour’s mining, exploration and development activities are subject to various local laws and<br />

regulations relating to the protection of the environment, including requirements for closure and<br />

reclamation of mining properties.<br />

In all jurisdictions where Endeavour operates, specific statutory and regulatory requirements and<br />

standards must be met throughout the exploration, development and operations stages of a mining<br />

property with regard to, among other things, air quality, water quality, solid and hazardous waste<br />

management and disposal, land use and reclamation.<br />

The financial and operational effects of environmental protection requirements on the capital<br />

expenditures and earnings for each of the Corporation’s mines is not significantly different than that of<br />

similar sized mines, and therefore are not expected to significantly impact Endeavour’s competitive<br />

position in the future.<br />

Community Relations<br />

Endeavour strives to maintain strong relationships and provide long-term benefits to the local<br />

communities where it operates. Endeavour’s growth profile is enhanced by the success of its<br />

community-based partnerships and it acts with the following principles:<br />

• Committed to strong and pragmatic relationships with local communities, regional and national<br />

government;<br />

• Committed to ensuring operations provide long term positive benefits to our local communities;<br />

• Committed to conservation and environmental best practice;<br />

• Committed to developing our workforce through continuous training and promotion of nationals<br />

to senior management positions; and<br />

• Committed to investing in local economic development, health and education.<br />

Endeavour sees itself as an integral part of the communities in which we operate and as a responsible<br />

development partner. Endeavour works in collaboration with and engages government, local<br />

communities and outside organizations to ensure it supports economic sustainability and social<br />

development, with projects including skills training and educational scholarship, healthcare, water and<br />

sanitation, public infrastructure maintenance, institutional capacity building and livelihood programs.<br />

MINERAL PROPERTIES OF THE <strong>CORPORATION</strong><br />

Endeavour’s operating assets are the Nzema Gold Mine in Ghana (“Nzema”), the Youga Gold Mine in<br />

Burkina Faso (“Youga”) and the Tabakoto Gold Mine in Mali (“Tabakoto”), which together produced<br />

9


310,778 ounces of gold in 2012. In addition, Endeavour has an 85% interest in the Agbaou Gold Project<br />

in Côte d’Ivoire (“Agbaou”), where mine construction is currently underway. Endeavour also has the<br />

Houndé feasibility stage gold project in Burkina Faso (“Houndé”) and the Kofi exploration stage project<br />

in Mali (“Kofi”), as well as an extensive exploration portfolio in highly prospective regions of Burkina<br />

Faso, Côte d’Ivoire, Ghana, Liberia and Mali with a land package totaling over 10,000 square kilometres.<br />

This exploration portfolio provides an organic pipeline for potential future development projects.<br />

Endeavour also intends to continue with strategic acquisitions, primarily within West Africa.<br />

As at December 31, 2012, Endeavour had combined attributable gold proven and probable mineral<br />

reserves of approximately 2,492 ounces and attributable measured and indicated mineral resources<br />

(inclusive of reserves) of approximately 6,433 ounces. A full description of the assets and operations of<br />

Endeavour is in Tables 1 and 2 below.<br />

Mine /<br />

Project<br />

Nzema 1 -<br />

Total<br />

Attributable<br />

- 90%<br />

Youga 2,3 -<br />

Total<br />

Attributable<br />

- 90%<br />

Agbaou 5 -<br />

Total<br />

Attributable<br />

- 85%<br />

Finkolo 6 -<br />

Total<br />

Attributable<br />

- 40%<br />

Tabakoto<br />

U/G 7 - Total<br />

Attributable<br />

- 80%<br />

Tabakoto<br />

O/P 8 - Total<br />

Attributable<br />

- 80%<br />

Tabakoto<br />

Stockpile 8a -<br />

Total<br />

Attributable<br />

- 80%<br />

Total<br />

Attributable<br />

Table 1 - Mineral Reserves as of 31 December 2012<br />

10<br />

Reserves<br />

Proven Probable Proven & Probable Gold<br />

Tonnes Grade Ounces Tonnes Grade Ounces Tonnes Grade Ounces Price<br />

kt g/t k Ozs kt g/t k Ozs kt g/t k Ozs US$/oz<br />

10,273 1.8 604 2,756 2.2 193 13,029 1.9 797 US$ 1350<br />

544<br />

3,984 1.9 242 2,380 1.8 139 6,364 1.9 380 US$ 1350<br />

218<br />

5,407 2.3 390 5,668 2.8 515 11,075 2.5 905 US$1200<br />

332<br />

1,037 3.3 109 1,381 2.9 127 2,418 3.0 237 US$900<br />

44<br />

567 4.2 77 3,469 4.7 521 4,036 4.6 598 US$ 1350<br />

61<br />

143 3.4 16<br />

12<br />

1,438<br />

1,211<br />

174<br />

125<br />

438<br />

51<br />

417<br />

1,050 2.9 98 1,050 2.9 98 US$ 1350<br />

79<br />

1,593<br />

1,284<br />

717<br />

342<br />

769<br />

95<br />

478<br />

79<br />

143 3.4 16 US$ 1350<br />

12<br />

3,031<br />

2,492


Mine / Project<br />

Table 2 - Mineral Resources including reserves, at a 0.5g/t cut-off as of 31 December 2012<br />

Resources (including reserves)<br />

Measured Indicated Measured & Indicated Inferred Lower<br />

cutoff<br />

Tonnes Grade Ounces Tonnes Grade Ounces Tonnes Grade Ounces Tonnes Grade Ounces<br />

kt Au g/t koz kt Au g/t koz kt Au g/t koz kt Au g/t koz Au g/t<br />

Nzema 1 - Total 30,277 1.4 1,330 14,519 1.3 614 44,796 1.3 1,943 10,503 1.2 421 0.5 g/t<br />

Attributable -<br />

90%<br />

1,197 552 1,749 379<br />

Youga 2,3 - Total 7,733 1.5 366 7,031 1.4 326 14,764 1.5 692 1,462 1.2 57 0.5 g/t<br />

Attributable -<br />

90%<br />

329 294 623 52<br />

Ouaré 4 - Total 1,072 1.1 39 5,368 1.6 268 6,440 1.5 308 571 1.5 27 0.5 g/t<br />

Attributable -<br />

90%<br />

35 241 277 25<br />

Agbaou 5 - Total 6,262 2.2 438 8,708 2.6 719 14,970 2.4 1,157 1,473 1.5 73 0.5 g/t<br />

Attributable -<br />

85%<br />

372 611 983 62<br />

Finkolo 6 - Total 3,290 2.3 242 6,820 2.0 445 10,110 2.1 687 6,730 1.4 301 0.5 g/t<br />

Attributable -<br />

40%<br />

Tabakoto U/G 7<br />

-<br />

Total<br />

Attributable -<br />

80%<br />

Tabakoto O/P 8 -<br />

Total<br />

Attributable -<br />

80%<br />

97 178 275 120<br />

743 6.0 142 4,317 5.6 783 5,060 5.7 926 5,619 4.7 843 2 g/t<br />

114 627 741 674<br />

21 4.6 3 1,485 3.1 148 1,506 3.1 151 1,446 2.7 123 1 g/t<br />

2 119 121 99<br />

Kofi 9 - Total 6,901 2.3 500 6,901 2.3 500 12,355 1.8 702 0.5 g/t<br />

Attributable -<br />

75%<br />

375 375 527<br />

Houndé 10 - Total 21,958 2.0 1,432 21,958 2.0 1,432 11,386 2.0 740 0.5 g/t<br />

Attributable -<br />

90%<br />

1,289 1,289 666<br />

Total 2,560 5,235 7,796 3,287<br />

Total<br />

2,146<br />

4,286<br />

6,433<br />

2,604<br />

Attributable<br />

1<br />

Nzema Report.<br />

2<br />

Youga Report, updated to December 31, 2012 through depletion of Internal Resource and Reserve Estimates prepared<br />

internally under supervision of K. Woodman (Endeavour) for resources and A. de Freitas (Endeavour) for reserves.<br />

3<br />

Youga Mine – Zergoré, NTV and A2NE deposits, Internal Resource Estimates prepared by AMEC under supervision of K.<br />

Woodman (Endeavour). Internal Reserve Estimates prepared by Kwadwo Opoku Ansah, reviewed by SEMS under supervision<br />

of A. de Freitas (Endeavour).<br />

4<br />

Ouaré Deposit - Resource Estimate 2012, project 171880, dated December 31, 2012, Prepared by AMEC under supervision of<br />

K. Woodman (Endeavour).<br />

5 Agbaou Report.<br />

11


6<br />

“Tabakoroni Feasibility Study Report, Tabakoroni Gold Deposit, Mali, West Africa” effective June 10, 2010. Prepared by S.<br />

Stein and K. Woodman (Endeavour).<br />

7,8<br />

Tabakoto Mine “Mineral Resource Summary Report” effective December 31, 2012. Internal Resources Estimate prepared by<br />

Kevin Harris, under supervision of Richard Allan (Endeavour).<br />

7<br />

Tabakoto Mine “Internal Underground Reserves Estimate, Tabakoto and Segala Underground Reserves” effective December<br />

31, 2012. Prepared by Exupery Lyimo under supervision of Richard Allan (Endeavour).<br />

8<br />

Tabakoto Mine “Internal Open Pit and Stockpiles Reserve Estimate, Djambaye & Darsalam Open Pit Reserves” effective<br />

December 31, 2012. Prepared by Patrick Mkonyi under supervision of Richard Allan (Endeavour).<br />

9<br />

Kofi “Technical Report and Update Resource Estimate on the Kofi Project, Mali, Africa” effective December 21, 2011.<br />

Prepared by P&E Mining Consultants Inc, Reports 235.<br />

10 Houndé Report.<br />

Nzema Gold Mine, Ghana, West Africa<br />

The following technical disclosure relating to the Nzema Gold Mine is a reproduction of the summary<br />

from the “Technical Report and Mineral Resource and Reserve Update for the Nzema Gold Mine, Ghana,<br />

West Africa”, dated effective December 31, 2012 (the “Nzema Report”), prepared by Nicolas J. Johnson<br />

of MPR Geological Consultants Pty Ltd., Quinton De Klerk of Cube Consulting Pty Ltd. and William J.A.<br />

Yeo and Adriaan A. Roux of Endeavour. Readers should consult the Nzema Report to obtain further<br />

particulars regarding the Nzema Gold Mine. The Nzema Report is incorporated by reference herein and<br />

is available for review electronically on SEDAR at www.sedar.com under the Corporation’s profile.<br />

1. Summary<br />

The Nzema Gold Mine (Nzema) is located in the Western Region of Ghana, approximately<br />

280km west of the capital, Accra, and less than 20km from the coast at Essiama. The mine<br />

property is centred on latitude 5º00’N and longitude 2º14’W and is accessed from Accra by<br />

driving 225km on the main coast highway to Takoradi and from there on 79km of paved road to<br />

the village of Teleku Bokazo and then by a further 8km on the mine access road which is a well<br />

maintained all-weather dirt road to the mine offices.<br />

This report was prepared for Endeavour Mining Corporation (Endeavour) by Nicolas Johnson<br />

(MPR, Perth), Quinton de Klerk (Cube Consulting, Perth), William Yeo (Endeavour, Geology<br />

Manager, Nzema Mine) and Adriaan Roux (Endeavour, Chief Operating Officer). Endeavour is<br />

listed on the TSX (stock symbol EDV) and the ASX (stock symbol EDR). The purpose of this report<br />

is to update the mineral resources, mineral reserves, production plan and other operational<br />

information for the Nzema Gold Mine as of December 31, 2012 and file the report on the SEDAR<br />

website.<br />

1.1 Ownership<br />

Adamus Resources Limited (Adamus), a wholly owned Ghanaian subsidiary of Endeavour, holds<br />

4 mining licenses and 11 prospecting licenses covering a total area of 464km2 that constitutes<br />

the Nzema Property. Adamus has a 90% interest in the mining licenses and the Government of<br />

Ghana holds a 10% free carried interest under Section 8 of the Ghanaian Mining Act. The mining<br />

licenses are subject to a 3 to 5% sliding scale royalty on gold production payable to the<br />

Government of Ghana.<br />

12


1.2 Geology<br />

The mineralization at the Nzema Mine is within the Birimian Supergroup rocks (c. 2.1-2.2 Ga)<br />

with minor granitic intrusions, bounded by large granitoid bodies to the west and east. The<br />

Birimian Supergroup is divided into a series of narrow northeast striking, laterally extensive<br />

volcanic “belts” separated by broader sedimentary “basins”. Regional northeast striking shear<br />

zones that parallel the belt appear to be fundamentally important in the development of the<br />

Birimian gold deposits for which Ghana is well known such as Ashanti, Prestea-Bogosu,<br />

Konongo, and Bibiani. The mineral deposits on the property include Salman Trend and Adamus 1<br />

deposits and also several smaller deposits (Bokrobo, Akropon, Nfutu, Aliva and Avrebo). Salman<br />

Trend gold deposits are believed to be associated with the same belt-margin shear zones that<br />

host the other Ashanti Belt gold deposits and has many characteristics typical of these deposits.<br />

The Salman Shear Zone has placed Birimian greywacke and phyllite packages in contact. The<br />

Salman Trend gold deposits occur along a 9km segment of the shear zone. While the Salman<br />

Shear Zone appears to be the main locus of gold mineralization, pockets of gold mineralization<br />

have been identified on or adjacent to other faults and structural features within the area.<br />

The Adamus deposit is hosted by a northwest striking, northeast dipping package of greywacke<br />

(footwall) and interbedded greywacke-phyllite (hangingwall). In the western (footwall) part of<br />

the deposit, gold mineralization is also hosted by a steeply northeast dipping granite dyke that<br />

gradually converges on the hangingwall to the northwest. The few facing directions observed<br />

suggest the meta-sedimentary package is overturned.<br />

Other satellite deposits near to Adamus and hosted in the same meta-sedimentary package<br />

include Bokrobo, Akropon, Nfutu, and Aliva. The Avrebo deposit is on the southeast portion of<br />

the property and is hosted by metabasalt.<br />

1.3 Mineralization<br />

Most of the gold lodes on the Salman Trend are within the immediate footwall of the shear zone<br />

within quartz-veined silica-sericite-carbonate altered greywacke and/or granite with<br />

disseminated arsenopyrite. Some narrow, shear zone parallel zones of gold mineralization are<br />

present in the hangingwall graphitic phyllite. Gold mineralization is associated with a complex<br />

array of deformed quartz veins and arsenopyrite disseminations in the silica-sericite-carbonate<br />

altered metasediments and granitoid. The fresh or “sulphide” mineralization is refractory but it<br />

is not included in mineral reserves or production schedules. A Preliminary Economic Assessment<br />

(PEA) of the sulphide mineralization was completed recently and is not the subject of this<br />

report.<br />

At the Adamus deposit the gold mineralization is intimately associated with pyrite disseminated<br />

within and around a complex array of deformed pale grey to dark smokey grey quartzcarbonate-sericite±albite<br />

veins. A broad silica-sericite alteration zone about 200m thick and<br />

450m long is developed in the footwall greywacke sequence and in some areas obliterates<br />

primary sedimentary structure. The silica-sericite alteration zone is more extensive than the<br />

1 Previously referred to variously as the Anwia deposits or Ebi Teleku-Bokazo deposits.<br />

13


gold-pyrite mineralization. There is no significant component of refractory gold in the sulphide<br />

zone at Adamus. The surface projection of identified mineralization trends northwest for<br />

approximately 900m and is up to 400m wide. Within this zone there are seven distinct domains<br />

of varying orientation and style that were used for the resource estimation.<br />

The Bokrobo deposit comprises generally north-south trending, steeply west dipping auriferous<br />

quartz veins hosted by strongly silica and iron carbonate altered, medium to coarse grained,<br />

carbonaceous greywacke. A north-south trending dolerite dyke, dipping sub-vertically to the<br />

west cuts the depth extension of the main vein. In the southern portion of the deposit, a westnorthwest<br />

to east-southeast trending, steeply south-southeast plunging ‘dyke-like’ granitic<br />

intrusion is cut by numerous auriferous quartz veins forming a sheeted vein system. In the north<br />

of the deposit, mineralization generally occurs in a single lode, but in the south, the<br />

mineralization occurs as two main lodes and a series of narrow stacked lodes around or in the<br />

outer margins of the granite intrusion.<br />

Akropon mineralization occurs within a wide zone of silicification associated with pyrite and<br />

quartz veining with sericite as an accessory alteration mineral. The difference between the<br />

apparent dip of the mineralization and bedding suggests an en echelon vein array or possibly<br />

complex veining across a fold closure. Very little arsenopyrite has been identified at Akropon<br />

and the mineralization in other deposits in this area are non-refractory, but metallurgical testing<br />

is required.<br />

At Nfutu mineralization occurs within quartz-pyrite veins and pyrite disseminations, typically<br />

around veins, in the host rocks with silica, iron carbonate and sericite as the major alteration<br />

minerals. Multiple flat-lying to shallowly east dipping and southeast plunging lodes occur as<br />

stacked lenses that appear to thicken with depth. Mineralization is more prominent at the<br />

graphitic phyllite-greywacke contact than in the competent greywacke. Only traces of<br />

arsenopyrite were identified in drill core, and preliminary metallurgy shows that mineralization<br />

is non-refractory.<br />

At Aliva mineralization occurs as a series of stacked, shallowly east-dipping lenses subparallel to<br />

the east dipping contact between carbonaceous phyllite footwall and greywacke hangingwall.<br />

Mineralization appears to wrap around gentle to open folds and is associated with quartz veins<br />

with sericite alteration and pyrite disseminations in the veins and surrounding host rocks. No<br />

arsenopyrite has been identified at Aliva and the mineralization in other deposits in this area are<br />

non-refractory. Metallurgical testwork on 76 samples of all material types returned over 90%<br />

recovery.<br />

At Avrebo the gold mineralization occurs in north-south to northeast-southwest trending,<br />

subvertical to steeply east-dipping, strongly sericite-iron carbonate altered lodes within<br />

metabasalt. Pyrite has been the only sulphide identified to date suggesting that the sulphide<br />

gold component may be non-refractory. Metallurgical tests have not yet been completed.<br />

14


1.4 Exploration<br />

Exploration activities completed by Endeavour (and previously as Adamus) and by other<br />

companies include:<br />

• Soil sampling – 85% of the property is covered by 50m x 400m soil sampling with areas<br />

of infill<br />

• Ground geophysics - Induced polarization (IP) over areas of interest for a total of 59 line<br />

km<br />

• Airborne geophysics – 2,555km of heliborne electromagnetics (DIGHEM) in several<br />

surveys plus radiometrics over some areas<br />

• Trenching – 16,676m in 253 trenches by various companies over key areas<br />

• Pitting – 2,157m of sampling in 583 pits by various companies in key areas<br />

• RC drilling and core drilling – 297,000m on mineral deposits plus 69,700m on targets<br />

and prospects on the property.<br />

The 2012 exploration program included 58,400m of RC and core drilling mostly in the immediate<br />

mine areas, as well as auger, trench, and soil sampling programs to develop new targets. The<br />

exploration program objectives were to:<br />

• Delineate and explore the oxides along the Salman Trend<br />

• Drill the Salman Trend sulphides and conduct metallurgical testwork and engineering<br />

studies, with the goal of completing a resource update and a PEA 2<br />

• Drill at Aliva and Nfutu to delineate additional resources and convert resources to<br />

reserves<br />

• Complete exploration drilling at Akropon, Avrebo, and Hotopo prospects.<br />

Exploration highlights for the year ended December 31, 2012 include:<br />

• Drilling across the site of the old Salman Village and surrounding areas encountered<br />

mineralized zones outside of existing planned pits<br />

• Resource drilling and engineering studies at Nfutu and Aliva were completed<br />

• Regional soil and auger sampling was completed with the aim of extending the<br />

reconnaissance level coverage over previously underexplored portions of the Nzema<br />

project area<br />

• Completion of the Nzema Sulphide project and establishment of viable treatment route<br />

for the refractory sulphide portion of the Salmon deposits. The test work assessed the<br />

merits of producing a flotation concentrate followed by ultra-fine grinding, LeachOx,<br />

BIOX, or pressure oxidation. A sulphide resource estimate and preliminary economic<br />

assessment were prepared on the basis of the flotation followed by pressure oxidation<br />

2 The Nzema Sulphide PEA was prepared as a separate document.<br />

15


process option which showed an overall recovery of 86%. The PEA indicates that<br />

additional sulphide resources need to be identified before proceeding with further<br />

studies.<br />

1.5 Mineral Resources<br />

The mineral resource estimates have been determined and reported in accordance with the CIM<br />

Definition Standards – For Mineral Resources and Mineral Reserves, prepared by the CIM<br />

Standing Committee on Reserve Definitions and adopted by CIM council on November 27, 2010<br />

as referred to in National Instrument (NI) 43-101.<br />

Table 1.1 presents the Nzema Mineral Resource Estimate by deposit and Table 1.2 provides the<br />

Mineral Resources by material type (oxide, upper transition, lower transition, fresh). The<br />

estimates are reported at a 0.5g/t Au cut-off grade and constrained by a US$1,600/oz pit shell<br />

(effective date December 31, 2012 prepared by N. Johnson).<br />

Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability.<br />

There is no certainty that all or any part of the Mineral Resources will be converted into Mineral<br />

Reserves.<br />

16


Table 1.1: Total Mineral Resource Estimates at Nzema at 0.50g/t cut-off grade by Deposit (December 31, 2012)<br />

Nzema<br />

Measured Indicated Measured & Indicated Inferred<br />

Totals MTonnes Grade KOzs MTonnes Grade KOzs MTonnes Grade KOzs MTonnes Grade KOzs<br />

Salman 18.6 1.2 745 8.0 1.2 309 26.6 1.2 1,053 5.5 1.3 234<br />

Anwia 8.5 1.6 439 3.0 1.7 168 11.5 1.6 608 0.7 1.8 40<br />

Bokrobo 1.0 2.4 75 1.0 2.0 63 1.9 2.2 138 2.3 1.1 81<br />

Avrebo 1.1 0.9 33 1.1 0.9 33 0.1 1.0 4<br />

Aliva 1.5 0.9 47 0.5 0.8 13 2.0 0.9 60 0.2 0.9 7<br />

Nfutu 0.7 1.0 24 0.9 0.9 28 1.6 1.0 51 0.2 0.9 6<br />

Akropon 0.0 0.0 0 0.0 0.0 0 0.0 0.0 0 1.4 1.1 49<br />

Total 30.3 1.4 1,330 14.5 1.3 614 44.8 1.3 1,943 10.5 1.2 421<br />

Table 1.2: Total Mineral Resource Estimates at Nzema at 0.50g/t cut-off grade by Material Type (December 31, 2012)<br />

Nzema<br />

Measured Indicated Measured & Indicated Inferred<br />

Totals MTonnes Grade KOzs MTonnes Grade KOzs MTonnes Grade KOzs MTonnes Grade KOzs<br />

Non-Refractory<br />

oxide 4.4 1.1 158 1.3 1.0 44 5.7 1.1 203 1.3 1.0 43<br />

transition 2.5 1.4 111 0.8 1.3 33 3.3 1.4 144 0.7 1.2 27<br />

sulphide<br />

Refractory<br />

6.5 1.8 371 4.8 1.6 243 11.3 1.7 614 3.5 1.2 132<br />

transition 3.1 1.2 118 0.3 0.9 9 3.4 1.1 127 0.1 1.0 2<br />

sulphide 13.8 1.3 572 7.2 1.2 284 21.0 1.3 857 5.0 1.4 217<br />

total 30.3 1.4 1,330 14.5 1.3 614 44.8 1.3 1,943 10.5 1.2 421<br />

1. The Mineral Resources are defined within an optimal pit shell generated using an overall pit slope of 38 degrees, a commodity price of US$1,600/oz Au,<br />

average process recovery of 86%, a process cost of US$26.43/t and royalties, refinery and selling cost of US$80/oz of Au sold (5% of sell price).<br />

2. Tonnages are rounded to the nearest 1,000 tonnes; gold grades are rounded to one decimal place and ounces are rounded to the nearest 1,000 ounces.<br />

Rounding may result in apparent summation differences between tonnes, grade and contained metal.<br />

3. Tonnes and grade measurements are in metric units; contained gold is in troy ounces.<br />

17


Deposit<br />

1.6 Mineral Reserves<br />

Mineral Reserves are constrained within specific pit designs that are based on Measured and<br />

Indicated Mineral Resources only and take into consideration all appropriate modifying factors<br />

including metallurgical parameters, geotechnical parameters, infrastructure requirements and<br />

permitting requirements. The modifying factors used to determine the Mineral Reserves for the<br />

project are detailed in Section 15 of the technical report.<br />

This Mineral Reserve estimate has been determined and reported in accordance with Canadian<br />

National Instrument 43-101, ‘Standards of Disclosure for Mineral Projects’ of June 2011 and the<br />

Definition Standards adopted by CIM Council in November 2010.<br />

The Mineral Reserves were based on the various cut-offs derived from various gold<br />

recovery/process costs for the different material types and haulage distance from each specific<br />

deposit to the process plant.<br />

Table 1.3 provides a summary of the Mineral Reserves, determined as of 31st December 2012.<br />

Table 1.3: Nzema Gold Mine Mineral Reserves, as of December 31, 2012 using $1350/oz gold<br />

price<br />

Proved Probable Proved and Probable<br />

‘000t Au g/t Koz ‘000t Au g/t Koz ‘000t Au g/t Koz<br />

Adamus (Anwia) 6,359 1.9 391.3 1,914 2.2 132.7 8,273 2.0 524.0<br />

Salman 2,339 1.5 111.2 238 1.2 9.3 2,577 1.5 120.4<br />

Bokrobo 580 3.3 61.4 252 4.6 37.2 832 3.7 98.6<br />

Nfutu 321 1.4 13.9 312 1.2 12.4 633 1.3 26.4<br />

Aliva 523 1.3 22.0 40 1.2 1.6 563 1.3 23.6<br />

Total In-Situ Mineral<br />

Reserves 10,122 1.8 599.8 2,756 2.2 193.2 12,878 1.9 793.0<br />

Stockpile 151 0.9 4.2 0 0.0 0.0 151 0.9 4.2<br />

Total Mineral Reserves 10,273 1.8 604.0 2,756 2.2 193.2 13,030 1.9 797.2<br />

The following notes should be read in conjunction with Table 1.3 above:<br />

1. Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability.<br />

2. Tonnage of waste to be mined is 60.2Mt. This waste amount includes 506kt of Inferred Mineral resources at an<br />

average grade of 2.2g/t. The strip ratio over life of mine is 4.6 to 1.<br />

3. The Lerchs-Grossmann pit shells on which the open pit designs are based, were defined using an overall pit slope<br />

of 37 to 45 degrees (depending on geotechnical settings of each of five deposits, details provided in Section 15 of<br />

the technical report), a commodity price of US$1,350/oz Au, process recovery based on mineralization type<br />

(details provided in Section 15) and selling cost of US$67.5/oz of Au sold.<br />

4. Tonnages are rounded to the nearest 1,000 tonnes; gold grades are rounded to one decimal place; ounces are<br />

rounded to the nearest 100 ounces. Rounding may result in apparent summation differences between tonnes,<br />

grade and contained metal.<br />

5. Tonnes and grade measurements are in metric units; contained gold is in troy ounces.<br />

18


Table 1.4: Nzema Gold Mine Mineral Reserves by Material Type, as of December 31, 2012<br />

Reserve Category Deposit Material Type<br />

19<br />

CoG<br />

Au g/t<br />

Tonnes<br />

‘000t<br />

Grade Au<br />

g/t<br />

Proven Adamus ALL 0.7 6,359 1.9 391.3<br />

Sub-Total Proven<br />

Gold<br />

Koz<br />

Salman Oxides 0.6 1,267 1.2 50.3<br />

Upper transition 0.7 646 1.5 31.7<br />

Lower transition 1.1 362 2.0 23.2<br />

Fresh 1.8 64 2.9 5.9<br />

Bokrobo ALL 0.8 580 3.3 61.4<br />

Nfutu ALL 0.7 321 1.4 13.9<br />

Aliva ALL 0.7 523 1.3 22.0<br />

10,122 1.8 599.8<br />

Probable Adamus ALL 0.7 1,914 2.2 132.7<br />

Sub-Total Probable<br />

Salman Oxides 0.6 205 1.2 7.7<br />

Upper transition 0.7 31 1.4 1.4<br />

Lower transition 1.1 2 2.2 0.2<br />

Fresh 1.8 - 0.0 0.0<br />

Bokrobo ALL 0.8 252 4.6 37.2<br />

Nfutu ALL 0.7 312 1.2 12.4<br />

Aliva ALL 0.7 40 1.2 1.6<br />

2,756 2.2 193.2<br />

Proven and Probable Adamus ALL 0.7 8,273 2.0 524.0<br />

Sub-Total Proven and Probable<br />

Stockpile<br />

Total Mineral Reserves<br />

Salman Oxides 0.6 1,472 1.2 58.0<br />

Upper transition 0.7 677 1.5 33.1<br />

Lower transition 1.1 365 2.0 23.4<br />

Fresh 1.8 64 2.9 5.9<br />

Bokrobo ALL 0.8 832 3.7 98.6<br />

Nfutu ALL 0.7 633 1.3 26.4<br />

Aliva ALL 0.7 563 1.3 23.6<br />

12,878 1.9 793.0<br />

151 0.9 4.20<br />

13,030 1.9 797.2<br />

The Salman and Adamus deposits account for 15% and 66% of the total reserves respectively.<br />

1.7 Mining and Mine Plan<br />

The mining method is conventional open pit mining including drilling, blasting, loading and<br />

hauling operations carried out by a contractor (African Mining Services Ghana Ltd – a subsidiary<br />

of AusDrill; AMS). Mining is currently taking place in the Salman Trend on oxide and upper<br />

transition material and also at the Adamus pit.


Cumulative mining capacity of the fleet provided by AMS meets the earthmoving requirements<br />

of the mining schedule as generated by Nzema technical management and properly supports<br />

mining operations. The in-pit material excavation is largely conducted by two Liebherr 984C<br />

back-hoe excavators equipped with 7m3 buckets (main production units). Waste and near-pit<br />

ore haulage is mainly conducted by CAT 777 off-highway trucks; and material hauled out of<br />

smaller satellite pits utilizes articulated Volvo A35F trucks.<br />

The ore control strategy targeting delineation of ore and waste uses RC holes piercing multiple<br />

benches. The geological and assay information, obtained by 18m holes, assayed every 1m,<br />

represents an input to the grade control block model used by geologists and surveyors for final<br />

ore/waste discrimination and in-pit mark-up.<br />

Drilling and blasting is performed on 6 to 15m benches, depending on geological and<br />

geotechnical settings of a given deposit, with blasted material excavated in discrete 3m high<br />

flitches.<br />

Production blasting is performed by MAXAM Ghana Ltd (MAXAM).<br />

The explosives magazine on site consists of the ammonium nitrate mixing shed for the<br />

manufacturing of bulk explosives, four 20 footer containers for storing detonators, high<br />

explosives and other explosive accessories. The supply of detonators, boosters, bulk explosives,<br />

initiating systems and other explosives material into the magazines for storage and further use<br />

on the mine is the responsibility of MAXAM.<br />

The waste rock dumps associated with mining operations are constructed to meet the<br />

requirements of the Ghana Mining Regulations and the EPA. The condemnation drilling covered<br />

the areas allocated for waste dumps and was completed during 2009 to 2010.<br />

The current reserves supports another 7 years of mine life. The primary objective of the project<br />

production schedule has been to maximize the early cash flow from the operation by delaying<br />

the increased mining costs and bringing revenue forward as much as possible. This objective has<br />

been achieved within the following constraints:<br />

• Ensuring continuous ore supply to the processing plant for the selected 2 Mtpa<br />

throughput rate<br />

• Land access constraints<br />

• Keeping the vertical mining advance rates generally below 9m (3 flitches) per month<br />

(except at the start and end of the pit stages depending on the bench quantities)<br />

• Maintaining a supply of approximately four weeks of mill feed in the ROM stockpile at a<br />

reasonable grade<br />

• Maintaining constant working strip ratios and consequently smooth mining rates for<br />

extended periods of time as much as possible.<br />

Table 1.5 below represents the key parameters of the current mining schedule.<br />

20


Table 1.5: Main Parameters of Nzema LOM Mine Schedule<br />

Year<br />

Mining Waste<br />

Total Processed Au recovered<br />

t t<br />

t Au g/t Koz<br />

2013 9,729,970 7,508,498 2,160,000 1.64 95,917<br />

2014 11,147,094 9,028,826 1,826,350 1.77 92,840<br />

2015 13,574,016 11,658,429 1,897,378 1.77 94,298<br />

2016 13,284,352 11,510,580 1,859,540 1.78 96,253<br />

2017 11,612,724 9,422,899 1,863,711 2.13 114,996<br />

2018 8,766,875 7,387,408 1,718,110 2.35 116,084<br />

2019 4,557,537 3,390,433 1,704,845 1.97 95,237<br />

Total 72,672,567 59,907,074 13,029,934 1.91 705,625<br />

1.8 Metallurgy and Process Plant<br />

The Nzema process plant is a conventional gravity / CIL plant that produces gold doré bullion.<br />

The plant has been operating since February 2011 and achieved commercial production in April<br />

2011. The design throughput treatment rate depends on the hardness of the ore with 2.1 Mtpa<br />

of softer oxide ore and 1.6 Mtpa of the harder transition ore. The average throughput rate is<br />

currently 2.1 Mtpa given the mix of ore feed.<br />

The process plant facilities include a primary jaw crusher, a 3.5 MW SAG mill, a gravity<br />

concentrator in circuit with an Inline Leach Reactor (ILR), carbon-in-leach (CIL) circuit, cyanide<br />

destruction circuit, refinery to produce doré bullion; tailings discharge system and the necessary<br />

reagent, water and air supply systems.<br />

Nzema has several types of mineralization: oxide, upper transition, lower transition and fresh<br />

ore with different recovery characteristics. All of the mineralization has good gold recoveries<br />

(i.e. 88 to 95%) with the exception of the Salman lower transition (55%) and fresh (or “primary”;<br />

35%) mineralization. The Salman Trend lower transition and fresh mineralization is refractory<br />

due to the some of the gold being within fine grained arsenopyrite.<br />

The production plan is based on mining and processing all mineralization types from Adamus,<br />

Bokrobo, Nfutu, Aliva but only the oxide and upper transition material from Salman Trend<br />

deposits. Plant feed is currently from the oxide and upper transition material in the Salman<br />

Trend and also from the Adamus oxide zone. The current transitional material from Salman is<br />

strategically blended with the oxide from Adamus and Salman in order to achieve the<br />

production targets for throughput and recoveries.<br />

Oxide ore from both Salman and Adamus are mainly goethite, with free particulate gold derived<br />

from weathering of the fresh mineralization. Gold is free milling and amenable to high<br />

recoveries by a combination of gravity concentration and cyanide leaching - CIL.<br />

Gold in Adamus sulphide zones is associated with pyrite whereas in the Salman Trend it is<br />

associated with pyrite and arsenopyrite. The gold in the Adamus sulphides is generally<br />

21


ecoverable by conventional methods, while in the Salman sulphides would require fine grinding<br />

and an oxidation process (i.e. pressure oxidation, bioxidation etc.).<br />

Deleterious elements are generally low in concentration in the mineralization that is included in<br />

the production schedule. Arsenic grades are low in the oxides and Adamus sulphides, but high at<br />

present in the Salman transition ore.<br />

Dore alloy (87% Au average) produced by Nzema process plant is usually shipped to Rand<br />

Refinery (Johannesburg, South African Republic). Before the alloy leaves the site, a state<br />

customs representative inspects the weight and seals the container with a government customs<br />

seal, signifying that the government is fully aware of the gold content of Dore alloy leaving the<br />

country. A helicopter transports the Dore alloy (under appropriate security) to the Accra airport,<br />

and by the same day is shipped under supervision of a Ghanaian branch of an international<br />

security company.<br />

1.9 Mine Infrastructure<br />

The Nzema mine infrastructure includes:<br />

• Access roads which meet public roads near Essiama and also near the administrative<br />

offices<br />

• Mine haul roads connecting the Salman, Adamus and satellite deposits to the plant<br />

• Administrative offices located next to the plant<br />

• Warehouse and a spares yard located next to the plant<br />

• Mine contractor maintenance shops<br />

• Tailings storage facility<br />

• Water storage impoundment<br />

• Water supply - from the Ankobra River via an existing 9,000m raw water line fed from<br />

river water pumps<br />

• Accommodations and cafeteria near the mine gate, close to Essiama.<br />

1.10 Operating Costs<br />

Mining costs calculations were based on current mining rates fixed in a contract between Nzema<br />

Gold Mine of Endeavour Mining Corporation and African Mining Services (AMS) as well as on<br />

2012/2013 budgets. The cumulative mining cost of a single block in the resource model is based<br />

on three components- material type, blasting requirements and vertical component of the<br />

distance to the pit entrance. The average haul distances, considering plant and waste dump<br />

locations, were calculated separately for each pit, fixed in the current AMS contract and taken<br />

into account in optimization. During the mining of Oxide and Transition material drill and blast<br />

fragmentation is assumed to be required for rock with specific gravity greater than 2.1 t/m³.<br />

Fresh material is assumed to require blasting.<br />

22


Table 1.6 represents an example of depth and material type dependent mining cost calculations<br />

for Adamus, which represents approximately 66% of Nzema mineral reserves.<br />

Table 1.6: Mining Cost Components for the Adamus Pit<br />

Oxide/bcm Transition/bcm Fresh/bcm<br />

Depth from Surface Earthmoving D&B Earthmoving D&B<br />

Surface +3m 2.41 1.40 3.02 1.93 4.95<br />

Surface 2.42 1.40 3.03 1.93 4.96<br />

Surface -3m 2.43 1.40 3.04 1.93 4.97<br />

Surface -6m 2.44 1.40 3.05 1.93 4.98<br />

Ore related mining and processing costs, metallurgical recoveries for the different material<br />

types, namely oxide (very weathered), upper transition (moderately weathered), lower<br />

transition (weakly weathered) and fresh, were obtained from the mine contract, processing<br />

plant management and relevant other parameters from the current production plan.<br />

Table 1.7: Processing Costs for the Adamus Pit (Main and Satellite)<br />

PARAMETER Deposit<br />

Description Units<br />

Ore mining & Processing<br />

23<br />

ADAMUS<br />

Oxide Up-Trans Low-Trans Fresh<br />

Rehabilitation $/t-m 0.15 0.15 0.15 0.15<br />

Grade Control $/t-ore 2.88 2.88 2.88 2.88<br />

Ore Haulage $/t-ore 2.91 2.91 2.91 2.91<br />

Rehandle Cost $/t-ore 0.33 0.33 0.33 0.33<br />

Dewatering/Crusher/Supervision $/t-ore 4.26 4.26 4.26 4.26<br />

Processing Cost $/t-ore 10.05 11.74 11.74 11.92<br />

Site G&A Cost $/t-ore 5.25 5.25 5.25 5.25<br />

Total ‘Process’ Cost $/t-ore 25.68 27.37 27.37 27.55<br />

Table 1.8: Annual Operating Costs (US$ ‘000s)<br />

Units Totals 2013 2014 2015 2016 2017 2018 2019<br />

Total Waste Tonnes Mined kt 59,907 7,508 9,029 11,658 11,511 9,423 7,387 3,390<br />

Total Ore Tonnes Mined kt 12,765 2,221 2,118 1,916 1,774 2,190 1,379 1,167<br />

Mining Costs (incl rehandle) US$ ‘000 235,109 37,220 42,481 41,551 31,684 30,598 33,104 18,471<br />

Unit Mining Cost Per Total<br />

Tonne Mined<br />

$/t mined 3.24 3.83 3.81 3.06 2.39 2.63 3.78 4.05<br />

Tonnes Processed kt 13,030 2,160 1,826 1,897 1,860 1,864 1,718 1,705<br />

Processing<br />

maintenance)<br />

Costs (incl<br />

Unit Processing Cost Per<br />

Tonne Milled<br />

US$ ‘000 157,993 34,769 21,184 21,101 21,508 20,382 20,996 18,053<br />

$/t<br />

processed<br />

12.13 16.10 11.60 11.12 11.57 10.94 12.22 10.59


General and Administrative<br />

Costs<br />

Unit Gen & Admin Cost Per<br />

Tonne Milled<br />

Mine<br />

Development<br />

Units Totals 2013 2014 2015 2016 2017 2018 2019<br />

US$ ‘000 99,294 14,788 14,078 14,078 14,116 14,078 14,078 14,078<br />

$/t<br />

processed<br />

1.11 Sustaining Capital Expenditures<br />

7.62 6.85 7.71 7.42 7.59 7.55 8.19 8.26<br />

For the Nzema Gold Mine, the majority of capital costs have already been spent during<br />

construction of the mine. The principal contractor was Lycopodium Limited, the Australian<br />

EPCM contractor, for process plant and related infrastructure construction.<br />

The main projects requiring sustaining capital expenditures in 2013 are as follows:<br />

• Purchase and installation of 6 MW diesel genset from SDMO of France. The contract<br />

sum is US$4M.<br />

• Relocation and development of relocation site at the Adamus Pit is ongoing at a total<br />

cost to completion of US$27 million. FF Construction Ltd and other contractors have<br />

been engaged at the construction site.<br />

• Tailings storage facility lift is underway and has been contracted to Naakyea Plant Pool<br />

Ltd with Knight Piesold providing the technical support.<br />

As the earthmoving is carried out by mining contractor (AMS), no mining capital for mobile fleet<br />

replacements or additions was allocated or required.<br />

Table 1.9 represents the annual CAPEX distribution over the Life-of-Mine period.<br />

Table 1.9: CAPEX and Sustaining Capital, LoM<br />

Units Totals 2013 2014 2015 2016 2017 2018 2019<br />

US$ ‘000 39,322 28,820 4,870 5,633 - - - -<br />

Sustaining Capital US$ ‘000 17,571 3,267 4,228 991 4,315 3,453 1,193 125<br />

Total Capital US$ ‘000 56,893 32,087 9,097 6,624 4,315 3,453 1,193 125<br />

1.12 Environmental and Social Issues, Closure Plan<br />

The Nzema Gold Operations has a corporate commitment towards sustainable development<br />

that focuses on achieving a high standard of environmental, economic and social performance in<br />

its operations.<br />

Nzema maintains compliance with environmental and social regulatory requirements, as stated<br />

in the company social and environmental policy and follows through with the requirements of<br />

the AKOBEN programme as mandated by the Environmental Protection Agency (EPA). The<br />

environmental management of Nzema is defined under the schedule attached to the<br />

24


Environmental Permit EPA/EIA/278. The Environmental Permit 3 for the Nzema mine was issued<br />

on December 12, 2008. Table 1.10 gives a summary of the environmental permits issued to the<br />

Nzema Gold Mine.<br />

Table 1.10: Environmental Permits Issued to Nzema Gold Mine<br />

Type of Permit Agency Date<br />

Environmental Permit Environmental Protection Agency 18 th December 2008<br />

Water Abstraction Permit Environmental Protection Agency 8 th October 2010<br />

Modified TSF and By-pass Road Environmental Protection Agency 20 th December 2010<br />

Water use permit Water resources Commission 22 nd October 2010<br />

Mining Area Declaration Minerals Commission 9 th October 2010<br />

Water Discharge Permit Environmental Protection Agency 10 th October, 2012<br />

The environmental permit conditions refer to the following documents and plans to provide<br />

fundamental information on the pre-mine environment and guidelines for the post-mining<br />

rehabilitation of the site.<br />

• Reclamation Plan (April 2010)<br />

• Environmental Management Plan (August 2011).<br />

Other commitments under the Schedule to the Nzema environmental permit and in the project<br />

EIS also include:<br />

• Posting of a Reclamation Bond<br />

• Compliance with Minerals and Mining Act, Act 703 (2006)<br />

• Compliance with Mining Regulations LI665 (1970).<br />

At the end of the Life-of-Mine, the mining project and infrastructure will be demobilized subject<br />

to the mine closure plan in compliance with the existing legal and statutory regulations. The<br />

closure plan will be subjected to the approval of the Mine Closure Plan by the Chief Inspector of<br />

Mines and EPA recommendations.<br />

The objectives for the reclamation plan for the mine are as follows:<br />

• Provide a final land-use that considers the needs of the stakeholders<br />

• Create landforms that blend with the existing natural topography in the project area<br />

• Leave the facilities physically and chemically stable including erosion control<br />

• Reduce the aesthetic impact of the facilities<br />

3 Adamus Resources Limited Proposed Southern Ashanti Gold Project in the Nzema East and Jomoro Traditional Areas<br />

of the Nzema East Municipality and Ellembelle District in the Western Region; Environmental Permit No EPA/EIA/278<br />

by the EPA (File No. CM:1064/02).<br />

25


• Leave disturbed areas in a safe and stable condition<br />

• Minimise the impact of the facilities on surface water drainage patterns and also on<br />

groundwater characteristics<br />

• Minimise the impact of the facilities on contamination in general<br />

• Restore as much of the mining area to a sustainable land-use capability as is practicable<br />

• Minimise or eliminate any post-reclamation environmental impacts<br />

• Provide rehabilitated areas that contribute to the long-term sustainability of the local<br />

economy<br />

• Ensure that potential environmental liabilities associated with the closure of the site are<br />

minimized.<br />

The closure plan considered open pits, partially filled pits, completely backfilled pits and waste<br />

dumps for rehabilitation. The mine closure costs are allocated in the Nzema business plan and<br />

reflected in operational cash flow model.<br />

During 2011 and 2012 the Salman village was relocated 1.5km to the east of the previous site.<br />

Approximately 2,000 residents were moved to the new village which includes 711 structures. A<br />

resettlement due to the mining area of influence at the Adamus pit is currently underway. This<br />

will impact 1,200 to 1,500 residents and involve construction of approximately 540 structures.<br />

1.13 Conclusions<br />

Nzema is a successfully operating gold mine that started commercial production in April 2011<br />

and is projected to continue until 2019 based on currently available mineral reserves.<br />

The exploration database for the Youga project is reliable for the purpose of resource<br />

estimation. The mineral resources and mineral reserves have been updated to December 31,<br />

2012. Adamus (Anwia) provides the majority of the reserves (66%) followed by Salman (15%),<br />

Bokrobo (12%) and the two additional deposits Nfutu (3%) and Aliva (3%). A total of 72.7 million<br />

tonnes will be mined (59.9 million tonnes waste) at an overall strip ratio of 4.6 to 1.<br />

In 2012 the Nzema gravity/CIL processing facilities had a throughput of 2.144 million tonnes at<br />

an average grade of 1.85g/t Au to produce 109,447 ounces. The LOM production schedule has<br />

12.9 million tonnes of ore at an average grade of 1.91g/t Au processed to produce a total of<br />

705,625 ounces.<br />

1.14 Recommendations<br />

Nzema is an operating mine and requires ongoing monitoring of the impacts of changes in the<br />

gold price and the inflationary effects on power, fuels, labour and spare components must be<br />

monitored. Continued sustaining capital expenditures should be completed as described.<br />

Additional metallurgical testwork is required for the fresh mineralization in the Akropon and<br />

Avrebo deposits.<br />

26


The 2013 exploration program is $2.55M and will focus on identification of new resources close<br />

to existing deposits that can readily be converted to reserves. Table 1.11 summarizes the<br />

exploration program by metres of drilling and by costs. The following programs are planned:<br />

• Reverse Circulation (RC) drilling at Adamus to convert Inferred mineral resources to<br />

Indicated mineral resources<br />

• RC drilling between Salman North and Akango South deposits at Salman to target<br />

continuation of the known mineralised structures through low lying areas<br />

• Reconnaissance RC (RRC) drilling along adjacent structures to the Salman Trend.<br />

In addition to the near mine programs, the following will be completed:<br />

• RRC drilling near the Avrebo deposit to identify additional mineral resources in that<br />

area.<br />

Table 1.11: 2013 Nzema Planned Exploration Program<br />

Item metres Cost US$<br />

RRC Drilling 4,350 435,000<br />

RC Drilling 6,000 320,000<br />

Analysis 135,000<br />

Consumables, Support, Land access and permitting 750,000<br />

Labour 910,000<br />

Total 2,550,000<br />

Youga Gold Mine, Burkina Faso, West Africa<br />

The following technical disclosure relating to the Youga Gold Mine is derived principally from the<br />

summary from the “Technical Report and Update of Mineral Resources and Mineral Reserves for the<br />

Youga Gold Mine, Burkina Faso, West Africa” dated effective December 31, 2010 (the “Youga Report”),<br />

prepared by Adrian de Freitas and K. Kirk Woodman of Endeavour. The disclosure below has been<br />

supplemented with more recent information, which information has been reviewed and approved by<br />

the authors of the Youga Report, both of whom are qualified persons (non-independent) under National<br />

Instrument 43-101 - Standards of Disclosure for Mineral Properties (“NI 43-101”). Readers should consult<br />

the Youga Report to obtain further particulars regarding the Youga Gold Mine. The Youga Report is<br />

incorporated by reference herein and is available for review electronically on SEDAR at www.sedar.com<br />

under the Corporation’s profile.<br />

Location<br />

The Youga Exploitation Permit is located in southern Burkina Faso approximately 180 kilometers south<br />

of Ouagadougou, the capital city, near the border with Ghana.<br />

Ownership<br />

The Youga Exploitation Permit which currently covers an area of 29 km 2 , and was granted to Burkina<br />

Mining Company S.A. (“BMC”) in April 2003. Etruscan acquired 90% of BMC through a wholly owned<br />

27


Cayman Islands subsidiary in 2003. In 2010 Endeavour Mining Corporation (formerly Endeavour<br />

Financial Corporation) completed the acquisition of a 100% interest in Etruscan.<br />

The remaining 10% interest in BMC is held by the government of Burkina Faso.<br />

Geology<br />

The Youga Exploitation Permit is underlain by rocks of the Archean-Proterozoic Man Shield which forms<br />

the southern half of the larger West African Craton. Locally the dominant feature on the permit is the<br />

Tarkwaian basin which is comprised of a succession of arkosic sandstones with subordinate chloriticschist.<br />

The Tarkwaian rocks unconformably overlay Upper Birimian Series volcanics, volcaniclastics and<br />

sediments of the Bole-Navrongo Belt, which extends across north-western Ghana into southern Burkina<br />

Faso.<br />

Mineralization<br />

The Youga gold deposits can be described as epigenetic, mesothermal gold deposits, demonstrating a<br />

strong structural control with a brittle structural style. Gold mineralization is intimately associated with<br />

pervasive silicification, quartz veining and sulphidation (predominantly pyrite), although sulphide<br />

content is extremely low (generally


Table 1.1<br />

Youga Mineral Resources at a 0.5 g/t Cut-Off<br />

Youga Mineral Resources (including reserves, 0.5g/t cutoff as of 31 December 2012)<br />

Deposit Measured Indicated Measured & Indicated Inferred<br />

kt<br />

Au<br />

(g/t)<br />

k<br />

Ozs kt<br />

Au<br />

(g/t)<br />

29<br />

k<br />

Ozs kt<br />

Au<br />

(g/t)<br />

k<br />

Ozs kt<br />

A2 Main 409 3.7 49 1,590 2.2 111 1,999 2.5 160 268 1.2 10<br />

A2 East 1,274 1.2 50 763 1.2 29 2,037 1.2 80 197 0.9 6<br />

A2 West 1 24 2.1 2 25 1.5 1 49 1.8 3 6 2.0 0<br />

A2 West 2 1,413 1.6 74 478 1.4 21 1,891 1.6 96 89 1.3 4<br />

A2 West 3 383 2.0 24 354 1.5 17 736 1.7 41 131 1.3 5<br />

Stockpiles 708 1.2 27 708 1.2 27<br />

Zergoré 1,640 1.3 70 793 1.3 34 2,432 1.3 104 204 1.1 7<br />

NTV 1,532 1.1 55 2,164 1.1 73 3,696 1.1 128 249 1.3 11<br />

A2NE 350 1.2 14 864 1.4 40 1,214 1.4 54 318 1.4 14<br />

Youga Total 7,733 1.5 366 7,031 1.4 326 14,764 1.5 692 1,462 1.2 57<br />

The interpolation and classification of the resources are in accordance with the criteria set out in NI 43-<br />

101 and based on CIM Definition Standards for Mineral Resources and Mineral Reserves adopted by the<br />

CIM Council on December 11, 2005.<br />

Mineral Reserves<br />

Based on the updated, end of 2012, Measured and Indicated Mineral Resources for the various mineral<br />

deposits at the Youga Gold Mine, the Proven and Probable Mineral Reserves for the open pit operations<br />

as of December 31, 2012 are estimated to be 6,364Kt at a grade of 1.86 g/t au containing 380Kozs of<br />

gold. This includes 311Kt of ROM pad ore stockpile at a grade of 1.80g/t au containing 18Kozs of gold<br />

(Table 1.2).<br />

Table 1.2<br />

Youga Mineral Reserves<br />

Youga Mineral Reserves (31 December 2012)<br />

Deposit Proven Probable Proven and Probable<br />

Au<br />

(g/t)<br />

kt Au (g/t) k Ozs kt Au (g/t) k Ozs kt Au (g/t) k Ozs<br />

A2 Main 358 3.7 42 654 2.2 46 1,011 2.7 89<br />

A2 East 597 1.4 28 259 1.4 12 856 1.4 39<br />

A2 West 2 948 1.8 56 161 1.6 8 1,109 1.8 65<br />

A2 West 3 193 3.0 18 44 1.6 2 237 2.7 21<br />

Stockpiles 311 1.8 18 - - - 311 1.8 18<br />

Zergoré 716 1.7 40 277 1.6 14 993 1.7 54<br />

NTV 709 1.3 30 535 1.4 24 1,244 1.4 54<br />

A2NE 151 1.8 9 451 2.2 32 602 2.1 40<br />

Youga Total 3,984 1.9 242 2,380 1.8 139 6,364 1.9 380<br />

This reserve estimate has been determined and reported in accordance with NI 43-101 and based on<br />

CIM Definition Standards for Mineral Resources and Mineral Reserves adopted by the CIM Council on<br />

k<br />

Ozs


December 11, 2005. A gold price of $1,350/oz has been used for reserve evaluation over the life of<br />

mine.<br />

Development and Operations<br />

The Youga mine commenced operations in 2008 with open pit mining and CIL processing facilities and<br />

during the period to year end 2012 a total of 372Kozs of gold had been recovered from the mining and<br />

processing of 4,379Kt of ore mined from the A2Main, A2West1, A2West3 and A2East pits at an average<br />

operating cost of $675/oz.<br />

The Youga Gold Project involves a conventional open pit, selective mining exploitation method,<br />

employing a mining contractor - PW Mining International Ltd.<br />

The Youga processing plant uses the conventional gravity/CIL gold recovery process, and consists of a 3<br />

stage crushing operation, ball milling, gravity concentration and cyanidation by carbon-in-leach (CIL).<br />

Pressure Zadra elution is utilized for recovery of gold from loaded carbon; it is designed to process 1 M<br />

tonnes per annum of gold ore.<br />

Conclusions<br />

The Youga mine has a dedicated Safety, Occupational Health and Environment department which<br />

operates under the guidance of a set of principles which define the regulatory and corporate<br />

governance commitments of the Youga mine in respect of the manner in which it conducts its business.<br />

Operations to date have confirmed the mineral resources and mineral reserves as previously stated for<br />

the Youga Gold Mine.<br />

The results of this update to the mineral resource and mineral reserve evaluation confirm the continued<br />

economic viability of exploiting the Youga Gold Deposit.<br />

The 2013 life of mine cash flow projections, based on updated operating costs and average spot gold<br />

price of $1,600 per ounce, shows a cumulative net cash flow (before income tax and other debt services)<br />

of $215M from the mineral reserve. Gold production is estimated at 354Kozs at an operating cost of<br />

$993/oz.<br />

Recommendations<br />

Exploration activities on the Youga Exploitation Permit during 2013 will focus on delineating additional<br />

mineral resources and open pit reserves around the currently operational pits and virgin deposits and to<br />

explore the economic potential of underground operations. The main objective is to establish additional<br />

mineral reserves for the Youga Gold Mine and thereby extend the mine life. The Youga exploration<br />

budget for the mine permit area is expected to be $100,000 for 2013.<br />

This is an annual exploration program and as an operating mine there will be a further phase of<br />

exploration in following years based on results from the 2013 program.<br />

30


Tabakoto Gold Mine, Mali, West Africa<br />

The following technical disclosure relating to the Tabakoto Gold Mine is partially derived from the<br />

“Technical Report on the Tabakoto Mining Operations, Mali, West Africa” dated effective July 5, 2011<br />

(the “Tabakoto Report”), prepared by Tracy Armstrong, Eugene Puritch and Antoine Yassa of P&E<br />

Mining Consultants Inc. and Don Dudek and Andrew Bradfield, then of Avion. Readers should consult<br />

the Tabakoto Report to obtain further particulars regarding the Tabakoto Gold Mine. The Tabakoto<br />

Report is available for review under the Corporation’s profile on SEDAR at www.sedar.com.<br />

All scientific and technical information in this summary relating to any updates to the Tabakoto Gold<br />

Mine since the date of the Tabakoto Report, including the Mineral Reserve and Mineral Resource<br />

estimates, has been reviewed and approved by Richard Allan, who is a qualified person (nonindependent)<br />

under NI 43-101.<br />

Project Description and Location<br />

The Tabakoto Gold Mine is located in the western part of Mali, West Africa, approximately 360 km<br />

west of the capital city of Bamako, adjacent to the border with Sénégal. The projects are within the<br />

Kéniéba Administrative District, approximately 15 km north of the government administrative center of<br />

Kéniéba.<br />

The initial Tabakoto Gold Mine, totalling approximately 101 km 2 (1,010 ha), comprised eight<br />

historical individual mineral titles which had been amalgamated into two mining permits, the Ségala<br />

and Tabakoto Mining Permits, and two exploration permits (Toubikoto and Manianguti areas now<br />

combined in a new application called Dougala). Acquisition of the Great Quest concessions added<br />

approximately 34 km 2 and two new concession applications (Koudioulo and Doufouru) add another<br />

23.5 km 2 of concession for a current total of approximately 156 km 2 .<br />

The Tabakoto Gold Mine is currently in production.<br />

The table below summarizes the permits comprising the Tabakoto Gold Mine:<br />

Permit Name Type Area<br />

Permits Comprising the Tabakoto Gold Mine (1)(2)<br />

31<br />

Convention Ownership<br />

Company Name Expiration Endeavour Gov’t.<br />

Tabakoto Mining 60 km 2 Tamico 2029 80% 20%<br />

Ségala Mining 23 km 2 Société Consolidated<br />

Mining Corporation (West<br />

Africa) SA<br />

Manianguiti<br />

Merged with<br />

Toubikoto –<br />

now called<br />

Dougala<br />

Authorization<br />

of exploration<br />

2027 80% 20%<br />

18.3 km 2 Tamico 29/07/2014 Research permit<br />

waiting for<br />

approval<br />

Kéniéba Est Prospection 8 km 2 Tamico and now Semico 16/11/2014 80% 20%<br />

20%


Permit Name Type Area<br />

Permits Comprising the Tabakoto Gold Mine (1)(2)<br />

32<br />

Convention Ownership<br />

Company Name Expiration Endeavour Gov’t.<br />

Comifa Prospection 10 km 2 Tamico and now Semico In progress Renewal of<br />

permit in progress<br />

Kouidoulo Authorization<br />

of exploration<br />

Doufouru Authorization<br />

of exploration<br />

4.95 km 2 Avion Mali Exploration In progress Research permit<br />

waiting for<br />

approval<br />

18.6 km 2 Avion Mali Exploration In progress Research permit<br />

waiting for<br />

approval<br />

Notes:<br />

(1) Information contained in this table has been compiled from several sources, including title opinions, but has not been<br />

fully confirmed by Endeavour’s legal representatives.<br />

(2) Areas have been calculated from concession coordinates provided in the arrêtés and concession applications.<br />

The Ségala Mining Permit contains the Ségala Main, Ségala NW Deposits, Dar Salam, Moralia, Kenieba<br />

(Sansanto) and NE Orpailleur Deposits. The Tabakoto Mining Permit contains the Tabakoto NE, NW,<br />

Dioulafoundou, Tabakoto South and Dabo Deposits, and the Kéniéba Exploration Permit contains the<br />

Djambaye II Deposit.<br />

The Tabakoto Mining Permit and the Ségala Mining Permit are held in the name of Ségala<br />

Mining Corporation S.A. (“Semico”). The two exploration permits, Toubikoto and Manianguiti, are<br />

also held in the name of Semico. The shares in Semico are distributed between Avion Resources<br />

(Mali) Ltd. (80%) and the Government of the République of Mali (20%). Avion Resources (Mali) Ltd. is a<br />

direct wholly-owned subsidiary of Endeavour.<br />

On January 8, 2010, Endeavour (then Avion) announced the acquisition of a 100% interest in the<br />

Kéniéba Concessions held by Great Quest. The Kéniéba Concessions are located adjacent to the south<br />

and west sides of the Tabakoto Mining Permit and comprise the Kéniéba (Sansanto), Kéniéba Est and<br />

Comifa Concessions totaling approximately 32 km 2 . Under the terms of the acquisition agreement,<br />

the Corporation has agreed to make future contingent payments of up to $2.1 million in the event that<br />

it produces more than 400,000 ounces of gold from the Kéniéba Concessions, payable upon realizing<br />

each additional 50,000 ounces of production. If production from the concessions exceeds 600,000<br />

ounces, Endeavour would be required to make payments of up to a further $1.4 million to complete<br />

its obligations under this agreement.<br />

There are currently no material environmental liabilities associated with the Tabakoto Gold Mine. The<br />

Corporation completes a small amount of site rehabilitation annually and has recently completed a<br />

review of its asset retirement obligations.<br />

Accessibility, Climate, Local Resources, Infrastructure and Physiography<br />

The Tabakoto Gold Mine is located in the southwest corner of the Republic of Mali, a land-locked<br />

country in the northwest corner of Africa, bordered to the north by the Sahara Desert and by the<br />

countries Sénégal, Mauritania, Algeria, Burkina Faso, Niger, Cote D’Ivoire and Guinea.<br />

0%<br />

0%


Air access to the Tabakoto property is possible by charter aircraft from Bamako, 360 kilometres to<br />

the east, to Kéniéba. The flight from Bamako to Kéniéba is about an hour.<br />

Kéniéba is accessible via a new paved road that extends from Bamako to Dakar. Depending on<br />

conditions, the drive takes from five to six hours to complete. Endeavour operates daily road shuttles to<br />

and from Bamako for personnel and small freight.<br />

An all-weather laterite access road branches west from the Route Nationale, south of Tabakoto, for<br />

approximately 1.2 km to the Tabakoto mine and campsite. A variety of dirt and laterite roads crosscut<br />

the mine area to allow access to virtually all corners of the property.<br />

The climate in the Kéniéba District is tropical with only two seasons: (i) a rainy season from June<br />

to October and (ii) a dry season from November to May. The average temperature range in western<br />

Mali is between 18°C and 43°C. During the hottest portion of the summer months, temperatures vary<br />

between 25°C and 43°C. In the winter months of December and January, the temperature ranges<br />

between 18°C and 35°C. The wet season generally moderates the average temperature. Peak<br />

temperatures of 54°C have been noted.<br />

Local infrastructure is poor with few supplies or support services available in the Kéniéba area. Most<br />

equipment and supplies are imported from Europe to the port of Dakar in Sénégal and shipped by rail to<br />

Kayes then by truck to the property area, or directly by truck from Dakar. The state telephone company<br />

MaliTel and France’s Orange operate cellular telephone services in Kéniéba area. At the project site,<br />

a local cellular telephone network has been established with both wireless and LAN inter/intra-net<br />

systems. All mines in the region are still reliant on diesel generated electricity. In addition, water supply<br />

to the processing plant is primarily sourced from the Falémé River, and is supplemented by recycled<br />

water from the tailings dam and other sources.<br />

The Kéniéba District is at an elevation of 120 metres above sea level. Low rolling peneplained plateaus<br />

cut by moderately well-developed drainage systems cover most of the property. Rising above<br />

the plateaus in some areas are long ridges capped by hard ferruginous laterite crusts (cuirrasse) that<br />

extend for several kilometres. Immediately to the east of the property there is the prominent<br />

west facing Tambaoura escarpment formed by sandstone cliffs that rise to over 350 metres in<br />

elevation. The district of Kéniéba is largely vegetated by tall grass and wooded savannah. Abundant<br />

seasonal streams crisscross the area and flow southward into the Doundi River and then westward into<br />

the Falémé River that forms the Mali-Sénégal border. Land use consists of subsistence farming and<br />

grazing of domestic animals. Crops usually consist of maze, millet, rice, peanuts and melons<br />

History<br />

Local villagers have reported that the original Tabakoto deposit was located by villagers in the<br />

early 1950s. At that time, the site was apparently a small scale alluvial mining site. Chronological<br />

summaries of historical exploration activities in the Kéniéba district and on the Tabakoto, Ségala and<br />

Fogala-KoutilaDioulafoundou permits catalogue the extensive quantity of exploration work that has<br />

been completed over the properties. Between 2004 and 2007, there were no geological and drilling<br />

exploration reports focused on the Tabakoto deposit that served as precursor to current mine<br />

development. Avion reinitiated geological and drilling work in 2008 for the purpose of mine<br />

development and to discover new resources.<br />

33


In the 1950s and 1960s, diamond exploration was conducted that identified 12 kimberlites and three<br />

diamondiferous pipes. Exploration continued in the 1970s, with the Mali Gold Syndicate identifying<br />

30 gold anomalies from soil geochemistry, including Tabakoto, Ségala and the Loulo Deposit. Additional<br />

exploration and test mining and processing continued in the 1980s and 1990s, with the report of<br />

the discovery of a new large kimberlite in the Kéniéba permit in the 1990s.<br />

Ségala<br />

During the 1990s, the Ségala property expanded to include the entire adjacent Dar Salam permit. CMC<br />

(WA) completed four diamond drill (“DD”) holes totaling 942 metres. All holes contained<br />

gold mineralization with average grades of 1.9 g/t Au to 4.7 g/t Au over core lengths of 34 to 55<br />

metres, respectively. VLF-EM and magnetometer surveys appear to have been completed over an<br />

expanded grid, with Oliver Gold Corporation completing 23 DD holes totaling 5,558 metres, on 100metre<br />

centers over a 1,200-metre strike length. In 1996, Oliver and CMC (WA) completed a 24hole<br />

(7,038 metres) DD program and a 291 hole reverse circulation (“RC”) drill program (13,655<br />

metres) over the Main and Northwest Zones to depths of up to 300 metres vertical.<br />

In 1997, Sagax Geophysics was contracted to carry out a pole-dipole IP/resistivity survey over the Dar<br />

Salam, Moralia and Ségala West areas and two lines were surveyed over the Main Zone. Oliver drilled a<br />

further 18 DD holes on the Main and Northwest Zones. Rescan Engineering wrote a pre-feasibility<br />

report on the Ségala deposit. This document was submitted to the Malian government who ultimately<br />

issued an exploitation permit for the property. In 1998, Pearson Hoffman and Associates completed<br />

a resource estimate for the Ségala Main and Northwest Zone for Nevsun using data from 72 DD holes<br />

and 291 RC holes.<br />

In 2002, Snowden Mining Industry Consultants (“Snowden”), on behalf of Nevsun, completed a resource<br />

estimate for the Ségala deposit. Limited soil sampling was undertaken at Dar Salam and Moralia in<br />

order to check on anomalous values defined by past operators and enable a consulting group to<br />

level the Ségala soil results with those from other adjoining Nevsun properties. Induce d<br />

Polarization (“IP”) /resistivity and magnetometer geophysical surveys were carried out over the Main<br />

Zone for the first time. Detailed geological mapping from east of the Main Zone to the western property<br />

boundary and regional scale mapping in the area of the Moralia Zone was completed. Infill drilling was<br />

completed on the Ségala Main and Northwest Zones and six areas outside of the Main and<br />

Northwest Zones were subjected to drilling programs in an effort to better understand previously<br />

defined mineralization and to carry out preliminary drilling on other previously untested targets.<br />

These included the following areas of the Ségala deposit: Far Northwest Zone, Moralia, Dar Salam, Dar<br />

Salam East, Ségala East and Moralia South. A total of 11,311.5 metres of DD in 65 holes and 6,117<br />

metres RC drilling in 67 holes was completed.<br />

Tabakoto<br />

Little appears to be known of any systematic exploration activity on the Tabakoto property between<br />

the time of the initial discovery in the 1940s until the mid-1990s. Various geological consultants and<br />

contract service firms performed exploration between 1993 and June 1997, when Nevsun assumed<br />

management of exploration activities. In 1997, property-wide geological mapping, geophysical<br />

surveys and soil sampling were carried out in order to have a complete database of background<br />

exploration information. Core re-logging of all holes previously drilled was completed by a team of<br />

geologists such that a common lithological base was utilized. Additional sampling was also carried out.<br />

34


Nevsun conducted soil sampling, geological mapping, IP/resistivity surveys, constructed an exploration<br />

camp and completed additional diamond drilling. Initial resource estimates were calculated for<br />

the Tabakoto Project. In 1998, a preliminary feasibility study was completed by BLM Bharti<br />

Engineering Inc.<br />

Limited drilling continued on the Tabakoto property in 1999, work largely focused on studies required to<br />

obtain a mining license. Snowden carried out a resource and mining review that suggested a high grade<br />

open pit mining scenario followed by underground mining would be feasible. Golder Associates<br />

also carried out geotechnical investigations with respect to establishing a ramp and a test pit site.<br />

Twelve HQ DD holes were established for a total of 735 metres.<br />

In 2000, the Malian Government awarded a mining (exploitation) license to Nevsun in respect of<br />

the Tabakoto property. 22 oriented core DD holes for a total of 3,021 metres were completed. This<br />

was the first phase of a program designed to complete in-fill drilling on 25-metre centers, both along<br />

strike and up and down dip within the proposed open pit areas. All drilling was designed to intersect<br />

mineralization at depths no greater than 100 metres vertical. 18 RC holes for a total of 1,438 metres<br />

were completed. A re-interpretation of the deposit geology was completed by Snowden, and it<br />

concluded that it had developed a better understanding of the mineralized structures and timing of<br />

mineralization.<br />

Drilling continued on the Tabakoto property in 2001 and 2002. 40 oriented core DD holes were<br />

completed for a total of 5,601 metres and 71 RC holes where completed for a total of 6,341 metres in<br />

2001. Three additional concessions (Koutila, Fougala and Dioulafoundou) contiguous with the<br />

Tabakoto mining license area were also acquired and added to the Tabakoto mining license in 2001. In<br />

2002, 17 DD holes for a total of 2,987 metres and 12 RC holes for a total of 1,131 metres were drilled.<br />

Metallurgical Design and Management (Pty) of South Africa completed a detailed feasibility study of the<br />

Tabakoto deposit. In 2003, two condemnation DD holes were drilled at the north end of the deposit in<br />

the area of the proposed processing plant.<br />

Mining activities started on the Tabakoto deposit in 2005 and the process plant was commissioned in<br />

2006.<br />

Avion acquired the property from Nevsun Resources in May 2008 for the sum $20,000,000 plus a 1% Net<br />

Smelter Royalty, which was subsequently repurchased and extinguished.<br />

The Corporation acquired Avion by way of plan of arrangement effective October 18, 2012.<br />

Geology<br />

The geology of West and Central Africa is dominated by Precambrian shields or cratons of Achaean and<br />

Lower Proterozoic age, Pan-African mobile Zones of Upper Proterozoic age and intracratonic<br />

sedimentary basins ranging from the Proterozoic to the Quaternary.<br />

The Precambrian history of this part of Africa is commonly described as a process of progressive<br />

accretion of a series of successively younger mobile or orogenic Zones or belts to the old crustal nuclei<br />

of early Archaean age. Occasionally, subsequent orogenic belts developed inside existing cratons,<br />

but more commonly they added to the size of older cratons by the addition of new crustal material<br />

along their margins. Most of the cratonic nuclei in the area under discussion stabilized during the<br />

35


Archaean after the accretion of Archaean mobile Zones subsequent to earlier orogenic events. The<br />

North Gabon Archaean nucleus for example stabilized around 2.7 Ga. An exception is the West African<br />

craton, which stabilized much later at about 1.99 Ga after the accretion of vast areas of Lower<br />

Proterozoic (or Birimian) formations at the end of the Eburnean orogenic event. This fact has led to<br />

much confusion as to the use of the word craton in regard to West Africa in recent years. Due to<br />

extensive cover by intracratonic basins and deep crustal reactivation during the Pan-African orogenic<br />

event, only segments of the original Archaean-Lower Proterozoic cratons are recognizable today in West<br />

Africa. The principal remaining segments of the West African shield are the Man Craton in Guinea/Sierra<br />

Leone, Reguibate in Mauritania, Kayes Inlier in Mali, and the Kedougou-Kéniéba Inlier in Sénégal and<br />

Mali. The vast Man-Leo Shield terrains, which extend from Guinea in the west to Benin and Niger in<br />

the east, make up the balance of the West African Shield.<br />

The Kéniéba area, within which the Project falls, is located within a Proterozoic portion of the<br />

West African Shield but outside of the Archaean aged Man Cratonic nucleus of that shield. The Man<br />

Craton is considered to be a remnant of a much larger craton that included the present day<br />

Guyana Craton of South America. This former craton was split by continental breakup in the Jurassic<br />

and the two segments have since drifted apart.<br />

The Archaean-Lower Proterozoic shields consist essentially of granitic-gneissic terrains and of isoclinally<br />

folded volcano-sedimentary and sedimentary greenstone belts, which can be of either Archaean or<br />

Lower Proterozoic age. Both ages of greenstone belts are host to significant precious metal, base<br />

metal and bulk mineral deposits in Africa and world-wide. Archaean greenstone belts exist within the<br />

Man Craton and host Banded Iron Formation (BIF) deposits, Archaean mafic cumulate deposits<br />

and Mesozoic supergene nickel deposits and so are compositionally different from their later<br />

equivalents. The Proterozoic greenstone belts of West Africa are also known as Birimian greenstone<br />

belts, named after the Birim River Valley in Ghana, where both gold and diamonds occur. They<br />

encompass a vast area of approximately 350,000 km ² covering parts of Niger, Burkina Faso, Benin, Togo,<br />

Ghana, Ivory Coast, Mali, Guinea, Liberia and Sénégal. In general the Birimian rocks lie outside of the<br />

cratonic Archaean areas and are sometimes thought of as mobile belts.<br />

The Tabakoto Project area is underlain by a Lower Proterozic-age sequence of Birimian sediments which<br />

varies from a proximal turbiditic sequence of greywacke and lesser graphitic argillite and siltstone in the<br />

south, in the vicinity of Tabakoto, to a distal turbiditic sequence of graphitic argillite, siltstone<br />

and greywacke in the north, near Ségala. Foliation varies from north-northeast (010° Azi) striking, steeply<br />

east to locally west dipping (near fold hinges) in the south, to east-west (110°Azi) striking with steep<br />

southerly dips in the north. Generally the strike of the units appears to rotate to a more east -west<br />

direction, with steep dips to the south, in the area around the Yatia Granite pluton in the northern<br />

regions of the Ségala permit.<br />

A wide variety of small porphyritic felsic to intermediate (dioritic) intrusions and lamprophyres have<br />

been observed in orpailleur workings throughout the properties and in the Tabakoto and Ségala<br />

open pits. These intrusions are related to gold mineralization in that, for the most part, they are<br />

permissive structural hosts.<br />

All of the units have been intruded by a series of narrow, generally northeast-southwest oriented<br />

diabase dykes which have been offset by a series of later northeast-trending (030° Azi) normal faults<br />

which have been down thrown to the east. The intrusion of these dykes is likely to have taken<br />

36


place during the Paleozoic. One such dyke interrupts the Ségala Deposit. Numerous kimberlitic<br />

diatremes known to be younger than the Upper Proterozoic Souroukoto Series have been discovered<br />

in the immediate area of the property.<br />

Mineralization<br />

Within the Tabakoto Project there are five principal deposits and many other secondary<br />

deposits associated with them. The five principal deposits are Ségala, Tabakoto, Dioulafoundou, Dar<br />

Salam and Djambaye II, for which there are resources estimated and reported on in the Tabakoto<br />

Report.<br />

The Tabakoto Project contains two (to three) different types of deposit model:<br />

Shear Zone hosted (Ségala and Ségala NW);<br />

Fracture and cross structure hosted (Dar Salam, Tabakoto and Dioulafoundou); and<br />

Intrusive hosted (Djambaye II).<br />

The Ségala, Tabakoto, Dar Salam and Dioulafoundou Deposits are described as structurally controlled<br />

gold deposits, with quartz and quart-carbonate veins and minor sulphide concentrations<br />

(pyrite, arsenopyrite). The deposits are related to shearing along the core of the anticline at Ségala, or<br />

at the intersection between felsic to intermediate dykes and lamprophyre that intruded along the<br />

axial trace region of a tight, vertical anticline and northeast-northwest and east-trending cross<br />

structures. As well, mineralization extends away from the intersection point both along the trend of the<br />

axial planes and the individual cross structures, Alteration, consisting of chlorite, carbonate, sericite,<br />

albite, sulfides and silica, displays variable intensity but is not considered intense in comparison to other<br />

similar deposits.<br />

At the Dar Salam, Tabakoto and Dioulafoundou Deposits, a geological model for gold<br />

mineralization proposed by Nielsen (2004) favours the emplacement of gold-bearing mineralization<br />

along structures developed during north-northeast directed isoclinal folding. The salient features of this<br />

model include:<br />

Emplacement of intermediate to felsic dykes along the axial trace of north-south to northnortheast<br />

trending isoclinal folds;<br />

Intrusive activity was coincident with a moderate temperature metamorphic event<br />

and hydrothermal fluid flow;<br />

Pervasive silicification and sericite + quartz + Fe-carbonate alteration within and adjacent to<br />

dykes and along intersecting north-east, north-west and easterly trending structures; and<br />

Mineralization is preferentially hosted within silicified felsic to intermediate dykes and adjacent<br />

sedimentary strata along the axial trace of the north-northeast trending Tabakoto anticline.<br />

Here, Zones of silicification formed competent hosts susceptible to brittle fracturing and<br />

increased hydrothermal fluid flow and subsequent gold deposition. In addition to north -<br />

south trending corridors, higher grade gold mineralization is hosted within subsidiary but<br />

intersecting north-east, north-west and easterly trending structures characterized by<br />

increased veining, sulphide mineralization and locally, silicification (albitization) of the hosting<br />

sedimentary units.<br />

37


Gold mineralization correlates with an increase in:<br />

Intrusive activity (density of dykes);<br />

Density/frequency of structures intersecting the north-south dyke corridor;<br />

Silicification and/or sericite + quartz + Fe-carbonate alteration;<br />

Pyrite and arsenopyrite mineralization, as well as minor pyrrhotite and chalcopyrite;<br />

and<br />

Quartz and sulphide veining.<br />

The Djambaye II Zone is a more classic intrusive hosted deposit, situated within a north-trending felsic<br />

intrusion(s) (and proximal sediments) that lies in the axis of a northerly-trending fold hinge.<br />

Mineralization is stockwork style in character, pyrite dominant, with subordinate arsenopyrite and often<br />

associated with quartz veins. Higher grade Zones are inferred to occur near cross-structures.<br />

Ségala<br />

The Ségala Deposit includes the Ségala Main and Ségala NW deposits, and the Ségala SW and Ségala Far<br />

NW Zones.<br />

The Ségala Main Zone has been traced along a strike of 750 metres, has an average width of 40 m and<br />

continuity of mineralization to a depth of at least 600 metres. The mined, and currently deemed<br />

mineable portion of the Zone, extends for about 350 to 400 metres along strike and ranges up to 40<br />

metres true thickness with an average true thickness of close to 15 metres. The Main Zone consists<br />

of a central, wider core of alteration and mineralization bound to the north and south by several 0.5<br />

to 5 metre wide bands of more intense alteration and mineralization.<br />

Gold mineralization is associated with late, narrow, iron carbonate-quartz veins and stringers that<br />

intrude the silicified and carbonatized sediment. The veins and stringers usually display somewhat<br />

bleached selvages containing coarse to fine grained arsenopyrite crystals and finer disseminated to<br />

patchy pyrite (pyrite is also seen to replace arsenopyrite). To a significantly lesser degree, gold is also<br />

associated with fractured felsic and intermediate feldspar porphyry dykes.<br />

The Ségala NW Zone has been tested along more than a 1,500 metre strike and detail drilled over a 500<br />

metre strike length and to approximately 220 metres depth. This Zone is hosted by an east-southeast<br />

trending, weakly to well foliated package of variably altered argillite, siltstone and greywacke. These<br />

rocks are cut by several episodes of quartz veins, of which a set of northeast trending, steeply dipping<br />

veins are known to contain abundant gold and were selectively mined by artisanal miners. The<br />

strike of the Northwest Zone appears to be parallel to the Main Zone. North-east striking structures<br />

play a significant role in emplacement of gold as is evident in the Tabakoto pit. Graphitic/carbonaceous<br />

Zones are noted to carry some gold values. Mineralized feldspar porphyries were also intersected<br />

in narrow sheeted structures. The alteration in the NW Zone is not as well developed in<br />

comparison to the Main Zone, lacking a distinct alteration halo and having a more weathered profile.<br />

Mineralized Zones at the NW Zone are more discrete and wide spread than in the Main Zone with<br />

larger widths of lower grade gold mineralization being more common. Visible gold is contained in<br />

some of the veins, especially a cm-scale northeast-trending set.<br />

38


The Ségala SW Zone is associated with a magnetic low away from the main area of orpailleur workings.<br />

Drilling intersected mineralization in quartz-carbonate veins within argillite and greywacke.<br />

The encompassing host rock is only weakly altered, however arsenopyrite has been observed.<br />

Another south-east trending Zone of gold mineralization lies several hundred metres north of the Ségala<br />

NW Zone and has been dubbed the Ségala Far NW Zone. This package of mineralized rocks can be<br />

traced for several kilometres along strike. Drill holes along this trend almost always intersect anomalous<br />

amounts of gold mineralization.<br />

Tabakoto<br />

The Tabakoto Deposit occurs within and proximal to the core of a tight, upright anticline (or<br />

anticline couple), whose axial surface dips steeply (70°-85°) eastward. A suite of metre to decametre<br />

scale, felsic to intermediate feldspar (+/- quartz) porphyritic and non-porphyritic dykes cut the folded<br />

sequence along the length of the core of the anticline. The main north-south direction of the<br />

Tabakoto fold hinge is intersected by numerous northeast (060° Azi) and northwest (305° Azi) striking<br />

structures. These cross-structures are directly related to the bulk of the modeled and interpreted gold<br />

mineralization at the Tabakoto Deposit, which appears to be mainly associated with Zones of fracturing<br />

and brecciation within and proximal to the axial Zone of the Tabakoto anticline.<br />

Dar Salam<br />

Four mineralized Zones comprise the Dar Salam Deposit; the South, North, NE Orpaillage and Moralia<br />

Zones.<br />

The Dar Salam South extends over a strike of 630 m north south, has variable widths of between two<br />

and 25 m and continuity of mineralization to a depth of at least 300 m. Mineralization in this Zone is<br />

similar to that seen at Tabakoto and is most likely an extension to the Tabakoto system.<br />

The Dar Salam North Zone comprises several north-northeast trending, low grade gold Zones, up to a<br />

combined width of 35 metres that extend along a strike for more than 500 metres and are open to<br />

the north and to depth. Within this area there is a higher grade central core that has an average width<br />

of five metres, dips steeply to the east and extends to a depth of at least 140 metres.<br />

The Moralia Zone extends over a strike of 125 metres northeast, has an average width of two metres<br />

and continuity of mineralization to a depth of at least 100 m dipping east.<br />

The NE Orpailleur Zone extends over a northerly strike of 150 m, dips steeply east, has an average width<br />

of five m and continuity of mineralization to a depth of at least 185 m. Recent artisanal mining<br />

activity indicates that the Zone is open to the south.<br />

Anomalous gold and arsenic in soils and active orpailleur mining coincide with the NE Orpailleur Zone.<br />

Dioulafoundou<br />

The Dioulafoundou Deposit lies approximately 2.3 kilometres south of the Tabakoto Pit, and consists<br />

of two parallel, northwest-trending lenses of mineralization, the longest of which can be<br />

traced for approximately 400 metres along strike. The mineralized Zones appear to plunge steeply to<br />

39


the east, dip steeply to the north, and have been traced to 300 metres vertically, with a maximum<br />

width of 18 metres and an average width of three to five metres. This Zone remains open down plunge.<br />

This deposit lies near the junction of a package of north-south trending silicified felsic dykes, probably<br />

the southern continuation of the Tabakoto Trend and a northwest trending fracture Zone.<br />

Resource modeling for the Tabakoto Report only considered the northwest trending<br />

mineralized Zones. Two large orpaillage Zones known as La Grande Mine and La Petite Mine lie on the<br />

northwest-trending Zone.<br />

Djambaye II<br />

The Djambaye II Zone is hosted by a north-trending felsic intrusion(s) (and proximal sediments) that<br />

lies in the axis of a northerly-trending fold hinge. Mineralization is stockwork style in character,<br />

pyrite dominant with subordinate arsenopyrite, and often associated with quartz veins. Higher grade<br />

sections are inferred to occur near cross-structures.<br />

Avion’s drilling focused on a 700 metre section of the Djambaye II Zone where grades and widths<br />

were expected to be stronger, and where two parallel Zones of gold mineralization were<br />

previously identified. The northern end of the Djambaye II Zone is located approximately nine<br />

kilometres southwest of the Tabakoto mine site. The mineralized structure/Zone dips at -70° to the east<br />

and has been traced by drilling for approximately 4,400 metres and is still open to the north, south and<br />

to depth.<br />

Holes at the southern end of the trend intersected intensely silicified and sulphidized (fine<br />

grained arsenopyrite and pyrite), rock returning only low gold values. This system is still open to the<br />

north with priority target areas being those at and near the intersection of the Djambaye II trend and<br />

mapped cross-structures.<br />

A second parallel Zone of gold mineralization, Djambaye footwall (FW) Zone, lies approximately 15 to<br />

20 metres to the west. This Zone has been intersected by 37 core and reverse circulation holes along a<br />

540 metre strike length and to 240 metres depth. It appears to be open to depth and to the north.<br />

Exploration<br />

During the nine months ended September 31, 2012, Avion had completed 99 reverse circulation holes<br />

and one core hole totaling approximately 12,179 metres with a focus on the Djambaye II zone in-fill<br />

drilling.<br />

The goal of the current drill program is to increase the amount of Measured and Indicated mineral<br />

resources at Djambaye II, better define the Dar Salam South zone and to drill test other exploration<br />

targets on the Tabakoto property.<br />

Sampling, Analysis, Security and Data Verification<br />

Resource sampling at the Tabakoto Project has been done using diamond core drilling or RC. See also<br />

“Drilling” for a discussion of sampling. Endeavour’s procedure for handling drill core is consistent<br />

with international standards.<br />

40


The core is described and logged into a Microsoft Access database. Mineralized and suspected<br />

mineralized intervals in the holes are described in detail and marked for sampling. The core<br />

is photographed prior to cutting. The core is then cut in half with the right-hand portion of the core put<br />

into plastic sample bags and sealed. Certified reference materials (aka standards) are inserted<br />

approximately every 20th sample. In addition, split core from every 20th sample is also quartered<br />

and sent in as a separate sample to form duplicate assays from these intervals.<br />

Whenever visible gold is encountered in the core, a blank sample is inserted as the next sample in the<br />

sample stream. To date, this sampling procedure has been initiated and periodically reviewed by<br />

Endeavour’s Senior Vice President of Exploration, Don Dudek, a qualified person for purposes of NI 43-<br />

101. These samples were then delivered to a representative of ALS Chemex based in Bamako, Mali or<br />

to SGS XRAL based in Kayes, Mali. The assay samples are then finecrushed to better than 70% passing<br />

a -2mm screen, with an assay pulp split of up to 250 grams pulverized to better than 85% passing a 75<br />

micron screen. Gold values were determined by Fire Assay and AAS with a 50 gram nominal sample<br />

weight. In order to ensure that local, exceptionally high grade assays are not overly represented in<br />

assay composites, Endeavour has been presenting assay composites with high grade samples capped<br />

at 27.5 g/t to 30 g/t Au and without grade capping. If there is enough information capping is determined<br />

by statistical analysis. In the absence of sufficient information, Endeavour carries out capping at 30 g/t.<br />

Endeavour does not hold any interest in the ALS Chemex or SGS Mali laboratories, and as such, both<br />

ALS and SGS act completely independently of the Corporation.<br />

Endeavour’s quality assurance-quality control protocol includes the use of certified standards and<br />

duplicate samples as follows:<br />

1. Insertion of a certified standard control sample for every 20 drill hole samples.<br />

2. Every twentieth core sample was quartered and saved as a duplicate to check the consistency<br />

of the assay results. These were sent to the lab once 20 to 30 samples had been collected.<br />

Endeavour has used a variety of certified standards from Ore Research & Exploration and<br />

Geostat. The standards have a range of low and high grade gold samples with known gold values and<br />

statistical limits. The maximum and minimum limits are set to +/- 2 standard deviations from the<br />

mean value of the controls sample as published by Ore Research & Exploration and Geostat.<br />

Assay results for assay standard samples are closely monitored. If a standard returned values outside<br />

an acceptable range then the entire sample batch, generally consisting of 20 samples were re-analyzed.<br />

If the new batch returned acceptable assay standard values then the assay results for this batch were<br />

used as the accepted assay values.<br />

41


Mineral Resource and Reserve Estimates<br />

Mineral Resource Estimate<br />

The Mineral Resource estimate for the Tabakoto Project is current as of December 31, 2012:<br />

Table 1. Mineral Resources as of Dec. 31, 2012<br />

ZONE CATEGORY TONNES<br />

GRADE g/t<br />

Au<br />

OUNCES GOLD TYPE<br />

Tabakoto NE Measured 169,000 7.04 38,200 UG<br />

Zones Indicated 463,000 6.27 93,300 UG<br />

Inferred 222,000 5.91 42,100 UG<br />

Total NE Zones 854,000 6.32 173,600<br />

Tabakoto NW Measured 21,000 4.55 3,100 OP<br />

Zones Indicated 15,000 5.03 2,400 OP<br />

Inferred 14,000 4.79 2,200 OP<br />

Measured 267,000 5.67 48,700 UG<br />

Indicated 319,000 6.45 66,100 UG<br />

Inferred 521,000 6.22 104,100 UG<br />

Total NW Zones 1,157,000 6.09 226,600<br />

Tabakoto South Measured 228,000 5.94 43,500 UG<br />

/Dabo Zones Indicated 283,000 6.27 57,000 UG<br />

Inferred 140,000 5.86 26,400 UG<br />

Total South Zones 651,000 6.06 126,900<br />

Djambaye II Indicated 829,000 3.56 95,000 OP<br />

Inferred 648,000 2.67 55,700 OP<br />

Indicated 147,000 4.94 23,400 UG<br />

Inferred 1,143,000 4.77 175,300 UG<br />

Total Djambaye II 2,767,000 3.93 349,400<br />

Ségala Main Measured 79,000 4.69 11,900 UG<br />

Indicated 2,723,000 5.62 492,000 UG<br />

Inferred 1,443,000 4.56 211,600 UG<br />

Segala Zones 4,245,000 5.24 715,500<br />

Segala West Indicated 91,000 2.49 7,300 OP<br />

Inferred 130,000 3.73 15,600 OP<br />

Indicated 67,000 3.21 6,900 UG<br />

Inferred 464,000 3.26 48,600 UG<br />

Total Segala West 752,000 3.24 78,400<br />

Ségala NW Indicated 284,000 2.36 21,500 OP<br />

Inferred 209,000 1.99 13,400 OP<br />

Indicated 115,000 3.68 13,600 UG<br />

Inferred 754,000 3.51 85,000 UG<br />

Total Segala NW 1,362,000 3.05 133,500<br />

Dioulafoundou Indicated 155,000 5.26 26,300 UG<br />

Inferred 514,000 6.08 100,500 UG<br />

Total Dioulafoundou 669,000 5.90 126,800<br />

Dar Salam Indicated 266,000 2.57 22,000 OP<br />

Inferred 445,000 2.53 36,200 OP<br />

Indicated 45,000 3.37 4,800 UG<br />

Inferred 418,000 3.64 48,900 UG<br />

Total Dar Salam 1,174,000 2.96 111,900<br />

42


Total Tabakoto Resources Dec. 31, 2012<br />

Underground Measured 743,000 5.96 142,300<br />

Indicated 4,317,000 5.64 783,400<br />

Inferred 5,619,000 4.66 842,500<br />

Total Underground 10,679,000 5.15 1,768,200<br />

Open Pit Measured 21,000 4.59 3,100<br />

Indicated 1,485,000 3.10 148,200<br />

Inferred 1,446,000 2.65 123,100<br />

Total Open Pit 2,952,000 2.89 274,400<br />

Total Tabakoto Resources 13,631,000 4.66 2,042,600<br />

Notes:<br />

1. The Inferred Resources are in addition to the Measured and Indicated Resources.<br />

2. The Mineral Resources have been classified in accordance with requirements of NI 43- 101 and the CIM standards. Resource<br />

estimates were based on a gold price of USD$1,350 per ounce and a 93% recovery.<br />

3. Mineral Resource Estimation Summary Report, prepared as of Dec 31 st 2012, by Kevin Harris, Internal Resources<br />

Estimate, under supervision of Richard Allan P.Eng., qualified person, not independent from End eavour.<br />

4. Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability.<br />

5. “UG” stands for underground and “OP” stands for open pit.<br />

Mineral Reserves Estimate<br />

The Mineral Reserves estimate for the Tabakoto Project demonstrates several sources of open pit and<br />

underground Mineral Reserves that are projected to provide flexibility for Endeavour’s mining<br />

plans. The Corporation is currently transitioning from an open pit mining operation to a primary<br />

underground mining operation with open pit mining providing contingency mill feed. The Mineral<br />

Reserve estimate as of December 31, 2012 is as follows:<br />

Table 2. Mineral Reserves as of Dec. 31, 2012<br />

ZONE CATEGORY TONNES<br />

43<br />

GRADE g/t<br />

Au<br />

OUNCES TYPE<br />

Tabakoto NE Proven 124,000 5.29 21,100 UG<br />

Zones Probable 468,000 4.67 70,200 UG<br />

Total NE Zones 592,000 4.80 91,300<br />

Tabakoto NW Proven 178,000 3.91 22,400 UG<br />

Zones Probable 160,000 4.47 23,000 UG<br />

Total NW Zones 338,000 4.18 45,400<br />

Tabakoto South Zones Proven 185,000 3.95 23,400 UG<br />

Probable 167,000 5.60 30,100 UG<br />

Total Tabakoto South 352,000 4.73 53,500<br />

Djambaye II Proven 0 0.00 0 OP<br />

Probable 946,000 2.92 88,800 OP<br />

Total Djambaye II 946,000 2.92 88,800<br />

Segala Main Proven 80,000 3.85 9,900 UG<br />

Probable 2,674,000 4.63 397,700 UG<br />

Segala Zones 2,754,000 4.60 407,600<br />

Dar Salam Proven 0 0 OP<br />

Probable 104,000 2.80 9,400 OP<br />

Total Dar Salam 104,000 2.80 9,400


Total Tabakoto Reserves Dec. 31, 2012<br />

Underground Proven 567,000 4.21 76,800<br />

Probable 3,469,000 4.67 521,000<br />

Total Underground 4,036,000 4.61 597,800 UG<br />

Open Pit Proven 0 0.00 0<br />

Probable 1,050,000 2.91 98,200<br />

Total Open Pit 1,050,000 2.91 98,200 OP<br />

Total Tabakoto In-situ Reserves 5,086,000 4.26 696,000<br />

STOCKPILES<br />

ROMPAD Proven 143,000 3.37 15,500 SP<br />

Total Stockpiles Subtotal 143,000 3.37 15,500 SP<br />

GRAND TOTAL Proven 710,000 4.04 92,300<br />

Probable 4,519,000 4.26 619,200<br />

Total 5,229,000 4.23 711,500<br />

Notes:<br />

1. The Mineral Reserves have been classified in accordance with the requirements of NI 43-101 based on a gold price of US$1,350 per ounce<br />

and a 93% process plant recovery rate.<br />

2. Internal Underground Reserves estimate, Tabakoto and Segala Underground Reserves as of December 31 st , 2012 prepared by Exupery<br />

Lyimo, under supervision of Richard Allan P.Eng., qualified person, not independent from Endeavour.<br />

3. Internal Open Pit and Stockpiles Reserve estimate, Djambaye and Darsalam Open Pit reserves December 31 st , 2012, prepared by Patrick<br />

Mkonyi, under supervision of Richard Allan P.Eng., qualified person, not independent of Endeavour.<br />

4. The Mineral Reserves were estimated using the Canadian Institute of Mining, Metallurgy and Petroleum (CIM), CIM Standards on Mineral<br />

Resources and Reserves, Definitions and Guidelines prepared by the CIM Standing Committee on Reserve Definitions and adopted by CIM<br />

Council.<br />

5. “UG” indicates Underground, “OP” indicates Open Pit and “SP” indicates Stockpile.<br />

Mining Operations<br />

The Tabakoto Gold Mine transitioned from an open pit mining operation to a mix of underground and<br />

open pit sources in 2012. The method of mining is dependent on location. There are three deposits<br />

currently being mined:<br />

The Ségala Deposit which consists of the Ségala Main and the Ségala NW zones. Both of these<br />

zones have been mined by open pit methods during 2009 through 2012. The Segala Main is<br />

currently being developed as an underground mine, with the first ore to be produced late in<br />

2013. The Segala NW reserve was depleted in early 2012 however there are investigations<br />

ongoing to upgrade remaining and additional resources.<br />

The Tabakoto Deposit was previously mined using open pit mining methods. Since 2011,<br />

underground mining methods have been used to exploit the NE and NW trending zones, as well<br />

as the South/Dabo mineralized zone<br />

The Dioulafoundou Deposit was mined until November 2012 and the Djambaye II Deposit<br />

continues as the sole open pit mining operation.<br />

Stockpiles created during past open pit mining will be reclaimed and fed to the Tabakoto process plant<br />

at the end of mine life.<br />

44


Metallurgical Process<br />

(i) Existing Ore Processing Facilities<br />

The Tabakoto Gold Mine contains a process plant that produces gold bullion. The plant has a capacity to<br />

treat approximately 750,000 tonnes per year of ore.<br />

The existing crushing and grinding circuit consists of a jaw crusher, secondary and tertiary cone crushers,<br />

and a ball mill operating in closed circuit with hydro-cyclones. The underflow is directed to a gravity<br />

circuit to recover liberated gold and the remaining material is returned to the ball mill. The<br />

overflow is first thickened and then fed to a leach tank and six carbon-in-leach (“CIL”) tanks.<br />

After a 48 hour retention time in the leach/CIL circuit, the dissolved gold that is adsorbed onto activated<br />

carbon is removed from the first CIL tank on the loaded carbon screen. The resulting CIL tails are then<br />

pumped to a 36 hectare tailings containment facility.<br />

Treatment of the loaded carbon consists of an acid wash and column elution to re move gold<br />

and reactivation of the carbon using a regeneration kiln. The column elusion uses a pressure Zadra<br />

procedure whereby gold is electrowon onto stainless steel wool. Gold is removed from the<br />

electrowinning cathodes using a high pressure water gun before sludge filtration, calcining and smelting.<br />

The gravity circuit consists of two Falcon concentrators and a Gemini table with a small Falcon<br />

concentrator. Concentrates are calcined and smelted to recover the gold.<br />

(ii) Expansion of Ore Processing Facility<br />

In August 2010, the Company awarded an Engineering, Procurement, Construction Management<br />

contract to GENIVAR Limited Partnership of Montreal to increase the process plant throughput from<br />

2,000 tonnes per day to 4,000 tonnes per day. This project is anticipated to be completed in Q2<br />

2013. A new semi-autogenous grinding (“SAG”) mill was ordered in December, 2010, and is installed at<br />

the mine site. Activities during early 2011 focused on detailed engineering analysis and<br />

ordering of equipment. Most of the construction was to have taken place in the second half of 2011<br />

and first half of 2012, with commissioning planned in 2012. The military coup in Mali (March 2012)<br />

caused a considerable delay in construction. Construction resumed in November 2012 and is<br />

progressing toward “hot” commissioning in March 2013 and full production in June 2013.<br />

Plant expansion involves installing a new 5,000kW SAG mill in closed circuit with the existing ball mill. A<br />

unique feature of this expansion is the ability to return to the pre-expansion circuit during periods of<br />

SAG mill maintenance ensuring production at a reduced rate. Expansion plans include<br />

improvements in capacity for CIL, refining, elution, thickening, gravity circuit, tailings impoundment,<br />

fresh water delivery and pumping capacities throughout the plant. The gravity circuit is to be modified<br />

to include an Intense Leach Reactor (“ILR”) and dedicated electro-winning cells to process the increased<br />

volume of gravity recoverable gold. ILR is a high intensity cyanidation process which runs in a batch<br />

mode.<br />

(iii) Gold Recovery<br />

Metallurgical test work and trial plant processing campaigns completed on Tabakoto underground ore in<br />

45


2010 indicated a recovery of 92% for this ore type. This is mainly due to fine grained gold inclusions that<br />

are not amenable to the cyanidation process. Recoveries from Ségala, Ségala NW, Dioulafoundou and<br />

Tabakoto South (open pit only) ore averaged 96.5% in 2010.<br />

(iv) Historical and Projected Production<br />

Overall annual recoveries have been projected based on the blend of Tabakoto underground and<br />

other ores.<br />

Historical plant throughput and performance together with performance after the completion of<br />

the expansion in 2012, is tabled below:<br />

HISTORICAL AND PROJECTED ORE PROCESSING PLANT PER<strong>FORM</strong>ANCE (1)<br />

Y e a r 2009 2010 2011 2012 2013<br />

46<br />

2014<br />

o n w a r d s<br />

Tonnes milled (000’s) 562 706 839 801 1,237 1,460<br />

Head grade (g/t Au) 2.95 4.02 3.59 4.70 3.89 4.00<br />

Overall Recovery 95.5% 96.5% 94.6% 92.7 % 93% 93%<br />

Gravity Recovery 64.5% 69.7% 65.7% 56.6 % 60% 60 %<br />

Recovered Ounces 51,290 87,630 91,200 110,000 135,000 to 150,000 170,000 to 180,000<br />

Note:<br />

(1) Years 2013 onwards are projections.<br />

Markets, Contracts for Sale of Products<br />

With respect to Tabakoto, the Corporation has no hedging contracts in place and is fully exposed<br />

to the spot gold price, except for call options sold by Semico in February 2012, pursuant to which an<br />

aggregate of 36,396 ounces of gold produced from the Tabakoto Gold Mine were sold to be settled<br />

quarterly in cash at strike prices between $700 and $900 per ounce until June 2015. Doré bars poured at<br />

the mine site are collected by a security company at the gold refinery located within the process plant,<br />

and transported to South Africa, for delivery to an internationally-known refinery firm (Rand<br />

Refinery). The doré is then melted and refined to pure gold and silver. Typically, the doré bars<br />

contain 80% - 88% gold and 10% - 15% silver. The refinery charges Endeavour $0.35/oz of the total gross<br />

weight of the doré, and gives a return rate of 99.9% of the analytical fine gold content and 99.0% of the<br />

analytical fine silver content. There are penalties for deleterious elements, but the Corporation has<br />

never exceeded the amounts for penalties to apply. Endeavour has established a third party lab to check<br />

and referee the refining results, and has the right to appoint an umpire if it believes the refinery results<br />

are out of tolerance.<br />

Environmental Conditions<br />

The Corporation is maintaining a closed system at the process plant and tailings dam to avoid<br />

discharging water to the environment. A cyanide detoxification facility is in place for emergency use<br />

during the wet season.<br />

Avion experienced minor environmental incidents, such as small and contained oil or chemical spills<br />

onto the ground, and immediate actions were taken to clean these. Since acquiring Avion, the<br />

Corporation has not experienced any notable environmental incidents.


It should be noted that the following environmental aspects are being continually improved:<br />

Risk of surface water contamination in case of emergency discharge;<br />

Air pollution, noise and blast vibration;<br />

Land occupation and farming within the mining licenses;<br />

Environmental permitting process; and<br />

New Malian environmental laws under review for future implementation.<br />

In order to ensure that adequate funds will be available to complete mine closure in a responsible and<br />

environmentally acceptable manner, a mine closure cost estimate has been prepared, and rehabilitation<br />

costs have been budgeted each year. The estimate serves as a basis for calculating the necessary<br />

provisions to be allocated to a closure fund during the operational phase of the mine, to ensure<br />

adequate funds are available for closure activities after mining operations cease. The current<br />

rehabilitation progress involves the following:<br />

Ongoing nursery tree production; of which, currently the Corporation has 3,400 trees of 52<br />

species;<br />

Tabakoto main waste rock dump and the noise bund were grassed;<br />

Trees have been planted on the main waste rock dump;<br />

Trees planted in community areas; and<br />

Trees donated to the local villages and administration.<br />

Exploration and Development<br />

The 2012 exploration program, with an expenditure of $4.4 million, was designed to enhance existing<br />

deposit resources and identify new discovery opportunities. The program included 12,427 meters of RC<br />

drilling, 102 meters of core drilling, geochemical sampling, ground magnetic surveys and geological<br />

mapping. The RC drilling included near deposit (Djambaye) and new reconnaissance targets.<br />

First production from the Tabakoto underground mine occurred in February 2012. During 2012,<br />

production totaled 427,900 tonnes at 5.45 gram/tonne and a total of 7,656 meters of ore and waste<br />

development were completed. Now in steady operation the Tabakoto underground is expected to<br />

produce 528,000 tonnes at 4.60 gram/tonne during 2013. Extensive resource development and<br />

conversion are expected as two electric and two air-powered diamond drills will be active throughout<br />

the year.<br />

The Segala underground mine is being developed concurrent with a diamond drilling program to<br />

increase the confidence in the resource. An underground diamond drill program began in March 2013<br />

and will continue throughout the year. A small amount of development ore is expected in Q4.<br />

Production from the Djambaye II open pit began early in 2012. The tonnes and grades have been<br />

consistent with the orebody model. Production in 2012 was 190,000 tonnes at 2.84 gram/tonne.<br />

Production from the Dioulafoundou pit ceased in November 2012; however, there will be a further<br />

exploration program to test the extent of the ore that continued into the pit floor.<br />

47


The mill expansion is currently in the commissioning phase and is expected to ramp up to 4,000 t/d<br />

during Q2.<br />

Community Relations and Social Responsibility<br />

Endeavour continues to enjoy a good standing in the local communities of Keniaba, Tabakoto and<br />

Sitakily.<br />

Agricultural support saw the continued improvement in production of rice, potatoes, cabbage tomatoes<br />

and onions by local co-ops. A total of 10 new water wells were developed in local villages.<br />

Construction activity included a municipal center and police station completed for the Sitakily region.<br />

Schools were constructed in the villages of Bambou and Mouralia. Tabakoto was provided with a new<br />

steel water tower for water distribution throughout the town.<br />

The Corporation joined with other mines and private funds to contribute to the END Fund, to combat<br />

the seven most common Neglected Tropical Diseases (NDT’s), the funding will provide treatment and<br />

prevention drugs to millions of Malians affected by NDT’s.<br />

The most significant project undertaken was the construction of the new Djambaye village and the<br />

subsequent relocation of 275 people. The relocation allowed for the development of the Djambaye II<br />

open pit. The project included a number of technical and social economic studies. Design and<br />

construction supervision was with the full cooperation of the Keniaba Urbanization Department. The<br />

project was completed successfully in only four months. Local contractors were used and all unskilled<br />

labor came from the village itself. Including the 60 houses, the project also provided a school, mosque,<br />

youth clubhouse, football field, three water wells and a market.<br />

Agbaou Gold Project, Côte d’Ivoire, West Africa<br />

The following technical disclosure relating to the Agbaou Gold Project is a reproduction of the summary<br />

from the “Agbaou Gold Mine, Côte d’Ivoire, NI 43-101 Technical Report” dated effective May 25, 2012<br />

(“Agbaou Report”) prepared by SRK Consulting South Africa (Pty) Ltd., SENET, Knight Piésold (Pty) Ltd.<br />

Readers should consult the Agbaou Report to obtain further particulars regarding the Agbaou Gold<br />

Project. The Agbaou Report is incorporated by reference in its entirety herein and is available for review<br />

electronically on SEDAR at www.sedar.com under the Corporation’s profile.<br />

1.0 SUMMARY<br />

1.1 INTRODUCTION<br />

Endeavour Mining (<strong>ENDEAVOUR</strong>) commissioned the following entities to review the following<br />

aspects and optimize the previous feasibility study conducted in September 2009:<br />

SRK Consulting (South Africa) – Mineral Resource, Mineral Reserve and Mining;<br />

SENET (South Africa) – Process Plant, Infrastructure, Economic Evaluation, and overall<br />

study management;<br />

Knight Piésold (South Africa) – Tailings Management Facility and Water Storage Dam;<br />

48


Metallurgical Testwork Consultants – Mintek (South Africa), Maelgwyn Mineral Services<br />

(South Africa), Paterson & Cooke (South Africa), Knelson Africa (South Africa);<br />

Orway Mineral Consultants (Australia) – Comminution Circuit Design.<br />

The purpose of this study is to demonstrate the viability of the Agbaou Project through:<br />

Updated mineral resources and reserves;<br />

Economic evaluation taking into account improved resources/reserves and updated<br />

capital and operating costs.<br />

This technical report is a complete summary of the full study as prepared by SRK Consulting,<br />

SENET, Knight Piésold Consulting (2012).<br />

The Agbaou Gold Project is located in Côte d’Ivoire, West Africa on a property 200km northwest<br />

of Abidjan. The concession is reached by tarred and secondary gravel roads and within 10km<br />

from the national electrical power grid. The small town of Agbahou is located 12km north-east<br />

of the regional town of Didoko.<br />

1.2 TENURE, UNDERLYING AGREEMENTS, PERMITS AND RIGHTS<br />

The mineral right to the project, in the form of a renewable exploration permit, is registered in<br />

the name of Etruscan Resources Côte d’Ivoire SARL, a fully owned subsidiary of <strong>ENDEAVOUR</strong>.<br />

The current exploration permit expired on 22nd March 2007, but in terms of a legal opinion<br />

(19th August 2011) the permit remains valid since renewal applications have been submitted<br />

and recognized on 22nd March 2007 and 6th October 2009 and with a Modified Map submitted<br />

in October 2009. A ministerial approval to commence with the development of the mine was<br />

given on 16th August 2010.<br />

1.3 PROJECT HISTORY<br />

Alluvial gold has been known for some time in this area. Gold mineralisation in bedrock was first<br />

reported in the Agbaou area during the late 1980’s, while the ground was held by a jointventure<br />

between BHP Minerals and SODEMI. The joint-venture conducted exploration between<br />

1988 and 1994.<br />

Between 1996 and 2000 the property was held by Goldivoire S.A.R.L., controlled by Jandera<br />

Resources NL (88.4%), a wholly owned subsidiary of Diversified Mineral Resources NL which was<br />

taken over by Hargraves Resources NL in mid-1999. Hargraves Resources were in turn taken<br />

over by Durban Roodepoort Deeps of South Africa in December 1999. Goldivoire undertook<br />

exploration during the period 1996 to 2000. The government of Côte d’Ivoire withdrew the<br />

Agbaou permit and on 27th November 2003, the Ministry of Mines and Energy for Côte d’Ivoire<br />

subsequently granted the Agbaou exploration permit to Etruscan Resources Côte d’Ivoire<br />

(Etruscan) as (Decree Number 2003-464).<br />

After obtaining the project in 2003, Etruscan drilled an additional 179 boreholes and conducted<br />

various studies. The combination of this information with the historic information formed the<br />

basis for a Feasibility Study in 2009. Following this, Etruscan continued with a sterilization and<br />

49


infill drilling programme from 2010 to 2011 by drilling an additional 85 holes (7063 m), which<br />

required the redefinition of the Mineral Resources.<br />

1.4 GEOLOGY AND MINERALIZATION<br />

The shear-zone hosted gold mineralization at the Agbaou deposit is within a sheared volcanosedimentary<br />

succession that was subjected to lower green-schist facies metamorphism, forming<br />

the Birimian age Oumé Fetekro Greenstone Belt, surrounded by granodioritic intrusions.<br />

Gold occurs in a mesothermal auriferous sulphide (pyrite + pyrrhotite) assemblage associated<br />

with quartz veins. The quartz veins are characterized by a wide range of quartz-vein types,<br />

brecciation, boudinage, sericitic and carbonate alteration.<br />

The mineralised quartz veins have a very distinctive texture that has been described as<br />

“mottled”. These veins are easily identifiable in the diamond drilling core intersections from the<br />

fresh rock.<br />

1.5 EXPLORATION, DRILLING AND SAMPLING<br />

Etruscan’s evaluation of the Agbaou project area began in 2003 with the acquisition of the<br />

Agbaou permit. Exploration has been carried out under the supervision of technically qualified<br />

personnel applying standard industry approaches. Geochemical data quality has routinely been<br />

assessed as part of on-going exploration procedures. All data acquired meets or exceeds<br />

industry standards. All exploration work has been carried out by, or supervised by technical<br />

personnel of the operator. Consultants and contractors have been engaged by Etruscan for<br />

various activities including; sample collection, drilling and assaying.<br />

Etruscan conducted detailed and regional soil geochemical surveys which identified the gold<br />

mineralization at areas known as Agbaou, Agbaou South, Mbazo, Zehiri and Niafouta.<br />

A total of 876 pits and 4 trenches were dug to explore the laterite resource but these results<br />

were not used in the resource estimation.<br />

A total of 514 holes (diamond and reverse circulation) were drilled at the Agbaou Project,<br />

totalling 58,444m.<br />

Only limited sample preparation was done on site and this pertains mainly to the splitting by<br />

diamond saw of the core samples and the splitting of the percussion drilling chips with two way<br />

riffle splitters. All crushing and milling was completed by independent commercial laboratories<br />

and following standard industry practice. The samples of the last campaign were submitted to<br />

the Bureau Veritas Mineral Laboratory Côte d’Ivoire (BV Laboratory), in Abidjan for gold<br />

analyses using the fire assay method with an atomic absorption finish. An auditable chain of<br />

custody was established for the sample handling, data reporting and database capturing.<br />

50


1.6 DATA VERIFICATION<br />

The reliability of the gold assay results was based on a well designed and implemented quality<br />

assurance and quality control protocol that entail the analysis of blind blanks, duplicates and<br />

certified reference materials. In addition, samples were also submitted to umpire laboratories.<br />

The apparent coarse nature of the gold results in a high variability in the field duplicate set. The<br />

laboratory returned very good results for the certified reference materials. Similarly blank<br />

material returned acceptable results and SRK accepts the BV Laboratory results.<br />

The variation in results of the duplicate pulp samples submitted to the SGS laboratory in Ghana<br />

and to the accredited SGS Laboratory in Canada indicates poor but acceptable replication at the<br />

Umpire Laboratories.<br />

SRK believes that the current quality systems in place at Agbaou to monitor the precision and<br />

accuracy of the sampling and assaying, is adequate and that the laboratory returned acceptable<br />

results for use in resource estimation.<br />

1.7 MINERAL PROCESSING AND METALLURGICAL TESTING<br />

Background<br />

In 2009, comminution and recovery metallurgical testwork was performed by Mintek in South<br />

Africa on ore samples from the Agbaou deposits. The results were used in the initial feasibility<br />

study to develop the process flowsheet.<br />

In 2011 SENET reviewed the results from the initial feasibility study and with <strong>ENDEAVOUR</strong><br />

proposed a metallurgical test program whose results would support the process flowsheet<br />

selection required for an Engineering Optimization Study (EOS).<br />

Review of the Initial Feasibility Metallurgical Testwork<br />

The table below includes a summary of the initial feasibility metallurgical results generated by<br />

Mintek in 2009.<br />

Table 1.1: Summary of Initial Feasibility Metallurgical Testwork<br />

HEAD ASSAY RESULTS<br />

Units<br />

51<br />

Saprolite Bedrock<br />

South North South North<br />

Ore grade g/t 1.88 1.69 1.09 3.67<br />

Moisture content % 5 5 5 5<br />

Specific gravity t/m3 1.69 1.69 2.79 2.83<br />

Bulk density t/m3 1.01 1.01 1.67 1.7<br />

COMMINUTION RESULTS<br />

UCS-Average Mpa - - 102.9 100.5<br />

BBWi(106µm)-Max kWh/t - - 12.54 15.22


Units<br />

52<br />

Saprolite Bedrock<br />

South North South North<br />

BRWi-Max kWh/t - - 16.48 19.22<br />

Ai-Max kWh/t - - 0.1729 0.1851<br />

JK<br />

A × B - - 23.3 22.9<br />

Ta - - 0.40 0.46<br />

RECOVERY RESULTS<br />

Gravity recoverable gold % 23.2 20 22.7 31.4<br />

CIL dissolution (no oxygen) % 90 83.8 90.8 90.6<br />

CIL dissolution (with oxygen) % 92.2 93.1 - -<br />

Overall gold recovery % 94.01 94.48 92.89 93.55<br />

Cyanide consumptions<br />

No oxygen kg/t 0.22 0.18 0.23 0.26<br />

With oxygen kg/t 0.24 0.18 - -<br />

Lime consumptions<br />

No oxygen kg/t 3.01 2.97 0.52 0.53<br />

With oxygen kg/t 2.99 2.97 - -<br />

Comminution Circuit Review<br />

In 2011, OMC was requested to review the comminution results produced by Mintek during the<br />

initial feasibility study and make recommendations for a suitable comminution circuit to treat<br />

the Agbaou ore.<br />

From OMC analysis, <strong>ENDEAVOUR</strong> selected a SAG milling, ball milling and pebble crushing (SABC)<br />

circuit for treating the Agbaou ore based on the following:<br />

Power is relatively inexpensive in Côte d’Ivoire;<br />

The SABC circuit has a simple mode of operation, with advantages on operability and<br />

maintenance.<br />

Aim of EOS Metallurgical Testwork<br />

Following a review of the initial feasibility metallurgical test results, it was found that there were<br />

limitations to this testwork therefore SENET and <strong>ENDEAVOUR</strong> proposed a test program for the<br />

EOS. The aims of this testwork program were to:<br />

Look at areas where the plant design can be improved;<br />

Conduct testwork to address the shortfalls of the initial feasibility study;<br />

Complete testwork required to satisfy a final feasibility study.<br />

Saprolite and bedrock samples from the north and south deposit were received for the EOS<br />

metallurgical testwork.


EOS Testwork Results<br />

Head Assays and Specific Gravity (SG)<br />

Full elemental analysis and SG determination was conducted on the saprolite and bedrock<br />

composites. The table below shows a summary of the head assays and SG.<br />

Table 1.2: Summary of Head Assays and SG<br />

HEAD ASSAYS<br />

Testwork Units Saprolite Bedrock<br />

Au-composite g/t 2.36 2.99<br />

Au-variability g/t 2.61 2.08<br />

SG-composite 2.79 2.85<br />

SG-variability 2.80 2.89<br />

Gravity Recoverable Gold<br />

GRG tests were conducted and plant GRG recoveries were predicted as shown in the table<br />

below.<br />

Table 1.3: Summary of Gravity Recoveries<br />

GRAVITY RECOVERY<br />

Testwork Units Saprolite Bedrock<br />

GRG (lab) % 44.1 31.1<br />

Mass pull % 0.73 0.85<br />

Conc. grade g/t Au 127.1 90.7<br />

GRG (plant predicted) % 30 20<br />

High Shear Reactor (HSR) and Oxygenation Testwork<br />

HSR testwork was conducted to evaluate whether a High Shear Reactor could be used to lower<br />

residence time, improve gold recovery and reduce reagent consumptions.<br />

The results indicated that the HSR does lower cyanide consumptions and improve leach kinetics<br />

but does not improve overall gold extraction. When air and oxygen sparging was investigated to<br />

access the effect on gold recovery in was found that oxygen sparging produced the best gold<br />

extraction. Oxygen sparging was therefore selected as part of the plant design.<br />

Composite Leach Kinetic Results by Percentage Solids (w/w)<br />

Saprolite and bedrock leach kinetic tests were performed at time intervals between 2hrs and<br />

48hrs at varying percentage solids (w/w) to assess the leach kinetics of saprolite and bedrock<br />

ores types.<br />

53


The testwork indicated the following optimum leach conditions for saprolite and bedrock:<br />

Saprolite: 24hrs leach time at 40% solids;<br />

Bedrock: 32hrs leach time at 42% solids. (42% was selected for design purposes as it is<br />

easily achievable with densifying cyclones)<br />

Preg-Robbing Rate and Preg-Robbing Variability Tests<br />

Preg-robbing rate test were performed on the composite saprolite and composite bedrock<br />

samples. The results indicated that the preg-robbers are most active in the initial stages of leach.<br />

28.12% and 15.92% gold was lost to preg-robbers in the first 2hrs of leach for the saprolite and<br />

bedrock ore respectively.<br />

Since the pre-robbing test on the composite sample showed that both ore types have high pregrobbing<br />

characteristic, variability preg-robbing tests were conducted to see if the preg-robbing<br />

issue occurred throughout the ore body. All the variability samples tested showed the presence<br />

of preg-robbers.<br />

Variability Leach Results on Middlings and Tails<br />

Variability leach tests were performed at optimum conditions to determine the dissolutions and<br />

reagent consumptions. This was then compared to the optimum results to determine the ores<br />

variability and it was observed that the ore was not highly variable.<br />

Optimum Leach Parameters<br />

Selected leach parameters were varied to obtain optimum conditions for the design of the leach<br />

circuit, including the following:<br />

Effect of cyanide addition.<br />

Effect of oxygen and air sparging.<br />

Effect of percentage solids.<br />

The table below is a summary of the optimum leach parameters selected.<br />

Table 1.4: Optimum Leach Parameters<br />

Optimum Leach Conditions<br />

Saprolite Bedrock<br />

Cyanide Addition 0.7kg/t 0.7kg/t<br />

Residence Time 24hrs with oxygen sparging 32hrs with oxygen sparging<br />

pH 10.50 10.50<br />

Solids ( m/m) 40% 42%<br />

Gravity Recovery (Lab) 44.1% 31.1%<br />

Au Dissolution (CIL) (Midds and Tails) 97.14% 92.86<br />

Overall Lab Au Recovery - Gravity & CIL 98.40% 95.08%<br />

54


Thickening, Rheology and Viscosity Testwork<br />

Thickening testwork conducted on the saprolite and bedrock ore indicated that both post leach<br />

slurries can be effectively thickened.<br />

During the initial feasibility study it was observed on Saprolite ore that viscosity issues may be<br />

encountered. In order to possibly increase cyclone overflow densities to higher values, viscosity<br />

modifier testwork were conducted during this phase. The results showed that viscosity<br />

modifiers did reduce the viscosity of the saprolite slurry.<br />

Recommendations for Design Values<br />

Design values were selected from the testwork results for the treatment of the Agbaou ore and<br />

are summarized below.<br />

Table 1.5: Selected Design Values<br />

Units Saprolite Bedrock<br />

Grind 80%-75µm 80%-75µm<br />

Selected Milling Circuit SABC SABC<br />

Solids SG 2.79 2.82<br />

Final Residue (Gravity-CIL) g/t Au 0.10 0.16<br />

Cyanide Consumption kg/t 0.33 0.18<br />

Lime Consumption kg/t 3.23 1.50<br />

Leach Time Hrs. 24 32<br />

Oxygen Sparge During<br />

yes yes<br />

Leach CIL Percent Solids % m/m 40 42<br />

Thickening Flux Rate t/(m2.h) 0.2 0.3<br />

1.8 MINERAL RESOURCE ESTIMATES<br />

SRK generated a new resource estimate as an update of the previous estimate by Coffey Mining,<br />

completed in 2008, including additional drilling data acquired since then and revised<br />

interpretations. SRK compiled a new database from the source information supplied by<br />

<strong>ENDEAVOUR</strong>, and generated a new drill hole database independent from that used by Coffey.<br />

SRK used the Coffey wireframes as a guide to the original interpretation of the mineralized<br />

zones. The SRK interpretation, however, honors all the additional drilling information, aimed to<br />

select a higher grade zone within the drill holes (i.e. is less tolerant of internal dilution), and in<br />

places revised the interpretation of the position and continuity of certain zones based on new<br />

information and matching of the gold tenor in the intersections.<br />

SRK conducted a composite optimisation to select the 2m composite length used for all data.<br />

From the 2m composites SRK modelled semi-variograms for six of the total of fourteen zones,<br />

where there was sufficient data to obtain a reasonably structured semi-variogram. The zones<br />

with insufficient data to generate robust semi-variograms borrowed semi-variograms from<br />

zones with similar grade characteristics. SRK completed a Quantitative Kriging Neighbourhood<br />

analysis to select the optimal search and estimation parameters for each zone.<br />

55


An initial Ordinary Kriged estimate was done, and followed by recoverable resource estimation<br />

using two techniques. SRK were requested to use Uniform Conditioning (“UC”) and Multiple<br />

Indicator Kriging (“MIK”) estimates to model the recoverable resources above a range of cut-off<br />

values. The UC estimate was completed using a global change of support based on the Discrete<br />

Gaussian Model and using the Information Effect. Only zones with sufficient data and their own<br />

semi-variograms were subject to the UC.<br />

For the same zones, SRK conducted a MIK estimate, defining semi-variograms for a range of<br />

indicator cut-off’s, and then Kriging the indicators using the same search parameters as used in<br />

the original Ordinary Kriged estimate. The Kriging of the indicators generated conditional<br />

probabilities for a restricted set of specified cut-offs. In order to transform the probability<br />

estimates into grade and tonnage proportions, the local conditional cumulative density function<br />

(ccfd) is rebuilt for each block, using the Indirect Correction through Permanence of Lognormal<br />

Distribution approach. To be consistent with the previous Coffey MIK estimate no Information<br />

Effect was applied in the support correction, however the same Selective Mining Unit (SMU) size<br />

was used in both the MIK and UC estimates (2.5m cubes).<br />

The Ordinary Kriged, UC and MIK models were compared against each other, and also validated<br />

against the source data at zero cut-off. The OK and UC estimates showed good agreement both<br />

globally and locally when compared to the source data. The MIK results showed very slightly<br />

elevated grades at zero cut-off for some zones, but showed good agreement when compared to<br />

the Ordinary Kriged and UC estimates at zero cut-off.<br />

The mineral resources have been classified considering the quality of data, including drilling,<br />

logging, sampling and analytical quality. The slope of regression was used to measure the quality<br />

of the estimates, and blocks with a slope of regression of greater than 0.7, typically in the<br />

densely drilled areas the resource is classified in the measured category. The blocks estimated in<br />

the first search pass, which approximated the semi-variogram range, and satisfies the search<br />

parameter requirements in terms of number of samples, has been classified in the indicated<br />

category. The blocks estimated in the second and third search passes are classified in the<br />

inferred category.<br />

CIM Definition Standards for Mineral Resources and Mineral Reserves (27th November 2010)<br />

defines a mineral resource as:<br />

“A Mineral Resource is a concentration or occurrence of diamonds, natural solid inorganic<br />

material, or natural solid fossilized organic material including base and precious metals, coal,<br />

and industrial minerals in or on the Earth’s crust in such form and quantity and of such a grade<br />

or quality that it has reasonable prospects for economic extraction. The location, quantity,<br />

grade, geological characteristics and continuity of a Mineral Resource are known, estimated or<br />

interpreted from specific geological evidence and knowledge.”<br />

The “reasonable prospects for eventual economic extraction” requirement generally implies<br />

that the quantity and grade estimates meet certain economic thresholds and that the mineral<br />

resources are reported at an appropriate cut-off grade taking into account extraction scenarios<br />

and processing recoveries.<br />

56


In order to determine the quantities of material offering “reasonable prospects for economic<br />

extraction” by an open pit, SRK used a pit optimizer and reasonable mining assumptions to<br />

evaluate the proportions of the block model (Measured, Indicated and Inferred blocks) that<br />

could be “reasonably expected” to be mined from an open pit.<br />

The optimization parameters were selected based on the parameters defined for the reserve pit<br />

optimisation using contractor mining, aside from the gold price, which was increased from the<br />

US$1,200/t used for the reserve open pit to an intentionally optimistic US$2,000/oz. The reader<br />

is cautioned that the results from this pit optimization are used solely for the purpose of testing<br />

the “reasonable prospects for economic extraction” by an open pit and do not represent an<br />

attempt to estimate mineral reserves. The results were used as a guide to assist in the<br />

preparation of a mineral resource statement and to select an appropriate resource reporting<br />

cut-off grade. From these parameters, a cut-off value of 0.3 g/t was calculated, and this has<br />

been applied in the reporting of the mineral resources. The MIK mineral resource estimate is<br />

summarised in and a range of cut-off grades in tables below.<br />

Table 1.6: Mineral Resource Statement, Agbaou Project, SRK Consulting (Pty) Ltd., 30th<br />

March 2012 using MIK at a 0.3 g/t cut-off<br />

Classification Zone kt Grade (Au (g/t) kozs<br />

Measured 1 1,681 3.60 194<br />

2 870 2.26 63<br />

3 62 2.04 4<br />

4 287 1.44 13<br />

9 687 1.54 34<br />

11 2,989 0.86 83<br />

51 1,384 1.53 68<br />

Total Measured 7,959 1.80 460<br />

Indicated 1 2,318 2.71 202<br />

2 2,369 2.20 168<br />

3 504 1.51 25<br />

4 882 1.24 35<br />

5 617 6.18 123<br />

6 326 3.77 40<br />

7 969 2.28 71<br />

9 325 1.14 12<br />

10 267 1.59 14<br />

11 503 1.23 20<br />

51 313 1.25 13<br />

52 236 0.99 8<br />

53 146 0.94 4<br />

Total Indicated 9,774 2.33 732<br />

Total Measured and Indicated 17,733 2.09 1,192<br />

57


Classification Zone kt Grade (Au (g/t) kozs<br />

Inferred 1 54 2.30 4<br />

2 562 1.59 29<br />

3 102 3.22 11<br />

4 110 0.97 3<br />

7 257 1.44 12<br />

8 497 0.61 10<br />

9 232 1.16 9<br />

10 16 1.34 1<br />

Total Inferred 1,830 1.32 78<br />

Table 1.7: Mineral Resource Statement at a Range of Cut-off Grades, Agbaou Project, SRK<br />

Consulting (Pty) Ltd, March 2012 using MIK<br />

Classification Cut-Off Grade (Au g/t) kt Grade (Au g/t) kozs<br />

Measured 0.3 7,959 1.8 460<br />

0.5 6,262 2.2 438<br />

0.8 4,570 2.7 403<br />

1.0 3,797 3.1 381<br />

2.0 1,939 4.8 298<br />

Indicated 0.3 9,774 2.3 732<br />

Measured and<br />

Indicated<br />

0.5 8,708 2.6 719<br />

0.8 6,981 3.0 683<br />

1.0 6,114 3.3 658<br />

2.0 3,428 4.8 533<br />

0.3 17,733 2.08 1,193<br />

0.5 14,970 2.43 1,157<br />

0.8 11,551 2.88 1,086<br />

1.0 9,911 3.22 1,039<br />

2.0 5,367 4.80 831<br />

Inferred 0.3 1,830 1.3 78<br />

0.5 1,473 1.5 73<br />

0.8 996 2.0 63<br />

1.0 770 2.3 57<br />

2.0 236 4.3 33<br />

The mineral resources are reported in a manner that is consistent with CIM Definition Standards<br />

as set out in NI43-101.<br />

1.9 MINERAL RESERVE ESTIMATES AND <strong>MINING</strong> METHODS<br />

The mining section of the report includes discussion on the open pit optimisation, practical pit<br />

58


design, scheduling process, options investigated and the reasons behind selections made. The<br />

mineral reserves, the results of the mine design process in terms of production schedules as well<br />

as capital and operating cost estimates are presented.<br />

A block model estimated by MIK (Multiple Indicator Kriging) was used as the basic resource<br />

model for the pit optimization study. The amount of mineral resource using a 0.5g/t Au cut-off<br />

was 15 Mt with a gold content of 1.2Moz. Only mineralized material in the measured and<br />

indicated categories was taken into account.<br />

The Whittle/Gemcom Four-X Analyser software provides guidance to the potential economic<br />

final pit geometries. Whittle-4X was used to identify the optimum pit shell in terms of value and<br />

tonnage. Mining by contractor has been selected by <strong>ENDEAVOUR</strong> for the mining operations.<br />

This has been the basis cost estimations. For comparison, an owner operated option has also<br />

been prepared. The optimum pit shell in the contractor option contains approximately 11.4Mt<br />

of ore with average Au grade of 2.55g/t. A gold price of US$1200/oz was selected by<br />

<strong>ENDEAVOUR</strong> which corresponds to other mining studies being undertaken elsewhere at this<br />

time. The cut-off grade determined to be 0.53 g/t for oxide and 0.51 g/t for fresh ore within the<br />

Whittle algorithm. A sensitivity analysis was prepared by varying the unit mining cost, process<br />

and administration and the gold price by ±10%. The sensitivity results on cashflow showed the<br />

gold price is the most sensitive followed by the mining cost then process and administration<br />

cost.<br />

The practical pit designs were prepared using the optimised pit shells as templates. Surpac<br />

software was used to prepare the practical pit, and to incorporate the haul roads and ramps<br />

together with the appropriate inter-ramp slope angles. A total of five pits have been designed<br />

for North and South parts of Main orebody (interim and final pit) and West orebody. The Proven<br />

and Probable mineral reserves estimated to be contained within the practical pits (and by<br />

SAMREC definition) was approximately 11.1 Mt with contained gold of about 0.905 Moz. The<br />

mineral reserves are reported in a manner that is consistent with CIM Definition Standards as<br />

set out in NI43-101.<br />

The total amount of waste to be mined and hauled to the waste dumps is 83.9Mt. Three<br />

positions have been provided by <strong>ENDEAVOUR</strong> for waste dumping. The waste dumps have been<br />

design based on the practical parameters to contain a total of approximately 50 million cubic<br />

meters. Table 1.7 summarizes the Proven and Probable Reserves estimated for the project.<br />

Table 1.7: Summary of Agbaou Mineral Reserves<br />

Reserve Category Deposit Tonnes Grade Ounces<br />

(Million) (g/t Au) (Million)<br />

Proven Agbaou 5.407 2.25 0.390<br />

Probable Agbaou 5.668 2.82 0.515<br />

Total Proven and Probable Mineral Reserves 11.075 2.54 0.905<br />

59


Mine production scheduling also adjusted to meet plant feed criteria. The proposed Agbaou<br />

process plant is based on a 1.6 million tonnes per annum (Mtpa) for saprolite and 1.34Mtpa for<br />

bedrock. The upper portion of the orebody consists of relatively soft rock (Laterite and<br />

Saprolite) and the majority of ore mined in the first 4 years will be soft rock. The proportion of<br />

hard rock will then increase.<br />

The mining operations are based on the use of hydraulic excavators and haul trucks suitable for<br />

conventional open pit mining techniques. The main arterial roads where necessary will be<br />

constructed to a minimum 20 m width, including berms and drainage areas.<br />

Topsoil in mining areas will be recovered during the pit preparation phase and stockpiled for<br />

future use with progressive waste dumps and possible pit rehabilitation. The in-situ materials in<br />

hard and semi-hard rock will require drilling and blasting to assist fragmentation and<br />

subsequent loading. Based upon the information supplied, and experience in similar operations,<br />

it has been assumed that that oxide portion of the orebody is suitable for free digging but may<br />

require light blasting in certain areas.<br />

The mining equipment and infrastructure has been selected based upon the mine production<br />

schedule. This has been prepared by the mining contractor. An owner option in capital and<br />

operating cost was also included as an alternative in the study (SRK Consulting, SENET, Knight<br />

Piésold Consulting, 2012). The total operating costs for the life of mine, estimated by contractor<br />

are shown to be approximately 335 M$. <strong>ENDEAVOUR</strong>’s management including labour costs<br />

based on the manpower requirements, administration cost of 0.25$/t.ore and grade control<br />

costs of 1.2$/t.ore are to be to be added to this value.<br />

Based on the Hydrogeological study conducted by Knight Piésold, estimations of the impact that<br />

the proposed mining activities could have on the groundwater environment at various phases of<br />

these activities, as well as recommendations on possible mitigation methods to contain or<br />

minimize these impacts were provided. Additionally, an assessment as to the magnitude of<br />

groundwater inflows to the proposed open pit was conducted along with a determination of the<br />

feasibility of groundwater for process and potable water supply.<br />

1.10 RECOVERY METHODS<br />

This section outlines the design criteria and the process description for the Agbaou process<br />

plant. The design criteria were developed on the basis of metallurgical testwork results obtained<br />

from both the previous study and the current EOS. Several references that include information<br />

from <strong>ENDEAVOUR</strong>, calculations, industry practices and assumptions have been used to derive<br />

data used in the design criteria.<br />

The comminution circuit of the process plant will comprise a primary jaw crusher, followed by<br />

the SAG and ball mills. The milling circuit will include crushing of the pebbles generated from the<br />

SAG mill. A dedicated gravity circuit consisting of a concentrator, intensive cyanidation package<br />

and an electrowinning cell will recover free gold from a portion of the milled product.<br />

The rest of the milled product will be processed in the Carbon in Leach (CIL) circuit where gold<br />

contained in the ore will be leached and adsorbed onto activated carbon. The CIL tails slurry will<br />

undergo cyanide destruction prior to disposal in the tailings dam. Loaded carbon will be acid<br />

60


washed and rinsed prior to elution. The electrolyte leaving the Anglo American Research<br />

Laboratory (AARL) elution circuit will undergo electrowinning where gold sludge will be<br />

produced. The sludge will be dewatered using a pot filter and dried in a drying oven ahead of<br />

smelting. Fluxes will be added to the dried gold sludge and the mixture placed in the smelting<br />

furnace. After smelting the furnace crucible contents will be poured into cascading moulds. The<br />

gold bars will be cleaned, sampled, labelled and prepared for shipping.<br />

1.11 ENVIRONMENTAL STUDIES AND SOCIAL IMPACTS<br />

An Environmental Impact Assessment (EIA) was undertaken from December 2007 to July 2008<br />

to investigate the local environmental and social situation existing prior to the development of<br />

the Project and to determine the likely positive and negative impacts of the Project. The timing,<br />

extent, intensity and cumulative effects of these impacts were investigated. The EIA identifies<br />

the necessary management measures required to mitigate the identified impacts. These form<br />

the basis of the Environmental Management Plan (EMP) and the Relocation Action Plan (RAP).<br />

1.12 INFRASTRUCTURE, WATER SUPPLY, TAILINGS STORAGE AND LOGISTICS<br />

The selected Agbaou site is a greenfields site without any infrastructure except for the existing<br />

Agbaou Exploration Camp. The proposed infrastructure will support the mining, plant and<br />

construction operations. The main infrastructure required for the development of the project<br />

will be:<br />

Raw water supply system;<br />

New access road of 9.17km to the plant site facilities, as well as 2.47km to the main<br />

camp;<br />

Site roads;<br />

Camp accommodation and catering facilities for 200 people, including: kitchen, messing,<br />

laundry, potable water supply system and sewage disposal unit;<br />

Mining workshops with internal offices, change house, wash bay, refueling station<br />

(external contract), tire change, and explosives storage. Potable water piped form the<br />

from process plant;<br />

Plant workshop;<br />

Warehouses and lay down yards;<br />

Plant administration buildings and medical facilities;<br />

Assay laboratory;<br />

Reagents storage building;<br />

Change house;<br />

Stand-by power plant providing 2.4MW;<br />

Communications;<br />

Security;<br />

Sewage treatment and disposal;<br />

Plant laundry.<br />

61


Materials and goods will be trucked to the process plant, camp and mining facilities from the<br />

port of Abidjan.<br />

Tailings Storage Facility (TSF)<br />

A suitable location for the TSF was identified by considering the general topography, water<br />

course locations, the required size of the TSF based on capacity requirements and the general<br />

geology of the site.<br />

The proposed construction method utilizes a downstream construction method consisting of<br />

three phases utilizing earth fill from local borrow areas for the initial phase and overburden<br />

material from the open pits during the final two phases.<br />

The TSF does not incorporate an HDPE liner as the process plant includes a cyanide destruction<br />

facility. Since seepage through the basin and dams foundations needs to be controlled, several<br />

key elements have been incorporated into the design. All design considerations of the tailing<br />

storage facility have been based on meeting or exceeding the agreed design criteria which<br />

comply with World Bank Standards, Côte d’Ivoire and other international standards.<br />

The TSF has been designed to retain water from rainwater and from the tailings. To remove<br />

water from the TSF and return the water to the plant, a floating barge will be utilized.<br />

Water Storage Dam (WSD)<br />

During plant start-up a significant water source will be required as reclaim water from the<br />

Tailings Storage Facility will not be available. Also the water balance for the plant operations<br />

indicates that make-up water will be required as the TSF will not be capable of providing<br />

sufficient water during the dry season to meet the plant requirements. Two suitable storage<br />

locations were identified.<br />

1.13 CAPITAL AND OPERATING COSTS<br />

The aim of the capital and operating cost estimates (excluding WSD) is to provide costs to an<br />

accuracy level, in the opinion of those listed in Section 1.1, of ±10%. These costs excluding<br />

escalation, financing costs and schedule changes can be utilized to evaluate the economics of<br />

the Agbaou Project when treating 1.6Mtpa. All costs are presented in United States Dollars<br />

(US$).<br />

Capital Cost Estimate<br />

The total estimated cost of bringing the Project into production is US$158,939,551 and is<br />

inclusive of US$11,777,985 contingency and US$5,039,749 working capital. Table below gives a<br />

summary of the life of mine capital requirements.<br />

62


Table 1.8: Capital Cost Summary<br />

US$ % US$<br />

Process Plant Direct Costs<br />

Machinery & Equipment 17 732 002 5% 18 618 603<br />

Civils & Earthworks 11 556 402 12% 12 887 449<br />

Structural Steel & Platework 5 803 972 10% 6 384 369<br />

Piping & Valves 1 433 928 10% 1 577 321<br />

Electrical & Instrumentation 5 094 739 12% 5 686 298<br />

Transportation 5 554 000 15% 6 387 100<br />

Subtotal<br />

Infrastructure Costs<br />

47 175 044 51 541 140<br />

Tailings (Start-up only) 5 622 127 10% 6 184 340<br />

Standby Power Plant 1 283 884 5% 1 348 078<br />

OHL Grid Power to Plant 6 500 000 0% 6 500 000<br />

Access Roads 2 467 329 20% 2 960 795<br />

Main Camp 4 951 394 5% 5 198 964<br />

Onsite Infrastructure Buildings etc 2 649 174 15% 3 046 550<br />

Raw Water Supply 1 565 642 10% 1 722 207<br />

Mining Facilities 727 079 10% 799 787<br />

Communications 53 989 5% 56 689<br />

Vehicles 1 564 400 5% 1 642 620<br />

Mobile Plant 2 308 820 10% 2 539 702<br />

Subtotal<br />

Plant Pre-production<br />

29 693 838 31 999 730<br />

Plant First Fill 899 952 5% 944 950<br />

Spares 3 712 670 5% 3 898 303<br />

Subtotal<br />

Mining Capital Costs<br />

Mining Contractor<br />

4 612 622 4 843 253<br />

Mobilisation 10 372 000 0% 10 372 000<br />

Mining Pre-Strip<br />

Mining Management - Pre-Strip<br />

4 384 749 0% 4 384 749<br />

Period 1 500 000 0% 1 500 000<br />

Subtotal 16 256 749 16 256 749<br />

Other<br />

Insurances 1 511 760 10% 1 662 936<br />

Relocation Cost 5 600 000 7% 6 000 000<br />

Import Tax 1 146 763 0% 1 146 763<br />

Vendor Services 756 553 10% 832 208<br />

Subtotal 9 015 076 9 641 907<br />

Management Costs<br />

Project Management 15 500 000 15% 17 825 000<br />

Owner’s Preproduction Costs 11 345 774 5% 11 913 063<br />

Working Capital 5 039 749 10% 5 543 724<br />

Steel, Plate, Mech & Piping<br />

Construction 3 763 419 10% 4 139 761<br />

Electrical Construction 1 757 895 10% 1 933 685<br />

Instrumentation Construction 282 373 10% 310 611<br />

Infrastructure Construction 200 201 10% 220 221<br />

63


US$ % US$<br />

Construction Equipment Hire &<br />

Power 2 518 825 10% 2 770 708<br />

Subtotal 40 408 237 44 656 772<br />

Operating Cost Estimate<br />

The annual operating costs for the life of the mine (LOM) were estimated for mining, processing,<br />

general and administration (G&A), royalties and refining charges and are summarized in the<br />

table below.<br />

Table 1.9: Overall Operating LOM Costs<br />

Unit Yr 1 Yr 2 Yr 3 Yr 4 Yr 5 Yr 6 Yr 7 Yr 8 LOM<br />

Mining US$/t 21.79 27.33 29.87 29.70 48.18 35.60 28.66 29.54 30.94<br />

Plant US$/t 9.26 9.37 9.35 9.59 9.76 9.61 9.69 9.61 9.51<br />

Tailings Storage Facility US$/t 0.14 0.15 0.15 0.17 0.15 0.15 0.15 0.15 0.15<br />

(TSF) G&A US$/t 4.91 5.19 4.97 5.62 6.16 5.72 5.83 5.76 5.46<br />

Assay US$/t 1.01 1.06 1.06 1.20 1.31 0.79 0.81 1.55 1.06<br />

Refining US$/t 0.26 0.35 0.43 0.45 0.32 0.39 0.37 0.48 0.37<br />

Government Royalties US$/t 1.97 2.58 3.22 3.36 2.38 2.88 2.75 3.58 2.77<br />

Total Operating Costs US$/t 39.33 46.03 49.05 50.08 68.27 55.14 48.25 50.67 50.26<br />

1.14 ECONOMIC ANALYSIS<br />

The Agbaou Project economic assessment was prepared with the input from <strong>ENDEAVOUR</strong>, SRK<br />

Consulting, (mining and geology), SENET (processing plant, general administration and<br />

infrastructure) and Knight Piésold (tailings management facility & water storage dam).<br />

The assumptions used in the financial analysis were provided by <strong>ENDEAVOUR</strong> and are<br />

summarized in the table below.<br />

Table 1.10: Assumptions Used in the Financial Evaluation<br />

Parameter Units Assumption<br />

Gold Price US$/oz 1,250<br />

Discount Rate % 5.0<br />

Government Royalty % 3<br />

Tax Rate after 5 years % 25<br />

Fixed Equipment Residual Value % 10<br />

Depreciation % 12.5<br />

A financial analysis was carried out based on the above assumptions, the production schedule,<br />

capital costs and operating costs. The results from the financial analysis are summarized in the<br />

table below.<br />

64


Table 1.11: Summary of Financial Analysis Results<br />

Financial Summary Units 2nd Q 2012<br />

LOM Tonnage Ore Processed t 11 074,927<br />

LOM Feed Grade Processed g/t 2.50<br />

LOM Gold Recovery % 92.5%<br />

LOM Strip Ratio 7.87<br />

LOM Gold Production oz 821,728<br />

Production Period years 8.00<br />

Gold Annual Production- LOM oz 102,716<br />

LOM Direct Operating Costs US$/oz 635<br />

LOM Total Cash Operating Costs US$/oz 677<br />

LOM Total Cash Operating Costs US$/t 50.3<br />

Total Capital Costs US$/oz 217.8<br />

Total Production Costs US$/oz 895<br />

Post Tax NPV US$ million 184.3<br />

IRR % 27.7%<br />

UnDiscounted Payback Period years 2.53<br />

Project Net Cash Flow after Tax and Capex US$ million 273.8<br />

LOM cashflow’s were calculated and project sensitivity analysis was conducted. These are<br />

shown in Section 22. When sensitivities were ranked, the sensitivity analysis indicated that the<br />

project is most sensitive to gold price fluctuations followed by operating costs and then capital<br />

expenditure.<br />

1.15 INTERPRETATION AND CONCLUSIONS<br />

Mineral Resource<br />

The currently defined Mineral Resources coincides with the areas within the original Exploration<br />

License area where the best mineralization was detected in soil samples. However, recent<br />

sterilization drilling has indicated that the potential exists to discover more mineralization<br />

outside the currently modeled areas and also in those areas not explored during the soil<br />

surveys.<br />

In the opinion of SRK the sampling preparation, security and analytical procedures used by<br />

<strong>ENDEAVOUR</strong> were consistent with generally accepted industry best practices and are therefore<br />

considered satisfactory.<br />

SRK believes that the current QAQC systems in place at Agbaou to monitor the precision and<br />

accuracy of the sampling and assaying is adequate and the BV Laboratory returned acceptable<br />

results for use in resource estimation.<br />

The 2012 mineral resource estimate is an update of the mineral resources estimated by Coffey<br />

Mining in 2008, following the completion of an additional phase of drilling on the project. The<br />

65


mineralization has been re-modeled to include the new intersections, but the Coffey<br />

interpretation was also revised as follows:<br />

Additional zones were modeled parallel to the main mineralized zones where sufficient<br />

continuity along strike and down dip was observed;<br />

The major zones were extended along strike where additional drilling had intersected<br />

the mineralization.<br />

The SRK interpretation reduced the low grade dilution within the mineralized envelopes and this<br />

resulted in a trend towards decreased tonnes at a higher grade with some isolated high grade<br />

samples no longer included in the mineralized envelopes.<br />

Following a composite optimization exercise, SRK composited all samples within the mineralized<br />

envelopes to 2m lengths, forcing all samples to be included in the composites by adjusting the<br />

composite length at the base of the mineralisation. Nine of the fourteen zones required capping<br />

of high grade outlier values before estimation to limit the impact of the unusually high values.<br />

SRK was able to generate robust semi-variograms for the better informed zones, however for<br />

some of the smaller modelled zones there was insufficient data available to generate reliable<br />

experimental semi-variograms. In zones where it was not possible to generate robust semivariograms<br />

they were grouped together along with better informed zones with robust semivariograms,<br />

thus borrowing the semi-variograms from the well informed zones. For the well<br />

informed zones the semi-variograms show robust structures with long ranges between 50m and<br />

100m, which is in excess of the drill hole spacing in the densely drilled areas.<br />

All zones were estimated by Ordinary Kriging using the optimized search parameters, with a<br />

three phase search strategy. The first pass estimates used the semi-variogram ranges to define<br />

the search. The second and third passes using expanded search ranges were designed to ensure<br />

the best estimates possible beyond the semi-variogram range, but also ensure that all blocks<br />

were estimated. This was required as in some areas the interpreted mineralization showed<br />

abrupt changes in orientation, possibly related to smaller scale faulting.<br />

In addition to the Ordinary Kriged estimates for the zones with sufficient information and<br />

reliable semi-variograms, SRK generated a UC and MIK estimate. These zones are zones 1, 2, 3,<br />

4, 7, and 9, which (excluding the laterite) make up 90% of the volume of the<br />

North/Central/South area. The UC and MIK estimates were validated against the Ordinary<br />

Kriged estimates at 0g/t cut off and against each other at a range of cut off values. As the UC<br />

estimate is based on the Ordinary Kriged estimate, the estimates correlate exactly, while the<br />

MIK estimates show a higher grade without applying a cut off. The MIK estimates also typically<br />

show a higher grade at cut-off values with the recoverable grades converging at higher cut-off<br />

values. The MIK estimate therefore estimates that a greater degree of selectivity will be<br />

achievable than is estimated by the UC method. The MIK estimate was selected for the final<br />

resource reporting to be consistent with previous resource estimates, however there is a risk<br />

that the selectivity modeled using MIK is over estimated and that the recoverable tonnes above<br />

the selected cut off may be greater than estimated at a lower grade.<br />

A number of validations were complete on the Ordinary Kriged, UC and MIK estimates which<br />

indicated relatively good agreement with the source data and the estimates. The mineral<br />

66


esources are reported above a 0.3g/t cut off value which was calculated using the operation<br />

parameters used in the Reserve calculations and an optimistic gold price of US$2,000/oz.<br />

Mining<br />

The updated Geohydrology report and Geotechnical review were not assessed by SRK. Based on<br />

the previous, earlier report there are no reasons that the Agbaou deposits cannot be mined<br />

successfully.<br />

Process Plant and Economic Evaluation<br />

Based on the results of all testwork conducted, the Agbaou Gold Plant has been designed to<br />

treat 1.6Mtpa saprolite ore or 1.34Mtpa bedrock ore. The plant design incorporates a<br />

conventional gravity and CIL circuit design.<br />

The key project features are:<br />

• Processed tonnage 11.1 million tonnes<br />

• Grade 2.5 g/t<br />

• Recovery 92.5%<br />

• Life of Mine (LOM) 8 years<br />

• Annual gold production 102,716 oz per annum<br />

• Total cash costs US$677 per oz.<br />

• Capital cost US$159 million<br />

It is in the opinion of SENET that the capital costs provided are within the 10% accuracy required<br />

for this level of study. The operating costs were derived from accepted industry standards, first<br />

principle calculations, SENET in-house database and input from <strong>ENDEAVOUR</strong>.<br />

The results of the financial analysis indicate the viability of the Agbaou Gold Project. The<br />

expected after-tax NPV, IRR and payback period based on a gold price of US$1,250 per ounce<br />

are indicated below:<br />

• NPV at 0% discount rate is US$273.8 million;<br />

• NPV at 5% discount rate is US$184.3 million;<br />

• IRR 27.7%;<br />

• Payback period 2.53 years.<br />

1.16 RECOMMENDATIONS<br />

Mineral Resource<br />

The current mineral resource estimates contain sufficient material to support reserves for seven<br />

years of mining. No additional exploration is required to support the mining plan at this time.<br />

Peripheral to the reported resources, additional potential mineralization targets have been<br />

intersected in condemnation drilling holes.<br />

67


It is recommended that an alternative accredited commercial laboratory is selected for the<br />

Umpire Laboratory function to confirm or improve the poor repeatability in the results obtained<br />

from both SGS Laboratories in Ghana and Canada.<br />

Mining<br />

It is recommended that the location of the waste dumps be given more attention. In addition to<br />

this more detailed quotes should be obtained from potential mining contractors in order to<br />

completely evaluate the option of owner mining versus contractor mining.<br />

Metallurgical Testwork<br />

Additional testwork is recommended on saprolite samples to ensure the expected recovery and<br />

comminution results used are accurate. Viscosity modifier testwork on the thickener underflow<br />

product is also recommended.<br />

Houndé Gold Project, Mali, West Africa<br />

The following technical disclosure relating to the Houndé Gold Project is a reproduction of the summary<br />

from the “Technical Report and Preliminary Economic Assessment of the Houndé Gold Project, Burkina<br />

Faso, West Africa”, dated effective December 31, 2012 (the “Houndé Report”) prepared by Maritz<br />

Rykaart, Dino Pilotto, Michael Royle, John Duncan, Mark Liskowich, Adrian Dance, Jim Yakasovich and<br />

Bruce Murphy of SRK Consulting, Eugene Puritch, Fred Brown, Tracy Armstong and Antoine Yassa of P&E<br />

Mining Consultant Inc., and Don Dudek of the Corporation. Readers should consult the Houndé Report<br />

to obtain further particulars regarding the Houndé Gold Project. The Houndé Report is incorporated by<br />

reference herein and is available for review electronically on SEDAR at www.sedar.com under the<br />

Corporation’s profile.<br />

Executive Summary<br />

The report was commissioned by Endeavour Mining Corporation (Endeavour) for the Houndé<br />

Project. This technical report was written in compliance with disclosure and reporting<br />

requirements set forth in the Canadian Securities Administrators National Instrument 43-101,<br />

Companion Policy 43-101 CP, and Form 43-101 F1 (collectively, NI 43-101).<br />

This study was overseen by Don Dudek, P. Geo of Endeavour Mining Corporation.<br />

The purpose of this technical report is to present the PEA findings of the Project. The contents of<br />

this report reflect various technical and economic conditions at the time of writing. Given the<br />

nature of the mining business, these conditions can change significantly over relatively short<br />

periods of time. Consequently, actual results may be significantly more or less favourable.<br />

The reader is cautioned that the PEA summarized in this technical report is preliminary in nature<br />

and is only intended to provide an initial, high-level review of the project. Further studies are<br />

required with regards to infrastructure and operational methodologies. The PEA mine plan and<br />

economic model include the use of a significant portion of Inferred resources that are considered<br />

to be too speculative geologically to have economic considerations applied to them that would<br />

enable them to be characterized as mineral reserves. There is no guarantee that Inferred<br />

68


esources can be converted to Indicated or Measured resources. There is no guarantee that the<br />

project economics described herein would be achieved.<br />

Project Concept<br />

The proposed Houndé Project concept is to develop a green-fields gold deposit with open pit (OP)<br />

mining and conventional gravity and carbon-in-leach (CIL) milling methods. The production rate<br />

was assumed to be 8,000 tonnes per day (tpd) with about 27.9 million tonnes (Mt) of mineralized<br />

material mined and processed during the project life. The overall strip ratio (i.e., the ratio of<br />

waste rock to economic mineralized rock) of the mine is approximately 7.8:1 and the average<br />

grade of the plant feed would be an estimated 1.98 grams/tonne (g/t) of gold.<br />

The Project site is completely undeveloped but has road access, nearby rail access and potential<br />

electrical grid power supply. Labour supply and industrial service providers are available in the<br />

region.<br />

The proposed Project has a mine production life is 11 years and a processing production life of 10<br />

years. In addition, it is anticipated that there would be time required to conduct various<br />

engineering studies, permitting and pre-production construction period as well as a reclamation<br />

period.<br />

Project Ownership<br />

Endeavour currently holds 100% interest in the Houndé Gold Project, but, would become 90%<br />

Endeavour and 10% Burkina Faso Government, once an exploration licence is granted.<br />

Property Description<br />

Endeavour’s Houndé license area is situated in the southwestern region of Burkina Faso, West<br />

Africa. Administratively it is in the provinces of Tuy and Mouhoun. The Houndé area (the focus of<br />

this study) comprises six individual exploration licenses (Permis de Recherche), totaling 1,005.65<br />

km2 with applications for another 110.96 km 2 pending.<br />

The Houndé Project PEA focuses on the Vindaloo group of deposits that are located<br />

approximately 250 km southwest of Ouagadougou, the capital city of Burkina Faso. The deposits<br />

are approximately 2.7 km from a paved highway and as close as 200 metres from a 220 kV power<br />

line that extends from Cote d’Ivoire through to Ouagadougou. The nearby village of Houndé<br />

contains approximately 22,000 people and is host to two banks and a modern fuel station. A rail<br />

line that extends to the port of Abijan, Cote d’Ivoire lies approximately 25 km East of the deposit<br />

area.<br />

Geology and Mineralization<br />

The geology of Burkina Faso can be subdivided into three major litho-tectonic domains: (1) a<br />

Paleoproterozoic (Birimian) basement underlying most of the country; (2) a Neoproterozoic<br />

sedimentary cover developed along the western, northern and south-eastern portions of the<br />

country; and (3) a Cenozoic mobile belt forming small inliers in the north-western and extreme<br />

eastern regions of the country (see Figure 6.2).<br />

69


The Birimian crust comprises the following lithologies from bottom to top: (1) a thick sequence of<br />

mafic rocks, including basalt, locally pillowed, as well as dolerite and gabbro, all of tholeiitic<br />

composition, locally inter layered with immature detrital sediments and limestone; (2) a detrital<br />

sedimentary pile (volcanics, turbidite, mudstone and carbonate) including inter bedded<br />

calc¬alkaline volcanics; and (3) a coarse clastic sedimentary sequence belonging to the Tarkwaian<br />

Group. During the Eburnean orogeny, the volcanic and meta-sedimentary rocks were subjected to<br />

crustal shortening associated with greenschist facies regional metamorphism. Locally, amphibolite<br />

metamorphic facies are reached, but these occurrences are interpreted as resulting from contact<br />

metamorphism.<br />

The Vindaloo deposit, which includes Madras NW consists of a group of open-ended, closelyspaced<br />

gold-mineralized structures that can be traced for approximately 5.6 kilometers. The<br />

Vindaloo zone has been tested to a maximum depth of approximately 350 meters with individual<br />

lenses of gold mineralization up to approximately 70 meters wide. Open pit resources were<br />

modeled to a maximum of 300 meters depth with a pit wall of 50 degrees. The Vindaloo zone<br />

mineralization is open along strike and to depth. Within and adjacent to the modeled area, there<br />

are indications of additional hanging wall parallel zones and mineralized cross- structures. These<br />

areas are under- explored and need follow- up. There is a reasonable likelihood that additional<br />

drilling will result in additional mineral resources.<br />

Exploration<br />

Exploration in the Houndé area began in the 1990’s. Previously, the BRGM (Bureau de Recherches<br />

Géologiques et Minières) and BUMIGEB (Bureau des Mines et de la Géologie du Burkina Faso)<br />

worked in the area intermittently from 1939 to 1982.<br />

Since the start of exploration activities in 2010 through to the end of 2011, Avion drilled a total of<br />

68 reverse circulation (“RC”) and 154 diamond drill core holes covering both the Houndé and<br />

Houndé South license blocks. Most of the drilling was concentrated on the Houndé concession<br />

block, with emphasis on the Vindaloo trend and area.<br />

In 2011 alone, 183 holes totalling 33,973 m of drilling was carried out, approximately 9,500 m of<br />

which was RC (see Table 9.2).<br />

In the first half of 2012, Avion continued drilling along the Vindaloo trend. A total of 11,919 m in<br />

100 reverse circulation (“RC”) holes, and 11,788 m in 51 diamond drill holes were completed in<br />

the Vindaloo resource area. Endeavour resumed drilling in Q4, 2012 with a goal of in-fill drilling<br />

within the PEA pit envelope; this work is not discussed in this report and not part of the current<br />

resource estimate.<br />

In December 2011, Avion completed an additional 234.7 line kilometres of gradient array Induced<br />

Polarization (IP) geophysical surveys over the Vindaloo area. This work was carried out to<br />

determine the extent of the IP anomalies that were associated with the Vindaloo area<br />

mineralization. The results suggested that the IP anomalies continue both to the north and to the<br />

south of the original target area. While the data were not conclusive, there is evidence that the<br />

Vindaloo system extends the length of the IP survey area and rotates from northerly trending in<br />

the southern part of the grid to northeast trending over most of the grid. Three clear anomalous<br />

IP trends were noted.<br />

70


Mineral Resource Estimate<br />

The Vindaloo mineral resource is reported inside an optimized pit shell. The results from the<br />

optimized pit shell are used solely for the purpose of reporting mineral resources that have<br />

reasonable prospects for economic extraction, and the optimization is based on the following<br />

economic parameters:<br />

US$1,600/oz Au price,<br />

95% oxide recovery,<br />

95% transition zone recovery,<br />

92% fresh zone recovery,<br />

$6.50/t oxide zone processing cost,<br />

$13.00/t transition zone processing cost,<br />

$13.00/t fresh zone processing cost,<br />

$4.00/t G&A cost,<br />

$1.25/t oxide mineralized material and waste mining cost,<br />

$1.75/t transition mineralized material and waste mining cost,<br />

$1.75/t fresh mineralized material and waste mining cost, and<br />

50 degree pit slopes.<br />

The mineral resource estimate for the Vindaloo deposits is reported at a cut-off grade of 0.35 g/t<br />

Au (Table i), with an effective date of July 18, 2012.<br />

Table i: Summary of the Vindaloo in-pit mineral resources (1)(2)(3).<br />

Class State Tonnes Au g/t Au ozs (1)<br />

Oxide 1,170,000 2.22 83,000<br />

Indicated<br />

Transitional<br />

Fresh<br />

1,880,000<br />

20,658,000<br />

2.25<br />

1.86<br />

136,000<br />

1,237,000<br />

Total 23,708,000 1.91 1,456,000<br />

Oxide 1,601,000 1.39 72,000<br />

Inferred<br />

Transitional<br />

Fresh<br />

893,000<br />

9,716,000<br />

1.66<br />

2.02<br />

48,000<br />

632,000<br />

Total 12,210,000 1.91 752,000<br />

(1) Mineral resources are reported inside an optimized pit shell and tabulated against a cut-off of 0.35 g/t Au.<br />

(2) Mineral resources which are not mineral reserves do not have demonstrated economic viability. The estimate of mineral resources<br />

may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues.<br />

(3) The quantity and grade of reported Inferred resources in this estimation are uncertain in nature and there has been insufficient<br />

exploration to define these Inferred resources as an Indicated or Measured mineral resource and it is uncertain if further<br />

exploration will result in upgrading them to an Indicated or Measured mineral resource category.<br />

The mineral resources were estimated using the Canadian Institute of Mining, Metallurgy and<br />

Petroleum (CIM), CIM Standards on Mineral Resources and Reserves, Definitions and Guidelines<br />

prepared by the CIM Standing Committee on Reserve Definitions and adopted by CIM Council.<br />

71


Inferred resources were used in the life-of-mine (LOM) plan with Inferred resources representing<br />

26% of the material planned for processing. Mineral resources that are not mineral reserves do<br />

not have demonstrated economic viability. There is no certainty that all or any part of the mineral<br />

resources would be converted into mineral reserves. Mineral reserves can only be estimated as a<br />

result of an economic evaluation as part of a preliminary feasibility study (PFS) or a feasibility<br />

study (FS) of a mineral project. Accordingly, at the present level of development, there are no<br />

mineral reserves at the Houndé Project.<br />

Mine Development and Operations<br />

It is proposed that the Vindaloo and Madras NW deposits are amenable to be developed as an OP<br />

mine. Mining of the deposit is planned to produce a total of 27.9 Mt of processing plant feed and<br />

218 Mt of waste (7.8:1 overall strip ratio) over an eleven year mine production life and a ten year<br />

processing production life. The current life of mine (LOM) plan focuses on achieving consistent<br />

plant feed production rates and mining of higher grade material early in schedule, as well as<br />

balancing grade and strip ratios.<br />

The mine design process for the deposit commenced with the development of Gemcom<br />

WhittleTM - Strategic Mine Planning (Whittle) OP optimization input parameters. These<br />

parameters included estimates of metal price, mining dilution, process recovery, offsite costs,<br />

geotechnical constraints (slope angles), and royalties (Table ii). The resource model was based on<br />

a 5 m x 10 m x 5 m block size.<br />

Table ii: Mine planning optimization input parameters.<br />

Item Unit<br />

Revenue, smelting & refining<br />

72<br />

PEA<br />

Oxide Transition Fresh<br />

Gold Price US$/oz $1,300<br />

Payable metal %Au 99.95%<br />

Refining/transport US$/oz $3.35<br />

Royalties @ 5% of NSR US$/oz $64.80<br />

Royalties @ 2% of NSR US$/oz $25.92<br />

Net gold price US$/oz $1,205.28<br />

Net gold price US$/g $38.75<br />

OPEX estimates<br />

OP Waste Mining Cost US$/t waste mined $1.40 $1.76 $1.76<br />

OP Mineralized Mining Cost<br />

US$/t mineralized<br />

material mined<br />

$1.37 $1.73 $1.73<br />

Strip Ratio (estimated) t:t 8.0<br />

OP Mining Cost US$/t milled $12.60 $15.84 $15.84<br />

Processing Cost US$/t milled $11.00 $13.00 $15.00<br />

G&A US$/t milled $4.00<br />

Total OPEX estimate (excl waste<br />

mining)<br />

Process and Mining Losses<br />

US$/t milled $14.97 $16.97 $18.97<br />

Process Recovery<br />

95.0% 95.0% 90.0%<br />

Dilution % 15.0%


Item Unit<br />

Geotechnical Parameters<br />

Slope Angles (Overall)<br />

73<br />

PEA<br />

Oxide Transition Fresh<br />

Saprolite ° 28 to 35<br />

Transition ° 38 to 40<br />

Fresh ° 43 to 50<br />

Mill throughput tpd 8,000<br />

Whittle software was used to determine the optimal mining shells with the assumed overall slope<br />

angles above. Preliminary stages were selected and preliminary mine planning and scheduling was<br />

then conducted on these selected optimal shells. The mineable resources for the Houndé deposit<br />

are presented in Table iii.<br />

Both Indicated and Inferred resources were used in the LOM plan of which Indicated resources<br />

represent 74% (20.6 Mt) of the material planned to be processed. Inferred resources are<br />

considered to be too speculative geologically to have the economic considerations applied to<br />

them that would enable them to be characterized as mineral reserves. Mineral resources that are<br />

not mineral reserves do not have demonstrated economic viability. There is no certainty that all<br />

or any part of the mineral resources could be converted into mineral reserves. Mineral reserves<br />

can only be estimated as a result of an economic evaluation as part of a pre-feasibility study (PFS)<br />

or a feasibility study (FS) of a mineral project. Accordingly, at the present level of development<br />

there are no mineral reserves at the Houndé Project.<br />

Table iii: PEA proposed mining plan.<br />

Description Unit Value<br />

Mine Production Life yr 11<br />

Process Feed Material Mt 27.9<br />

Diluted Gold grade g/t 1.98<br />

Contained gold koz 1,779<br />

Waste Mt 218.4<br />

Total material Mt 246.3<br />

Strip ratio t:t 7.8<br />

The mining sequence was divided into a number of stages designed to maximize grade, reduce<br />

pre-stripping requirements in the early years, and maintain the plant at full production capacity.<br />

The life of mine (LOM) production schedule is shown in Table iv while the LOM process plant<br />

production schedule is presented in Table v.<br />

A total of 27.9 Mt of mineralized material is proposed to be processed.


Table iv: Life of mine production schedule.<br />

Description Unit Total<br />

Mineralized<br />

oxide mined<br />

Mineralized<br />

transition<br />

mined<br />

Mineralized<br />

fresh mined<br />

Total<br />

mineralized<br />

material<br />

Waste oxide<br />

mined<br />

Waste<br />

transition<br />

mined<br />

Waste fresh<br />

mined<br />

Total waste<br />

mined<br />

Total<br />

material<br />

74<br />

Year<br />

–1 1 2 3 4 5 6 7 8 9 10<br />

Mt 2.8 0.2 0.0 0.7 0.2<br />

Mt 2.7 0.4 0.1 0.2 1.0<br />

0.3 0.1 0.4 0.9 0.0<br />

0.0 0.2 0.0 0.6 0.1<br />

Mt 22.4 0.0 1.3 1.9 1.7 2.9 2.9 2.6 2.6 2.5 1.4 2.6<br />

Mt 27.9 0.7 1.4 2.7 2.9 2.9 2.9 2.9 2.9 2.9 2.9 2.8<br />

Mt 53.3 8.6 0.6 8.1 1.0 0.0 0.0 9.6 1.5 9.4 14.4 0.2<br />

Mt 40.3 10.0 3.3 4.7 8.4 0.0 0.0 1.5 5.1 0.0 6.5 0.7<br />

Mt 124.8 0.8 22.8 14.5 16.4 15.2 10.4 5.8 17.1 9.5 3.7 8.7<br />

Mt 218.4 19.3 26.6 27.3 25.8 15.2 10.4 16.9 23.6 18.9 24.7 9.5<br />

Mt 246.3 20.0 28.0 30.0 28.8 18.1 13.4 19.8 26.6 21.8 27.6 12.3<br />

Strip ratio t:t 7.8 29.0 19.6 10.1 8.9 5.2 3.6 5.8 8.1 6.5 8.4 3.5<br />

Gold grade g/t 1.98 1.90 2.20 2.57 2.25 1.94 1.85 1.59 1.69 1.98 1.64 2.33<br />

Contained<br />

gold<br />

Mining rate<br />

(koz) 1,779 41 96 222 211 182 174 149 159 186 154 206<br />

(total<br />

material)<br />

tpd 63,000 55,000 77,000 82,000 79,000 50,000 37,000 54,000 73,000 60,000 76,000 34,000<br />

Table v: Life of Mine Process Plant Production Schedule.<br />

Production<br />

Year<br />

Tonnes Treated ROM Gold Grade Process Recovery Gold Production<br />

kt g/t % kozs<br />

1 1,800 2.12 91% 111<br />

2 2,916 2.55 91% 216<br />

3 2,920 2.28 91% 194<br />

4 2,920 1.92 91% 163<br />

4 2,920 1.83 91% 156<br />

6 2,920 1.58 91% 134<br />

7 2,920 1.69 91% 143<br />

8 2,920 1.97 91% 167<br />

9 2,920 1.66 91% 141<br />

10 2,752 2.30 91% 185<br />

LOM 27,910 1.98<br />

1,610


Waste Management<br />

Waste rock from mining operations is planned to be deposited in engineered waste rock facilities<br />

(WRF) adjacent to the deposit. Three WRFs are planned: two are located on the east and west<br />

flanks of the Vindaloo pit and the final WRF is located on the West side of the Madras pit. The<br />

WRF’s are designed to hold a total of 218 Mt of material.<br />

Roughly 27.8 Mt of low solids content (i.e., about 30% solids by mass) tailings will be hydraulically<br />

deposited (sub-aerially) at a site located about 4 km northwest of the proposed mill site. An earthfill<br />

starter dam will be constructed to retain the first year of tailings deposition, following which<br />

the dam will be continuously raised over the LOM. Cyclone underflow will be used for the<br />

construction of the downstream embankment raises. To ensure containment, additional starter<br />

berms will be required as the facility increases in height.<br />

A water storage reservoir is required with a design capacity of about 10 Mm3 per annum. A<br />

suitable dam site has been identified about 10 km west southwest of the proposed mill site. An<br />

earth-fill dam complete with a permanent side-hill emergency spillway will be constructed at this<br />

location, which lies entirely within the Houndé property. The dam will be constructed as a<br />

homogeneous compacted earth fill dam using locally available saprolite soils.<br />

Metallurgy & Mineral Processing<br />

A limited amount of metallurgical testwork has been completed to date in two stages: the first in<br />

2010 by the SGS laboratory in Burkina Faso and the second in 2011 at Endeavour Mining’s<br />

Tabakoto metallurgical laboratory. Whole mineralized material leaching at a relatively fine grind<br />

size was conducted with/without gravity recovery.<br />

Of the three main mineralized material types, Fresh material will be 85% of the mill feed. With<br />

gravity recovery followed by whole mineralized material leaching at a 75 micron grind size, gold<br />

recovery is expected to be 90% from Fresh material. Transition and Oxide material is expected to<br />

achieve 95% gold recovery while silver recovery has not been reported in the testwork results.<br />

Limited metallurgical testwork results to date raise some concerns about variability of mineralized<br />

material characteristics and suitability of the expected process flowsheet. This risk can be<br />

mitigated through additional testwork on a wide range of samples from all areas of the different<br />

pits as well as a range of head grades.<br />

The testwork results suggest a reasonable sensitivity to leach feed grind size with tests conducted<br />

on virtually 100% finer than 38 µm feed achieving up to 98% gold extractions. If additional<br />

comminution test results suggest reasonable specific energy requirements, an opportunity exists<br />

to grind the leach feed finer and improve gold recoveries by a few percentage points. However,<br />

designing for a grind size of 75 µm would make the plant operating costs very sensitive to power<br />

costs.<br />

A range of leach conditions should be investigated in future testwork as it might result in a coarser<br />

grind but higher cyanide concentrations and/or oxygen levels being a more economic option to<br />

the reasonably fine grind being considered.<br />

75


Project Cost Estimates<br />

Project costs were estimated from a combination of sources including first principles, reference<br />

projects, vendor’s quotes, cost service publications and SRK experience. OPEX for the project are<br />

summarized in Table vi. The OP mining OPEX assume owner-operated mining including<br />

technical/supervisory support staff. Diesel fuel was estimated to cost $1.35/litre (exclusive of<br />

VAT) and grid power was estimated to cost $0.16/kWh.<br />

Table vi: Operating costs.<br />

Total Cash Costs<br />

per Tonne of Mineralized<br />

Material<br />

per Ounce<br />

Total Mine Unit Costs $14.68 $236.96<br />

Total Mill Unit costs $14.41 $249.73<br />

Total Tailings and Water Unit Costs $0.27 $4.68<br />

Total G&A Unit costs $4.15 $71.86<br />

Total Operating Cost $33.50 $563.23<br />

Royalty per ounce 77.8<br />

Total Operating Costs including<br />

Royalty<br />

* Mine cost per ounce excludes capitalized pre-production stripping<br />

76<br />

$641.03<br />

The capital cost (CAPEX) estimate for the project is shown in Table vii. A contingency of 25% was<br />

used for all items except mining equipment which was assigned a contingency of 5%,<br />

Infrastructure, Tailings management Facility and Water Reservoir which was assigned a<br />

contingency of 40%. Property acquisition costs are not included in the capital estimate.<br />

Table vii: Initial expenditure.<br />

Houndé Capital Cost US$ million<br />

Mining Equipment 58.3<br />

Capitalized Pre-Production Development 28.2<br />

Process Plant 128.8<br />

Roads and Infrastructure 44.7<br />

Tailings and Water Storage 7.4<br />

EPCM, Permitting, Import Duties & Owners 35.8<br />

Contingency included above<br />

Total Pre-Production Capital Cost 303.2<br />

VAT (refundable) and Import Duties 30.3<br />

Equipment Purchases (early year 1) 12.0<br />

Total Initial Funding Requirement 345.3<br />

Economic Analysis and Results<br />

The project was evaluated using an Excel® based discounted cashflow model. The periods used<br />

were annual. The model used real, un-escalated Q4 2012 United States dollars (USD).


A discount rate of 5% was selected after discussion with the client. The model is a cashflow model<br />

and not an accounting model. No specific modelling of intermediate stockpiles nor attempt to<br />

closely match expense and income timing for tax deductibility was undertaken.<br />

The asset-level model assumes a simple all-equity project ownership and financing. No<br />

consideration of equipment leasing, project financing, bonding, metal strips, royalty sales (except<br />

for existing government and private royalties) forward sales, hedging or any other financial<br />

arrangements was undertaken. No consideration was given to the structure of the ownership<br />

company.<br />

Table viii: Metal Price Assumptions for the Two Economic Cases.<br />

Case<br />

Gold Price<br />

($/oz)<br />

Case A 1,300<br />

Case B 1,650<br />

Common assumptions to all cases include:<br />

5% discount rate for net present value calculation,<br />

100% equity financing,<br />

VAT recovery,<br />

17.5% corporate income tax,<br />

A simplified estimate of corporate tax payable,<br />

77<br />

Comments<br />

Approximate forecast metal prices as per recent SEDAR<br />

postings. This is the case used for OP optimization.<br />

This price approximately reflects recent gold prices<br />

Custom duties of 7.5% applied to 70% of capital costs and 35% of operating costs,<br />

No withholding tax,<br />

4% net smelter return (NSR) royalty on payable gold to the government of Burkina Faso (at a<br />

US$1300/oz gold price) and 2.0% NSR royalty on payable gold to Africa Barrick, and<br />

Mineable tonnes and grade in the LOM mine schedule based on OP optimization conducted<br />

using Case A metal prices.<br />

Using the pit design developed for the PEA LOM plan, and a discount rate of 5%, the after-tax<br />

break-even metal prices for the project are 26% lower than those used in Case A. I.e. if metal<br />

prices fall by 26% from the base case to approximately $967/oz Au the project shows an after-tax<br />

NPV 5% of $0 and an IRR of 5%.<br />

Table viii presents a summary of the key economic results.<br />

It must be noted that the economic analysis in this report provides only a preliminary overview of<br />

the project economics based on broad, factored assumptions. The mineral resources used in the<br />

LOM plan and economic analysis include 26% Inferred mineral resources. Inferred mineral<br />

resources are considered too speculative geologically to have the economic considerations


applied to them to be categorized as mineral reserves, and there is no certainty that the Inferred<br />

resources will be upgraded to a higher resource category. Based on this, there is no certainty that<br />

the results of this preliminary assessment will be realized.<br />

Table ix: Key economic results.<br />

Payback — non-<br />

At $1,650 per ounce Cash flow ($M) NPV @ 5% ($M) IRR discounted<br />

(months)<br />

Pre tax 1,190 782 45.0%<br />

Post tax 920 584 34.0% 20.0<br />

Payback — non-<br />

At $1,300 per ounce Cash flow ($M) NPV @ 5% ($M) IRR discounted<br />

(months)<br />

Pre tax 687 422 29.0%<br />

Post tax 505 288 21.0% 32.7<br />

Conclusions<br />

Industry standard mining, processing, construction methods and economic evaluation practices<br />

were used to assess the Houndé Project. There is adequate geological and other pertinent data<br />

available to generate a PEA.<br />

Based on current knowledge and assumptions, the results of this study show that the project has<br />

positive economics (within the very preliminary parameters of a PEA) and could be advanced to<br />

the next level of study by conducting the work indicated in the recommendations section of this<br />

report.<br />

While a significant amount of information is still required for a complete assessment of the<br />

project, at this point, there do not appear to be any fatal flaws.<br />

The study has achieved its original objective of providing a preliminary review of the potential<br />

economic viability of the Houndé Project.<br />

As the project develops, it is SRK’s recommendation and Endeavour’s goal to use appropriate<br />

environmental standards and safeguards for all aspects of drill testing, engineering testing,<br />

construction, operation, and closure. If the project were determined to be economic through<br />

further studies, Houndé would be constructed, operated, and closed under the Burkina Faso mine<br />

permitting regulations. The operation would also conform to best practices for mining, processing<br />

(milling and flotation), and closure including tailings management, waste rock management, and<br />

appropriate water, air, and social responsibility standards.<br />

Risks and Opportunities<br />

As with almost all mining ventures, there are a large number of risks and opportunities that can<br />

affect the outcome of the project. Most of these risks and opportunities are based on uncertainty,<br />

78


such as lack of scientific information (e.g., test results, drill results, etc.) or the lack of control over<br />

external factors (e.g., metal price, exchange rates, etc.).<br />

Subsequent higher-level engineering studies would be required to further refine these risks and<br />

opportunities, identify new risks and opportunities, and define strategies for risk mitigation or<br />

opportunity implementation.<br />

The main preliminary risks identified for the Houndé Project are, summarized as follows:<br />

Reduced metal prices,<br />

Geological interpretation and mineral resource classification (26% of the resources used in<br />

the mine plan are Inferred),<br />

Increased OPEX and/or CAPEX,<br />

Geotechnical and hydrogeological considerations,<br />

Metal recovery and mineral processing assumptions, including deleterious elements, and<br />

Water supply and the right to use it.<br />

The following opportunities may improve the project economics:<br />

The potential to increase mineral resources and the quality of the mineral resources,<br />

The potential to acquire less expensive power to reduce OPEX,<br />

The potential to reduce OPEX and CAPEX with further optimization of the mine plan and<br />

project,<br />

Improved metal prices, and<br />

Tax and investment incentives potentially available to the project.<br />

Recommendations<br />

SRK believes the Project should be taken to the next level of engineering study and economic<br />

assessment, typically a PFS, but can be a FS. It is estimated that a PFS, along with all of the<br />

accompanying engineering and field work would cost approximately $4M, exclusive of the<br />

recommended additional geology and drilling program outlined below.<br />

To enable a comprehensive prefeasibility or feasibility study to be completed, the Inferred<br />

Resource component in the current resource estimate requires upgrading to Indicated or<br />

Measured Resource categories. The recommended exploration program is therefore focused on<br />

infill drilling to achieve nominal 50 m x 50 m drill spacing for Indicated Resources and<br />

approximately 25 m x 25 m spacing for Measured Resources. The recommended program includes<br />

additional geology, alteration and mineralization modeling to complete 3-D wireframe<br />

interpretations of the deposit and a new mineral resource estimate.<br />

The current Vindaloo Resource is based on over 70,000 m of drilling. A further 35,000 to 40,000 m<br />

of infill drilling split between RC and diamond drilling is proposed to achieve the Resource<br />

79


upgrade for feasibility studies. In addition, 2,000 m of core drilling for geotechnical studies is<br />

recommended. The total program is budgeted at $7.1 million.<br />

This PEA is preliminary in nature as it includes Inferred Mineral Resources that are considered too<br />

speculative geologically to have the economic considerations applied to them that would enable<br />

them to be categorized as mineral reserves and there is no certainty that this PEA will be realized.<br />

Mineral resources that are not mineral reserves do not have demonstrated economic viability.<br />

Table x: Recommended exploration program and budget.<br />

Description Unit cost Budget<br />

Infill drilling<br />

Diamond drilling 20,000 m including assays and logging $200/m $4,000,000<br />

RC drilling 20,000 m including assays and logging $110/m $2,200,000<br />

Geotechnical drilling 2,000 m $200/m $400,000<br />

Geological studies and 3D modeling $100,000<br />

Mineral Resource Estimate $150,000<br />

Geological supervision $250,000<br />

Total $7,100,000<br />

Other Properties<br />

The following properties are not deemed material to Endeavour at this time.<br />

Kofi Gold Project, Mali<br />

The Kofi project is located on the north side of Randgold’s Loulo Mine and Endeavour’s Tabakoto Gold<br />

Mine in southwestern Mali approximately 400 km by paved highway west of Bamako. The Kofi property<br />

covers approximately 435 km 2 and contains six deposits with mineral resources estimated at 500,000<br />

ounces of Indicated (6.9 million tonnes at 2.25 g/t gold) and 702,000 ounces of Inferred (12.4 million<br />

tonnes at 1.77 g/t gold). Ownership is 75% by Endeavour, 20% by the Mali government and 5% by a<br />

private party. Deposits identified to date are within 10 to 40 kilometres by road from Tabakoto.<br />

In 2012, Kofi exploration totalled $1.5 million which included slightly below 10,000 metres of drilling in<br />

Kofi C Walia and regional exploration.<br />

The 2013 exploration program at Kofi will include 7,000 metres of diamond drilling as well as 12,000<br />

metres of RC and 38,000 metres of auger drilling with the objectives of identifying additional resources<br />

on the property as well as new drill targets. A number of the known resource areas appear to have highgrade<br />

shoots within the broader mineralization which require testing. Exploration to date has focused<br />

on the southern section of the property, within trucking distance of the Tabakoto plant. However, there<br />

is significant potential in the northern portion of the property given that the two major structures that<br />

host more than 11 million ounces of resources on Randgold’s Loulo property continue for 19 kilometres<br />

onto the Kofi property. A number of soil geochemistry targets along the trend of these structures have<br />

never been tested.<br />

80


Finkolo Gold Project, Mali<br />

The Finkolo exploration permit is located on the Syama gold belt, approximately 300 kilometers<br />

southeast of Bamako, the capital of Mali. In November 2003, an option agreement was concluded with<br />

Resolute Mining Limited (“Resolute”), granting Resolute the right to earn up to a 60% interest in the<br />

Corporation’s interest in the Finkolo exploration permit. Resolute has since earned its 60% interest and a<br />

NI 43-101 compliant feasibility study has been completed on the Tabakoroni deposit located on the<br />

Finkolo exploration permit. The feasibility study has been submitted to the Malian government as part<br />

of an application for a mining permit in order to proceed with mine development at the Finkolo Gold<br />

Project.<br />

On March 6, 2012 the Corporation entered into a definitive agreement with Resolute for the sale and<br />

transfer of its 40% interest for total consideration of $20 million cash. Completion of this transaction<br />

remains subject to a number of conditions, including approval from the Government of Mali for the<br />

transfer of exploration permits.<br />

Early Stage Exploration Properties<br />

Côte d’Ivoire<br />

Endeavour believes that the exploration potential in Côte d’Ivoire is high and in addition to the Agbaou<br />

mining permit, the Corporation has been granted four exploration permits and has made application for<br />

two new permits covering together over 800 square kilometers in a number of other gold belts outside<br />

of Agbaou. The total Endeavour exploration land package in Côte d’Ivoire covers 2,435 km 2 . The<br />

exploration permits are at varying stages of the application process and some early stage<br />

reconnaissance work has been completed on three of the permits which has confirmed the gold<br />

potential on each. The Corporation is presently preparing a program to undertake drilling on the<br />

Allangoua Permit in eastern Côte d’Ivoire where disseminated gold mineralization associated with a 5.5<br />

kilometer long geochemical anomaly has been confirmed in bedrock by rotary air blast drilling.<br />

Liberia<br />

The Corporation has three Mineral Reconnaissance Licences in the Republic of Liberia covering an area<br />

of 3,107km 2 within the highly prospective Archaean belt (Man Craton) in the western half of the<br />

country, to the north of the capital city Monrovia. The three licence areas are located near the towns of<br />

Mambo, Bopolu and Fasama.<br />

Mali<br />

In addition to the Tabakoto Gold Mine, the Kofi project and its land holdings in the Syama Gold Belt in<br />

Mali South, Endeavour has established a strategic land position covering approximately 400 square<br />

kilometers in Mali West with the permits comprising the Keniebandi project. The Keniebandi project<br />

includes the gold discoveries at Diba, and new drill targets on the Keniebandi permit. The Corporation is<br />

involved with earlier stage exploration on a number of other permits comprising approximately 900<br />

square kilometers. The Corporation is presently evaluating its approach for exploring these permits.<br />

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Burkina Faso<br />

The most advanced development project in Burkina Faso is the Ouaré project, located on the Bitou 2<br />

permit 40 kilometres northwest of the Youga plant. At a cut-off grade of 0.8 g/t Au, Ouaré has Measured<br />

and Indicated mineral resource of 3.9 million tonnes at a grade of 1.90 g/t Au containing 239,000 ounces<br />

of gold and the Inferred mineral resource is 283,000 tonnes at a grade of 1.93 g/t Au containing 18,000<br />

ounces of gold at a 0.5 g/t cut-off. Results indicate that treating the Ouaré material at Youga has the<br />

potential to increase the life of the Youga mine by 3 years, based on the current process capacity of 1<br />

million tonnes per year.<br />

The Corporation also holds two contiguous permits (Boulounga and Minima) which cover 348 square<br />

kilometres in the Centre-Nord region of central Burkina Faso, of highly prospective ground located<br />

adjacent to High River Gold’s Bissa Hill advanced exploration project which has a measured and<br />

indicated 0.926 million ounce resource plus 0.799 million ounce inferred resource.<br />

RISK FACTORS<br />

Endeavour has identified the following risks relevant to its business and operations. These risks and<br />

uncertainties could materially affect Endeavour’s future operating results, financial performance and the<br />

value of Endeavour Shares, and are generally beyond the control of Endeavour. The following risk<br />

factors are not all-inclusive, and there is no guarantee that other factors will not affect the Corporation<br />

in the future.<br />

Gold Price Volatility<br />

The profitability of Endeavour’s operations may be significantly affected by changes in the market price<br />

of gold. The price of gold has historically fluctuated widely, and is affected by numerous factors beyond<br />

the control of Endeavour including without limitation, sales and purchases of gold, forward sales of gold<br />

by producers and speculators, expectations with respect to the rate of inflation, world supply of gold,<br />

stability of exchange rates (the strength of the US dollar and other currencies), global and regional<br />

political and economic conditions or events, industrial and retail demand, sales by central banks and<br />

other holders, interest rates, production and costs levels in major gold-producing regions such as South<br />

Africa and China, and speculator and producer responses to any of the foregoing factors.<br />

Gold is sold in US dollars and although the majority of the costs of Endeavour’s gold operations are in US<br />

dollars, certain costs are incurred in other currencies. Some of the operating costs of Endeavour’s gold<br />

operations are denominated in currencies other than the US dollar. Fluctuations in these currencies<br />

against the US dollar could have a material effect on Endeavour’s financial results, which are<br />

denominated and reported in US dollars.<br />

Future serious price declines in the market value of gold could render Endeavour’s projects uneconomic.<br />

There is no assurance that, even as commercial quantities of gold and other precious metals are<br />

produced, a profitable market will exist for them.<br />

Declining commodity prices can also impact operations by requiring a reassessment of the feasibility of a<br />

particular project. Such a reassessment may be the result of a management decision or may be required<br />

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under financing arrangements related to a particular project. Even if a project is ultimately determined<br />

to be economically viable, the need to conduct such a reassessment may cause substantial delays or<br />

may interrupt operations until the reassessment can be completed.<br />

Endeavour can reduce its exposure against fluctuations in the price of gold by using hedging tools for a<br />

portion or all of its gold production. The main hedging tools available to protect against price risk are<br />

forward contracts and put options. Various strategies are available using these tools. Although hedging<br />

activities may protect a company against a low gold price, they may also limit the price that can be<br />

realised on gold that is subject to forward sales and call options where the market price of gold exceeds<br />

the gold price in forward sale or call option contract.<br />

During 2012, Endeavour reduced its hedge book to 114,361 ozs. Of the remaining deliveries, 96,163 ozs<br />

are based on forward gold contracts implemented by Adamus at a price of $1,061.75 per oz, and 18,198<br />

ozs are subject to call options sold by Avion which entitle the buyer to purchase gold, on a cash settled<br />

basis, at $900 per oz. As a result, gold representing less than 10% of the Corporation’s forecast<br />

production between 2014 and 2016 will be sold at fixed prices.<br />

Production<br />

Endeavour currently has three operating mines, the Youga Gold Mine in Burkina Faso, the Nzema Gold<br />

Mine in Ghana and the Tabakoto Gold Mine in Mali. No assurance can be given that the intended or<br />

expected production estimates will be achieved by such mines or in respect of any future mining<br />

operations in which Endeavour owns or may acquire interests. Failure to meet such production<br />

estimates could have a material effect on Endeavour’s future cash flows, financial performance and<br />

financial position. Production estimates are dependent on, among other things, the accuracy of mineral<br />

reserve estimates, the accuracy of assumptions regarding ore grades and recovery rates, ground<br />

conditions and physical characteristics of ores, such as hardness and the presence or absence of<br />

particular metallurgical characteristics and the accuracy of estimated rates and costs of mining and<br />

processing. Actual production may vary from its estimates for a variety of reasons, including:<br />

actual ore mined varying from estimates of grade, tonnage, dilution and metallurgical and other<br />

characteristics;<br />

short-term operating factors such as the need for sequential development of ore bodies and the<br />

processing of new or different ore grades from those planned;<br />

mine failures, slope and underground rock failures or equipment failures;<br />

industrial accidents;<br />

natural phenomena such as inclement weather conditions, floods, droughts, rock slides and<br />

earthquakes; encountering unusual or unexpected geological conditions;<br />

changes in power costs and potential power shortages;<br />

shortages of principal supplies needed for operation, including explosives, fuels, chemical<br />

reagents, water, equipment parts and lubricants;<br />

labour shortages or strikes;<br />

military action, acts of terrorism, civil disobedience and protests; and<br />

restrictions or regulations imposed by government agencies or other changes in the regulatory<br />

environments.<br />

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Such occurrences could result in damage to mineral properties, interruptions in production, injury or<br />

death to persons, damage to property, monetary losses and legal liabilities. These factors may cause a<br />

mineral deposit that has been mined profitably in the past to become unprofitable, forcing production<br />

to cease. Each of these factors also applies to sites not yet in production and to operations that are to be<br />

expanded. It is not unusual in new mining operations to experience unexpected problems during the<br />

start-up phases. Depending on the price of gold or other minerals, it may be determined to be<br />

impractical to commence or, if commenced, to continue commercial production at a particular site.<br />

Gold Strategy<br />

Endeavour evaluates opportunities to acquire, divest and/or consolidate gold producing assets and<br />

similar businesses. Any resultant transactions may be significant in size, may change the scale of<br />

Endeavour’s business and may expose Endeavour to new geographic, political, operating, financial and<br />

geological risks. Such transactions may be accompanied by risks applicable to the exploration and<br />

development of resource properties and conduct of mining operations generally, to the difficulties of<br />

assimilating the operations and personnel of any acquired companies, and to the risk of unknown<br />

liabilities associated with acquired assets and businesses.<br />

Acquisition transactions involve other inherent risks, including:<br />

accurately assessing the value, strengths, weaknesses, contingent and other liabilities, and<br />

potential profitability of acquisition candidates;<br />

ability to achieve identified and anticipated operating and financial synergies;<br />

unanticipated costs;<br />

diversion of management attention from existing business;<br />

potential loss of Endeavour’s key employees or the key employees of any business it acquires;<br />

unanticipated changes in business, industry or general economic conditions that affect the<br />

assumptions underlying the acquisition; and<br />

decline in the value of acquired properties, companies or securities.<br />

Any one or more of these factors or other risks could cause Endeavour not to realize the benefits<br />

anticipated to result from the acquisition of properties or companies, and could have a material adverse<br />

effect on its ability to grow and on its financial condition.<br />

In addition to acquiring properties and companies, Endeavour could use available cash, incur debt, issue<br />

Endeavour Shares or other securities, or a combination of any one or more of these. This could limit<br />

Endeavour’s flexibility to raise capital, to operate, explore and develop its properties and to make<br />

additional acquisitions and could further dilute and decrease the trading price of Endeavour Shares.<br />

When evaluating an acquisition opportunity, Endeavour cannot be certain that it will have correctly<br />

identified and managed risks and costs inherent in the business that it is acquiring.<br />

Endeavour cannot give any assurance that it will successfully identify and complete an acquisition<br />

transaction and, if completed, that the business acquired will be successfully integrated into its<br />

operations.<br />

Endeavour’s success in its acquisition, divestment and consolidation activities depends on its ability to<br />

identify suitable opportunities, implement them on acceptable terms and have the operations of any<br />

acquired companies successfully integrated with those of Endeavour. There can be no assurance that<br />

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Endeavour will be successful in overcoming these risks or any other problems encountered in<br />

connection with any future acquisitions, divestments or consolidations. While Endeavour continues to<br />

seek acquisition opportunities consistent with its gold acquisition and growth strategy, Endeavour<br />

cannot be certain that it will be able to identify additional suitable acquisition candidates available for<br />

sale at reasonable prices, to consummate any acquisition or to integrate any acquired business into its<br />

operations successfully.<br />

Political Risks<br />

The majority of Endeavour’s assets are located in West Africa. Endeavour believes that the governments<br />

of the countries that the Corporation holds assets in support the development of their natural resources<br />

by foreign companies. There is no assurance however that future political and economic conditions of<br />

these countries will not result in their governments adopting different policies respecting foreign<br />

ownership of mineral resources, taxation, rates of exchange, environmental protection, labour relations,<br />

repatriation of income or return of capital, restrictions on production, price controls, export controls,<br />

expropriation of property, foreign investment, maintenance of claims and mine safety. The possibility<br />

that a future government in any of these countries may adopt substantially different policies, which<br />

might include the expropriation of assets, cannot be ruled out. There is also a risk of limitations being<br />

placed on the ability to repatriate funds.<br />

Other risks and uncertainties to which the Corporation is exposed by reason of operating in West Africa<br />

include, but are not limited to, terrorism; hostage taking; military repression; extreme fluctuations in<br />

currency exchange rates; high rates of inflation; labour unrest; war or civil unrest; expropriation and<br />

nationalization; renegotiation or nullification of existing concessions, licences, permits, contracts and<br />

fiscal stability arrangements; illegal mining; changes in taxation policies; restrictions on foreign exchange<br />

and repatriation; loss due to disease and other potential endemic health issues; and changing political<br />

conditions, currency controls and governmental regulations that favour or require the awarding of<br />

contracts to local contractors or require foreign contractors to employ citizens of, or purchase supplies<br />

from, a particular jurisdiction.<br />

Although Endeavour is not currently experiencing any significant or extraordinary problems in foreign<br />

countries arising from such risks, there can be no assurance that such problems will not arise in the<br />

future.<br />

Mineral Legislation<br />

The business of mineral exploration, development, mining and processing is subject to various national<br />

and local laws and plans relating to permitting and maintenance of title, environmental consents,<br />

taxation, employee relations, health and safety, royalties, land acquisitions, land use, waste disposal,<br />

environmental protection and remediation, protection of endangered and protected species, mine<br />

safety, toxic substances and other matters. Although Endeavour currently complies with all material<br />

rules and regulations, no assurance can be given that new rules and regulations will not be enacted or<br />

that existing rules and regulations will not be applied in a manner which could limit or curtail production<br />

or development. New laws and regulations, amendments to existing laws and regulations,<br />

administrative interpretation of existing laws and regulations, or more stringent enforcement of existing<br />

laws and regulations, whether in response to changes in the political or social environment in which the<br />

companies operate or otherwise, could have a material adverse effect on the Corporation.<br />

85


Failure to comply with applicable laws and regulations may result in enforcement actions or corrective<br />

measures requiring capital expenditures, installation of additional equipment or remedial actions.<br />

Parties engaged in mining operation may be required to compensate those suffering loss or damage by<br />

reason of the mining activities and may have civil or criminal fines or penalties imposed for violations of<br />

applicable laws or regulations.<br />

Currency and Foreign Exchange Rate Fluctuations<br />

The price of gold is denominated in United States dollars. Endeavour’s results are also reported in US<br />

dollars. However, parts of the Corporation’s business is conducted by its subsidiaries in Australia,<br />

Barbados, Burkina Faso, Canada, Cayman Islands, Côte d’Ivoire, Ghana, Jersey, Liberia, Mali and Monaco<br />

and the associated overhead costs are denominated in Australian dollars, Barbadian dollars, Canadian<br />

dollars, Euros, UK pounds sterling, Western Africa CFA franc, Ghanaian Cedi and Liberian dollars.<br />

Therefore, changes in currency exchange rates as well as associated transaction costs could adversely<br />

affect profitability in any given period. Any fluctuations in the value of these foreign currencies relative<br />

to the US dollar may result in variations in the Corporation’s net income. Foreign currencies are affected<br />

by a number of factors that are beyond the control the Corporation. These factors include economic<br />

conditions in the relevant country and elsewhere and the outlook for interest rates, inflation and other<br />

economic factors. To date the Corporation has not entered into hedging or derivative arrangements to<br />

manage its foreign exchange risk.<br />

Mine Development<br />

Maintaining present levels of gold production is dependent on the successful development of new<br />

producing mines and/or identification of additional reserves at existing mining operations. Reduced<br />

production could have a material and adverse impact on future cash flows, results of operations and<br />

financial conditions. Feasibility studies are used to determine the economic viability of a deposit. Many<br />

factors are involved in the determination of the economic viability of a deposit, including the<br />

achievement of satisfactory mineral reserve estimates, the level of estimated metallurgical recoveries,<br />

capital and operating cost estimates and the estimate of future gold prices. Capital and operating cost<br />

estimates are based upon many factors, including anticipated tonnage and grades of ore to be mined<br />

and processed, the configuration of the ore body, ground and mining conditions, expected recovery<br />

rates of the gold from the ore and anticipated environmental and regulatory compliance costs. Each of<br />

these factors involves uncertainties and as a result, Endeavour cannot give any assurance that its<br />

development or exploration projects will become operating mines. If a mine is developed, actual<br />

operating results may differ from those anticipated in a feasibility study.<br />

Any of the following events, among others, could affect the profitability or economic feasibility of a<br />

project:<br />

unanticipated changes in grade and tonnage of ore to be mined and processed;<br />

unanticipated adverse geotechnical conditions;<br />

incorrect data on which engineering assumptions are made;<br />

costs of constructing and operating a mine in a specific environment;<br />

availability of labour;<br />

availability and costs of processing and refining facilities;<br />

availability of economic sources of power;<br />

86


adequacy of water supply;<br />

availability of surface tenure on which to locate processing and refining facilities;<br />

adequate access to the site, including competing land uses (such as agriculture and illegal<br />

mining);<br />

unanticipated transportation costs;<br />

government regulations (including regulations with respect to prices, royalties, duties, taxes,<br />

permitting, restrictions on production, quotas on exportation of minerals, as well as the costs of<br />

protection of the environment and agricultural lands);<br />

fluctuations in gold prices; and<br />

accidents, labour actions and force majeure events.<br />

It is not unusual in new mining operations to experience unexpected problems during the start-up<br />

phase, and delays can often occur at the start of production.<br />

Future Capital Requirements<br />

Endeavour may require additional capital if it decides to develop other properties or make additional<br />

acquisitions. Endeavour may also encounter significant unanticipated liabilities or expenses. Endeavour’s<br />

ability to continue its planned exploration and development activities depends in part on its ability to<br />

generate free cash flow from its operating mines, each of which is subject to certain risks and<br />

uncertainties. Endeavour may be required to obtain additional financing in the future to fund<br />

exploration and development activities or acquisitions of additional projects. There can be no assurance<br />

that Endeavour will be able to obtain the necessary financing in a timely manner, on acceptable terms or<br />

at all.<br />

In addition, any additional debt financings, if available, may involve financial covenants and the granting<br />

of further security over the Corporation’s assets.<br />

Exploration and Development<br />

The exploration and development of gold deposits involves significant risks, which even a combination<br />

of careful evaluation, experience and knowledge may not eliminate. While the discovery of a mineable<br />

deposit may result in substantial rewards, few properties which are explored are ultimately developed<br />

into producing mines. Major expenses may be required to identify ore reserves, to develop metallurgical<br />

processes and to construct mining and processing facilities at a particular site. It is impossible to ensure<br />

that the current exploration programs planned by Endeavour will result in a profitable commercial<br />

mining operation, and significant capital investment is required to achieve commercial production from<br />

successful exploration efforts. There is no certainty that exploration expenditures made by Endeavour<br />

will result in discoveries of commercially mineable quantities.<br />

Infrastructure<br />

Mining, processing, development and exploration activities depend, to one degree or another, on<br />

adequate infrastructure. Reliable roads, bridges, power sources and water supply are important<br />

determinants which affect capital and operating costs. The lack of availability on acceptable terms or<br />

the delay in the availability of any one or more of these items could prevent or delay exploitation and/or<br />

development of the Corporation’s projects. If adequate infrastructure is not available in a timely<br />

manner, there can be no assurance that the exploitation and/or development of the Corporation’s<br />

87


projects will be commenced or completed on a timely basis, if at all, or that the resulting operations will<br />

achieve the anticipated production volume, or that construction costs and ongoing operating costs will<br />

not be higher than anticipated. In addition, unusual or infrequent weather phenomena, sabotage or<br />

other interference in the maintenance or provision of such infrastructure could adversely affect the<br />

Corporation’s operations and profitability.<br />

Mineral Reserve and Mineral Resource Estimates<br />

Mineral reserve and mineral resource estimates are imprecise and depend partially on statistical<br />

inference drawn from drilling and other data, which may prove to be unreliable. Estimates, which were<br />

valid when made, may change significantly upon new information becoming available. In addition, the<br />

estimates depend to some extent on interpretations, which may prove to be inaccurate.<br />

Mineral reserves are reported as general indicators of mine life. Reserves should not be interpreted as<br />

assurances of mine life or of the profitability of current or future production.<br />

There can be no assurance that those portions of such mineral resources that are not mineral reserves<br />

will ultimately be converted into mineral reserves. Mineral resources which are not mineral reserves do<br />

not have demonstrated economic viability.<br />

Depletion of Mineral Reserves<br />

Mining reserves depleted by production must be continually replaced to maintain production levels over<br />

the long term. There is no assurance that current or future exploration programs will result in any new<br />

commercial mining operations or yield new reserves to replace or expand current reserves.<br />

Dependence on Key Personnel<br />

Endeavour’s growth strategy relies on certain key professionals with specific experience and expertise,<br />

and the loss of these persons or Endeavour’s inability to attract and retain additional highly skilled<br />

employees required for the implementation of Endeavour’s business plan and ongoing development and<br />

expansion of its operating assets may have a material adverse effect on Endeavour’s business or future<br />

operations.<br />

Outside Contractor Risks<br />

It is common for certain aspects of mining operations, such as drilling and blasting, to be conducted by<br />

an outside contractor. The mining operations at the Youga Gold Mine, the Nzema Gold Mine and the<br />

Tabakoto Gold Mine are undertaken, and mining operations at the Agbaou Gold Mine will be<br />

undertaken, by contactors and as a result, the Corporation is subject to a number of risks, including<br />

reduced control over the aspects of the operations that are the responsibility of the contractor, failure<br />

of a contractor to perform under its agreement with the companies, inability to replace the contractor if<br />

either party terminates the contract, interruption of operations in the event the contractor ceases<br />

operations due to insolvency or other unforeseen events, failure of the contractor to comply with<br />

applicable legal and regulatory requirements and failure of the contractor to properly manage its<br />

workforce resulting in labour unrest or other employment issues.<br />

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Title to Mineral Holdings<br />

Mining companies require licenses and permits from various governmental authorities. Endeavour<br />

believes that it holds all necessary licenses and permits under applicable laws and regulation in respect<br />

of its properties and that it is presently complying in all material respects with the terms of such licenses<br />

and permits. Such licenses and permits, however, are subject to change in various circumstances. There<br />

is a risk that the necessary permits, consents, authorizations and agreements to implement planned<br />

exploration, development or mining may not be obtained under conditions or within the time frames<br />

that make such plans economic, that applicable laws, regulations or the governing authorities will<br />

change or that such changes will result in additional material expenditures or time delays.<br />

There can be no guarantee that Endeavour will be able to obtain or maintain all necessary licenses and<br />

permits that may be required to explore and develop its properties, commence construction or<br />

operation of mining facilities on properties under exploration or development, or to maintain continued<br />

operations that economically justify the cost. The validity of ownership of property holdings can be<br />

uncertain and may be contested. Risk always exists that some titles, particularly titles to undeveloped<br />

properties, may be defective.<br />

Environmental Risks and Other Hazards<br />

All phases of a company’s mining operations are typically subject to environmental regulation in the<br />

various jurisdictions in which the Corporation operates. Environmental legislation in many countries is<br />

evolving and the trend has been toward stricter standards and enforcement, increased fines and<br />

penalties for non-compliance, more stringent environmental assessments of proposed projects and<br />

increasing responsibility for companies and their officers, directors and employees. Compliance with<br />

environmental laws and regulations may require significant capital outlays on behalf of the Corporation<br />

and may cause material changes or delays in Endeavour’s intended activities. There can be no assurance<br />

that future changes in environmental regulations will not adversely affect Endeavour’s business, and it is<br />

possible that future changes in these laws or regulations could have a significant adverse impact on<br />

some portion of Endeavour’s business, causing Endeavour to re-evaluate those activities at that time.<br />

Environmental hazards, currently unknown to Endeavour, may exist on or adjacent to its projects. The<br />

Corporation may be liable for losses associated with such hazards, or may be forced to undertake<br />

extensive remedial clean-up action or to pay for governmental remedial clean-up actions, even in cases<br />

where such hazards have been caused by previous or existing owners or operations of project land, or<br />

by past or present owners of adjacent properties or natural conditions. The costs of such clean-up<br />

actions may have a material adverse impact on the Corporation’s operations and profitability.<br />

Endeavour uses sodium cyanide and other hazardous chemicals in its gold production at the Youga,<br />

Nzema and Tabakoto Gold Mines. Should sodium cyanide or other chemicals leak or otherwise be<br />

discharged from the containment system, Endeavour may be subject to liability for clean-up work.<br />

Endeavour currently carries insurance to protect against certain risks in such amounts as it considers<br />

adequate. However, not all risks are insured. Therefore, Endeavour may suffer a material adverse<br />

impact on its business if it incurs losses related to any significant events that are not covered by its<br />

insurance policies.<br />

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Mining involves various other types of risks and hazards, including:<br />

industrial accidents;<br />

processing problems;<br />

unusual or unexpected rock formations;<br />

structural cave-ins or slides;<br />

flooding;<br />

fires;<br />

metals losses; and<br />

periodic interruptions due to inclement or hazardous weather conditions.<br />

These risks could result in damage to, or destruction of, mineral properties, production facilities or other<br />

properties, personal injury, delays in mining, increased production costs, monetary losses and possible<br />

legal liability.<br />

Reclamation<br />

With regard to the Youga Gold Mine, recent legislation has been adopted that provides that mining<br />

companies exploiting a mine in Burkina Faso must establish an environmental preservation and<br />

rehabilitation fund trust account (“EPRF”) and make annual contributions equal to the total forecasted<br />

rehabilitation budget as stated in the project’s environmental impact assessment divided by the number<br />

of years forming the mine life. Endeavour has established an EPRF account for the Youga Gold Mine and<br />

made the required financial contributions.<br />

In the case of the Nzema Gold Mine, the Ghana EPA requires reclamation costs over the life of mine to<br />

be secured by way of a performance bond (or similar instrument) issued by an appropriate financial<br />

institution. The amount of reclamation security fluctuates in accordance with land disturbance and is<br />

calculated by reference to the Nzema environmental management plan and any updates thereto.<br />

Endeavour has obtained a bank guarantee, secured with cash collateral and other security, to fulfill its<br />

reclamation obligations to the Ghana EPA.<br />

The Tabakoto Gold Mine is required by Mali’s mining code to provide a form of financial assurance<br />

(bond or letter of credit) issued by an internationally renowned bank. The amount must be equal to 5%<br />

of the mining company’s forecasted turnover figure. In the event the amount is insufficient to effect the<br />

rehabilitation, the mining company shall provide additional funding.<br />

There is no assurance that any funds or bonding provided in relation to the Corporation’s mines will be<br />

sufficient to complete reclamation work actually required or that Endeavour will not be required to fund<br />

additional costs related to reclamation that could have a material adverse effect on Endeavour’s<br />

financial position.<br />

Remote Locations<br />

Endeavour’s mining interests are located in remote locations and depend on an uninterrupted flow of<br />

materials, supplies and services to those locations. Any interruptions to the procurement of equipment<br />

or the flow of materials, supplies and services to these properties could have an adverse impact on the<br />

Endeavour’s future cash flows, earnings, results of operations and financial condition.<br />

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Competition<br />

The mining industry is intensely competitive. Significant competition exists for the acquisition of<br />

properties producing or capable of producing gold or other metals. Endeavour may be at a competitive<br />

disadvantage in acquiring additional mining properties because it must compete with other individuals<br />

and companies, many of which have greater financial resources, operational experience and technical<br />

capabilities than Endeavour. Endeavour may also encounter increasing competition from other mining<br />

companies in its efforts to hire experienced mining professionals. Increased competition could adversely<br />

affect Endeavour’s ability to attract necessary capital funding or acquire suitable producing properties or<br />

prospects for mineral exploration in the future.<br />

Insurance Coverage<br />

The mining industry is subject to significant risks that could result in damage to, or destruction of,<br />

mineral properties or producing facilities, personal injury or death, environmental damage, delays in<br />

mining and monetary losses and possible legal liability. Endeavour’s policies of insurance may not<br />

provide sufficient coverage for losses related to these or other risks. Endeavour’s insurance does not<br />

cover all risks that may result in loss or damage and may not be adequate to reimburse Endeavour for all<br />

losses sustained. The occurrence of losses or damage not covered by insurance could have a material<br />

and adverse effect on Endeavour’s cash flows, results of operation and financial condition.<br />

Insurance against risks such as environmental pollution or other hazards as a result of exploration and<br />

production is not generally available to companies in the mining industry on acceptable terms. Losses<br />

from these events may cause the Corporation to incur significant costs that could have a material<br />

adverse effect upon its financial performance and results of operations.<br />

Legal Proceedings<br />

Endeavour may become party to new litigation or other proceedings, with or without merit, in a number<br />

of jurisdictions. The cost of defending such claims may take away from management time and effort and<br />

if adjudged adversely to Endeavour, may have a material and adverse effect on its cash flows, results of<br />

operation and financial condition.<br />

Foreign Assets<br />

Substantial portions of the assets of Endeavour are located in jurisdictions outside of Canada, the United<br />

States and Australia. As a result, it may be difficult for investors resident in Canada, the United States or<br />

Australia or other jurisdictions to enforce judgments obtained against Endeavour in Canada, the United<br />

States or Australia if the damages awarded exceed the realizable value of Endeavour’s Canadian,<br />

American or Australian assets.<br />

Foreign Organization<br />

The Corporation is incorporated under the laws of the Cayman Islands. The foreign organization,<br />

management and offices of the Corporation may make it more difficult for shareholders to enforce their<br />

legal rights than if the Corporation was organized, managed and resident in Australia or Canada or the<br />

United States. The common law and statutory rights of shareholders under the laws of the Cayman<br />

Islands may be less extensive than statutory rights available to shareholders under the laws of Australia<br />

91


or Canada or the United States. Although the Cayman Islands have enjoyed a stable political climate for<br />

many years, there can be no assurance that changing social and political conditions will not adversely<br />

affect the operations of the Corporation in the future.<br />

DIVIDENDS AND DISTRIBUTIONS<br />

The Corporation has not paid any dividends since the suspension of its monthly dividend payments in<br />

February 2009. There are no restrictions on the Corporation’s ability to pay dividends or make<br />

distributions, other than pursuant to the terms of the Corporate Facility. The payment of dividends and<br />

making of distributions to shareholders in future will depend, among other factors, on earnings, capital<br />

requirements, and the Corporation’s operating and financial condition.<br />

General Description of Capital Structure<br />

DESCRIPTION OF CAPITAL STRUCTURE OF ISSUER<br />

Endeavour’s authorized capital is $20,000,000 divided into 1,000,000,000 ordinary shares (the<br />

“Endeavour Shares”) and 1,000,000,000 undesignated shares with a par value of $0.01 each, none of<br />

which undesignated shares have been issued. As at April 1, 2013, 412,489,778 Endeavour Shares were<br />

issued and outstanding. Endeavour had stock options outstanding under its stock option plans,<br />

exercisable into 31,299,722 Endeavour Shares. In addition, Endeavour had share purchase warrants<br />

outstanding, exercisable into 33,031,891 Endeavour Shares.<br />

Endeavour Shares<br />

The Endeavour Shares confer upon the holders thereof the right to receive notice of, to attend and to<br />

vote at, general meetings of the Corporation. The Endeavour Shares are transferable by their holders<br />

subject to compliance with the provisions of the articles of association of the Corporation in relation to<br />

transfers. The Endeavour Shares confer upon the holders thereof rights in a winding-up or repayment of<br />

capital and the right to participate in the profits or assets of the Corporation in accordance with the<br />

articles of association. The directors of the Corporation can implement or effect at their sole discretion<br />

the issuance of a preferred share purchase right to be attached to each issued Endeavour Share with<br />

such terms and for such purposes, including the influencing of a takeover, as may be described in a<br />

rights agreement between the Corporation and a rights agent.<br />

The Endeavour Shares are not redeemable by the Corporation or the holder of such shares. Subject to<br />

applicable law, the Corporation may purchase its own Endeavour Shares on such terms and in such<br />

manner as the directors may determine and agree with the shareholder, and make a payment in respect<br />

of the purchase of its own Endeavour Shares otherwise than out of profits or the proceeds of a new<br />

issue of shares.<br />

Undesignated Shares<br />

Undesignated shares in the capital of the Corporation may be designated and created as shares of any<br />

other class or series of shares with their respective rights and restrictions determined upon the creation<br />

thereof by resolution of the directors approved pursuant to the articles of association of the<br />

Corporation.<br />

92


MARKET FOR SECURITIES<br />

Price Range and Trading Volumes of Endeavour Shares<br />

Endeavour Shares are listed and posted for trading on the TSX under the trading symbol “EDV” and<br />

trade on Canadian alternative trading systems (“ATS”). The CDIs trade on the ASX under the symbol<br />

“EVR”. The following tables set forth, for the periods indicated, the reported high, low and closing<br />

trading prices and the aggregate volume of trading of the Endeavour Shares in Canada on the TSX and<br />

on ATS, and in Australia on the ASX:<br />

Trading Data for Endeavour Shares in Canada<br />

High<br />

(C$)<br />

Low<br />

(C$)<br />

Close<br />

(C$)<br />

TSX Volume<br />

ATS<br />

Volume<br />

Total<br />

Volume<br />

January 2012 2.68 2.26 2.59 7,061,194 3,322,823 10,384,017<br />

February 2012 2.67 2.26 2.41 7,395,230 6,476,155 13,871,385<br />

March 2012 2.68 2.17 2.23 19,627,115 13,258,764 32,885,879<br />

April 2012 2.28 1.95 2.03 9,546,676 4,504,995 14,051,671<br />

May 2012 2.33 1.87 2.12 7,687,549 5,590,610 13,278,159<br />

June 2012 2.45 2.05 2.22 3,830,021 3,552,890 7,382,911<br />

July 2012 2.44 2.06 2.36 2,093,930 1,542,730 3,636,660<br />

August 2012 2.42 1.84 1.98 18,009,104 10,998,087 29,007,191<br />

September 2012 2.34 1.97 2.22 24,651,416 14,224,269 38,875,685<br />

October 2012 2.56 2.16 2.30 18,762,609 16,506,044 35,268,653<br />

November 2012 2.47 2.06 2.10 19,448,584 16,548,976 35,997,560<br />

December 2012 2.15 1.98 2.07 19,612,283 16,153,617 35,765,900<br />

Trading Data for CDIs on ASX<br />

High<br />

(AUD$)<br />

Low<br />

(AUD$)<br />

Close<br />

(AUD$)<br />

ASX Volume<br />

January 2012 2.47 2.17 2.42 2,656,417<br />

February 2012 2.43 2.14 2.30 2,157,309<br />

March 2012 2.54 2.15 2.22 4,515,715<br />

April 2012 2.29 1.93 2.02 2,593,886<br />

May 2012 2.26 1.93 2.08 3,842,036<br />

June 2012 2.43 1.96 2.10 2,898,767<br />

July 2012 2.29 1.99 2.27 1,626,482<br />

August 2012 2.30 1.82 1.89 7,273,818<br />

September 2012 2.25 1.93 2.19 17,108,368<br />

October 2012 2.51 2.13 2.27 3,784,594<br />

November 2012 2.48 2.01 2.08 6,306,393<br />

December 2012 2.12 1.93 2.01 3,500,031<br />

93


Price Range and Trading Volumes of Endeavour Warrants<br />

Endeavour A Warrants<br />

Endeavour A Warrants are listed and posted for trading on the TSX under trading symbol “EDV.WT.A”<br />

and trade on Canadian ATS. Each Endeavour A Warrant entitles the holder to purchase one Endeavour<br />

Share for C$2.50 at any time on or before February 4, 2014. The following table sets forth, for the<br />

periods indicated, the reported high, low and closing trading prices and the aggregate volume of trading<br />

of the Endeavour A Warrants on the TSX and on ATS:<br />

High<br />

(C$)<br />

Low<br />

(C$)<br />

Close<br />

(C$)<br />

TSX Volume ATS Volume<br />

Total<br />

Volume<br />

January 2012 0.81 0.62 0.75 761,276 35,400 796,676<br />

February 2012 0.78 0.66 0.70 472,118 32,150 504,268<br />

March 2012 0.82 0.55 0.65 515,234 10,500 525,734<br />

April 2012 0.66 0.50 0.51 305,440 31,580 337,020<br />

May 2012 0.59 0.42 0.48 508,949 38,600 547,549<br />

June 2012 0.64 0.37 0.47 454,900 43,916 498,816<br />

July 2012 0.65 0.39 0.53 469,050 12,300 481,350<br />

August 2012 0.55 0.39 0.41 708,527 60,200 768,727<br />

September 2012 0.54 0.40 0.47 1,237,086 159,216 1,396,302<br />

October 2012 0.56 0.47 0.48 1,884,918 133,700 2,018,618<br />

November 2012 0.54 0.36 0.36 1,345,754 142,100 1,487,854<br />

December 2012 0.43 0.30 0.34 524,190 71,320 595,510<br />

DIRECTORS AND OFFICERS<br />

The following table indicates the name, province or state, and country of residence of each director and<br />

executive officer of the Corporation as at its most recent financial year end, their respective positions<br />

with the Corporation and principal occupations during the past five years, the dates on which each of<br />

them commenced serving as a director of the Corporation, and the number and percentages of<br />

Endeavour Shares (being the Corporation’s only class of voting securities) owned directly or indirectly or<br />

over which control or direction is exercised by each of them as at the Corporation’s most recent<br />

financial year end.<br />

Name and Residence of<br />

Director/Officer and Present<br />

Position with the Corporation (1)<br />

(3) (4)<br />

MICHAEL E. BECKETT<br />

London, England<br />

Director and Chairman<br />

NEIL WOODYER<br />

Monte Carlo, Monaco<br />

Director, President and<br />

Chief Executive Officer<br />

Principal Occupation Date Commenced<br />

Being a Director<br />

Various Chairman and Director<br />

appointments<br />

President and Chief Executive Officer of<br />

the Corporation<br />

94<br />

Number of<br />

Endeavour<br />

Shares (2)<br />

July 26, 2002 130,000<br />

July 26, 2002 397,127 (5)


Name and Residence of<br />

Director/Officer and Present<br />

Position with the Corporation (1)<br />

JORGE L. GAMARCI<br />

Texas, USA<br />

Director<br />

(3) (6) (7)<br />

(3) (6) (7)<br />

WAYNE McMANUS<br />

Grand Cayman, Cayman Islands<br />

Director<br />

(4) (7)<br />

DR. ANTONY HARWOOD<br />

Johannesburg, South Africa<br />

Director<br />

(4) (6)<br />

IAN HENDERSON<br />

London, England<br />

Director<br />

ADRIAAN “ATTIE” ROUX (8)<br />

Accra, Ghana<br />

Chief Operating Officer<br />

CHRISTIAN MILAU (9)<br />

Fontvieille, Monaco<br />

Executive Vice President and Chief<br />

Financial Officer<br />

DOUGLAS BOWLBY<br />

British Columbia, Canada<br />

Executive Vice President Corporate<br />

Development<br />

DAVID LAING<br />

Fontvieille, Monaco<br />

Executive Vice President Technical<br />

Services<br />

MORGAN CARROLL<br />

Monte Carlo, Monaco<br />

Senior Vice President Corporate<br />

Finance, General Counsel and<br />

Secretary<br />

Principal Occupation Date Commenced<br />

Being a Director<br />

Private investor and a member of<br />

several corporate boards domiciled<br />

mostly in Latin America<br />

95<br />

Number of<br />

Endeavour<br />

Shares (2)<br />

November 6, 2003 Nil<br />

College Professor and Author July 26, 2002 80,000<br />

Mining Executive/Geologist December 5, 2011 42,750<br />

Former Managing Director at JP Morgan<br />

Asset Management<br />

Chief Operating Officer of the<br />

Corporation<br />

Executive Vice President and Chief<br />

Financial Officer of the Corporation<br />

Executive Vice President Corporate<br />

Development of the Corporation<br />

Executive Vice President Technical<br />

Services of the Corporation<br />

Senior Vice President Corporate Finance,<br />

General Counsel and Secretary<br />

April 1, 2013 Nil<br />

N/A 84,294<br />

N/A 200,548<br />

N/A 266,357<br />

N/A 288,618 (10)<br />

N/A 53,174<br />

(1) James Coleman, Q.C. served on the Board from October 18, 2012 until his resignation on March 22, 2013.<br />

(2) Endeavour Shares beneficially owned, directly or indirectly, or over which control or direction is exercised, which information has been<br />

furnished by the directors themselves.<br />

(3) Member of the Remuneration Committee.<br />

(4) Member of the Safety, Health and Environmental Committee.<br />

(5) Ashdell Ltd., a company beneficially owned by a Woodyer family trust, holds 2.8 million Endeavour Shares as at the date of this AIF. Ashdell<br />

is controlled by this trust which operates through an independent trustee. Neil Woodyer has no control or direction over or beneficial<br />

interest in Ashdell Ltd. or the trust.<br />

(6) Member of the Corporate Governance and Nominating Committee.<br />

(7) Member of the Audit Committee.<br />

(8) The position of Chief Operating Officer of the Corporation was assumed by Adiaan Roux of Accra, Ghana on September 1, 2012. Previously,<br />

Mr. Roux acted as Senior Vice President Operations and General Manager of the Nzema Gold Mine. Prior to this, Mr. Roux held various<br />

positions with AngloGold Ashanti Limited, an NYSE, JSE and ASX-listed company.<br />

(9) The position of Executive Vice President and Chief Financial Officer of the Corporation was assumed by Christian Milau of Fontvieille,<br />

Monaco on March 31, 2011. From August, 2008 to March, 2011, Mr. Milau was Vice-President and Treasurer of New Gold Inc., a TSX and


AMEX listed intermediate gold producer with operating mines in the United States, Mexico and Australia. Prior to this, Mr. Milau held the<br />

position of Vice-President with Deloitte & Touche LLP Corporate Finance.<br />

(10) 2,825 Endeavour Shares included in the holdings of David Laing are held in the name of Mr. Laing’s spouse.<br />

As a result of amendments to the TSX Company Manual, which became effective December 31, 2012,<br />

the Corporation’s directors will no longer be elected to three year terms. Directors will now be elected<br />

at each annual meeting of Endeavour’s shareholders and serve as such until the next annual meeting or<br />

until their successors are elected or appointed.<br />

To the best of the Corporation’s knowledge based on information furnished by the directors and officers<br />

of the Corporation, as a group, the directors and officers of the Corporation exercised control and<br />

direction, directly or indirectly, over 1,542,868 Endeavour Shares or less than 0.4% of the issued<br />

Endeavour Shares as at April 1, 2013.<br />

Corporate Cease Trade Orders or Bankruptcies<br />

No director or executive officer of the Corporation is or within the 10 years before the date of this AIF<br />

has been, a director or executive officer of any other issuer that, while such person was acting in that<br />

capacity:<br />

(a) was the subject of a cease trade or similar order or an order that denied such other issuer access<br />

to any exemptions under Canadian securities legislation for a period of more than 30<br />

consecutive days;<br />

(b) was subject to an event that resulted, after the director or officer ceased to be a director or<br />

officer, in the Corporation being the subject of a cease trade order or similar order or an order<br />

that denied the relevant issuer access to any exemption order under Canadian securities<br />

legislation, for a period of more than 30 consecutive days.<br />

No director, executive officer or shareholder holding a sufficient number of securities of the Corporation<br />

to affect materially the control of the Corporation is, or within the 10 years before the date of this AIF<br />

has been, a director or executive officer of any other issuer that, while such person was acting in that<br />

capacity within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal<br />

under any legislation relating to bankruptcy or insolvency or was subject to or instituted any<br />

proceedings, arrangement, or compromise with creditors or had a receiver, receiver manager or trustee<br />

appointed to hold his or her assets.<br />

Personal Bankruptcies<br />

No director, executive officer or shareholder holding a sufficient number of the Corporation’s securities<br />

to affect materially the control of the Corporation has, within 10 years before the date of this AIF,<br />

become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or<br />

become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a<br />

receiver, receiver manager or trustee appointed to hold his or her assets.<br />

Penalties or Sanctions<br />

No director, executive officer or shareholder holding a sufficient number of the Corporation’s securities<br />

to affect materially the control of the Corporation has been subject to any penalties or sanctions<br />

96


imposed by a court relating to Canadian securities legislation or has entered into a settlement<br />

agreement with a Canadian securities regulatory authority, or has been subject to any other penalties or<br />

sanctions imposed by a court or regulatory body that would likely be considered important to a<br />

reasonable investor in making an investment decision.<br />

Conflicts of Interest<br />

Directors and Officers<br />

The Corporation’s directors and officers may serve as directors or officers of other companies or have<br />

significant shareholdings in other resource companies and, to the extent that such other companies may<br />

participate in ventures in which the Corporation may participate, the directors of the Corporation may<br />

have a conflict of interest in negotiating and concluding terms respecting the extent of such<br />

participation. In the event that such conflict of interest arises at a meeting of the Corporation’s<br />

directors, a director who has such a conflict will abstain from voting for or against the approval of such<br />

participation or such terms. From time to time several companies may participate in the acquisition,<br />

exploration and development of natural resource properties thereby allowing for the participation in<br />

larger programs, permitting involvement in a greater number of programs and reducing financial<br />

exposure in respect of any one program. It may also occur that a particular company will assign all or a<br />

portion of its interest in a particular program to another of these companies due to the financial position<br />

of the company making the assignment. In accordance with the laws of British Columbia, the directors of<br />

the Corporation are required to act honestly, in good faith and in the best interests of the Corporation.<br />

In determining whether or not the Corporation will participate in a particular program and the interest<br />

therein to be acquired by it, the directors will primarily consider the degree of risk to which the<br />

Corporation may be exposed and its financial position at that time.<br />

The directors and officers of the Corporation are aware of the existence of laws governing the<br />

accountability of directors and officers for corporate opportunity and requiring disclosures by the<br />

directors of conflicts of interest and the Corporation will rely upon such laws in respect of any directors’<br />

and officers’ conflicts of interest or in respect of any breaches of duty by any of its directors and officers.<br />

All such conflicts will be disclosed by such directors or officers in accordance with applicable law, and<br />

they will govern themselves in respect thereof to the best of their ability in accordance with the<br />

obligations imposed upon them by law. The directors and officers of the Corporation are not aware of<br />

any such conflicts of interests.<br />

Audit Committee Charter<br />

AUDIT COMMITTEE<br />

The Audit Committee’s charter is set out in full in Schedule “A”.<br />

Composition of the Audit Committee<br />

The Audit Committee is comprised of Wayne McManus (Chair), Jorge L. Gamarci and Dr. Antony<br />

Harwood. All members are independent and financially literate.<br />

97


Relevant Education and Experience<br />

Wayne McManus has worked for several years as a private banker providing accounting and wealth<br />

management services to clients. Mr. McManus also has over 20 years of experience teaching accounting<br />

at the college level. He is a Certified Public Accountant, a Chartered Financial Analyst and has a Masters<br />

of Business Administration Degree.<br />

Jorge Gamarci has over 30 years’ experience in banking, as a bank accountant early in his career and<br />

later as an executive officer authorizing significant banking credit facilities at Lloyds Bank PLC. Mr.<br />

Gamarci also has significant trading experience from his employment at Lloyds Bank PLC, Bank of<br />

Montreal and UBS Securities LLC where he was respectively Executive Vice President, Senior Vice<br />

President and Managing Director. He holds a Baccalaureate in Accountancy degree and has also studied<br />

economics in Argentina and Banking in the U.S. Mr. Gamarci is also a member of several corporate<br />

boards domiciled mostly in Latin America.<br />

Dr. Antony Harwood is an economic geologist with 30 years of international exploration and mining<br />

experience and significant senior management experience requiring an advanced understanding of<br />

financial statements of mining companies. From June 2009 to present, Dr. Harwood has held the office<br />

of President and Chief Executive Officer of Montero Mining & Exploration, a Canadian-listed company.<br />

Between 2009 and 2012, Dr. Harwood also served as chairman of Universal Coal PLC, an ASX-listed<br />

company. Between 2006 and 2009, Dr. Harwood held the office of President and Chief Executive Officer<br />

of Africo Resources Ltd., a Canadian company engaged in exploring, acquiring and developing base<br />

metal and gold assets in Africa. Between 1998 and 2006, Dr. Harwood served as a Vice President of<br />

Placer Dome Inc.<br />

Pre-Approval Policies and Procedures for Non-Audit Services<br />

The Audit Committee has not adopted specific policies for the engagement of non-audit services.<br />

Engagements for the provision of non-audit services are approved by both the Audit Committee and the<br />

Corporation’s Board at the commencement of each financial year, and if applicable, will be considered<br />

on a case-by-case basis during the course of the year.<br />

External Auditor Service Fees<br />

The aggregate fees billed by the Corporation’s external auditors in each of the last two fiscal years are<br />

set out below:<br />

Year ended<br />

December 31, 2012<br />

(C$)<br />

98<br />

Year ended<br />

December 31, 2011<br />

(C$)<br />

Audit Fees (1) 1,128,000 741,500<br />

Audit-related Fees (2) 35,000 345,000<br />

Tax Fees (3) 416,155 419,732<br />

All Other Fees (4) 30,000 93,000<br />

Total Fees 1,609,155 1,599,232


(1) “Audit Fees” are the aggregate fees billed by the auditors for audit services.<br />

(2) “Audit-related Fees” are the aggregate fees billed by the Corporation’s external auditors for the assistance with the<br />

Corporation’s acquisition of Avion in 2012 and, in 2011, the Corporation’s transition from Canadian GAAP to International<br />

Financial Reporting Standards and corporate acquisitions.<br />

(3) “Tax Fees” are fees for tax compliance work, preparing the annual tax returns and tax planning issues.<br />

(4) “All Other Fees” are the aggregate fees paid to the auditors for services related to assistance with the Corporation’s<br />

Management Information Circular and Business Acquisition Report as well as due diligence services performed in<br />

connection with corporate acquisitions.<br />

LEGAL PROCEEDINGS<br />

Except as described below, the Corporation is not a party to, nor is any of its property the subject of, any<br />

material legal proceedings, and there are no legal proceedings known by the Corporation to be<br />

contemplated.<br />

Burkina Faso Mines Services S.A.<br />

On May 17, 2010, the Corporation received a notice of arbitration from Burkina Faso Mines Services S.A.<br />

(“BFMS”) relating to the termination of a drill blast contract at the Youga Gold Mine from December<br />

2009. BFMS claimed payments and damages totaling $9.3 million plus accrued interest, exchange rate<br />

adjustments and cost. BFMS also requested the arbitrator to grant injunctive relief to prevent the<br />

Corporation and Burkina Mining Company S.A. (“BMC”) from claiming under a performance guarantee<br />

provided by BFMS’ parent company, EPC Groupe.<br />

On January 17, 2013 the arbitrator rendered a decision which dismissed BFMS’s claim against BMC but<br />

also rejected BMC’s counterclaim against BFMS. Although the Corporation successfully defended the<br />

claim, the arbitrator found that the Corporation must settle its historical payables with BFMS; these had<br />

been deferred pending the outcome of the arbitration. Total historical payables together with interest<br />

due amounted to $3.9 million. The Corporation has accrued for these costs in its financial statements.<br />

Hightime Investments Pty Ltd.<br />

The Corporation was subject to a claim from Hightime Investments Pty Ltd. (“Hightime”) which alleged<br />

that the Corporation entered into an arrangement with Hightime under which Hightime asserted that it<br />

allowed the Corporation to apply for, and obtain, a prospecting license over ground near the Southern<br />

Ashanti geological belt in Ghana in exchange for the Corporation paying Hightime the fair market value<br />

of the ground after the Corporation had completed its feasibility study. The claim was heard by the<br />

Supreme Court of Western Australia in April and June 2012. The court rendered its judgment on August<br />

21, 2012, and ordered that Hightime’s action be dismissed with Hightime to pay Endeavour’s costs in<br />

connection with the action. On September 10, 2012, Hightime lodged an appeal against the decision of<br />

the Supreme Court of Western Australia. The appeal was discontinued on October 10, 2012 in<br />

conjunction with a settlement agreed to in the Corporation’s favour which was executed on March 26,<br />

2013.<br />

Gold Reserve Inc.<br />

On December 16, 2008, the Corporation was notified of a claim filed against it by Gold Reserve Inc.<br />

(“Gold Reserve”) in the Ontario Superior Court of Justice. Gold Reserve’s claim against the Corporation<br />

arose out of an advisory agreement pursuant to which the Corporation agreed to provide financial<br />

99


advisory services to Gold Reserve.<br />

On September 20, 2012, the Corporation reached a settlement agreement with Gold Reserve, whereby,<br />

in exchange for a full and final settlement of all the claims between the parties and without any<br />

admission as to liability, Endeavour paid C$1.5 million to Gold Reserve.<br />

INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS<br />

The Corporation is not aware of any material interest, direct or indirect, of any director or officer of the<br />

Corporation, or any person or company that is a direct or indirect beneficial owner of, or who exercises<br />

control or direction over, more than ten percent of the Endeavour Shares, or any affiliate of such<br />

persons or companies, in any transaction within the three most recently completed financial years or<br />

during the current financial year that has materially affected or will materially affect the Corporation.<br />

TRANSFER AGENT AND REGISTRAR<br />

The Corporation’s Canadian transfer agent and registrar is Computershare Trust Company of Canada at<br />

its principal offices in Toronto, Ontario and Vancouver, British Columbia and its U.S. transfer agent and<br />

registrar is Computershare Trust Company, N.A. at its principal offices in Golden, Colorado. The website<br />

address of Computershare is www.computershare.com.<br />

MATERIAL CONTRACTS<br />

Except for contracts entered into by the Corporation in the ordinary course of business or otherwise<br />

disclosed herein, the Corporation has no contracts which can reasonably be regarded as material.<br />

Auditors<br />

INTERESTS OF EXPERTS<br />

The auditors of the Corporation are Deloitte LLP, Chartered Accountants, Vancouver, British Columbia<br />

(“Deloitte”). Endeavour’s consolidated annual financial statements for the year ended December 31,<br />

2012, filed under National Instrument 51-102 contain the report of Deloitte given on their authority as<br />

experts in auditing and accounting. Deloitte is independent to the Corporation within the meaning of<br />

the Rules of Professional Conduct of the Institutes of Chartered Accountants of British Columbia.<br />

Other Experts<br />

The following are the technical reports prepared in accordance with NI 43-101 from which certain<br />

technical information relating to the Corporation’s mineral projects on properties material to the<br />

Corporation contained in this AIF has been derived:<br />

(a) The Nzema Report entitled “Technical Report and Mineral Resource and Reserve Update for the<br />

Nzema Gold Mine, Ghana, West Africa”, dated effective December 31, 2012, prepared by<br />

Nicolas J. Johnson of MPR Geological Consultants Pty Ltd., Quinton De Klerk of Cube Consulting<br />

Pty Ltd. and William J.A. Yeo and Adriaan A. Roux of Endeavour;<br />

100


(b) The Youga Report entitled “Technical Report and Update of Mineral Resources and Mineral<br />

Reserves for the Youga Gold Mine, Burkina Faso, West Africa” dated effective December 31,<br />

2010, prepared by Adrian de Freitas and K. Kirk Woodman of Endeavour;<br />

(c) The Tabakoto Report entitled “Technical Report on the Tabakoto Mining Operations, Mali, West<br />

Africa” dated effective July 5, 2011, prepared by Tracy Armstrong, Eugene Puritch and Antoine<br />

Yassa of P&E Mining Consultants Inc. and Don Dudek and Andrew Bradfield of Avion Gold<br />

Corporation;<br />

(d) The Agbaou Report entitled “Agbaou Gold Mine, Cote d’Ivoire, NI 43-101 Technical Report”<br />

dated March 25, 2012, prepared by Mark Wanless, Hendrik Theart and Mark Sturgeon of SRK<br />

Consulting South Africa (Pty) Ltd., Neil Senior of SENET, and Duncan Grant-Stuart and Angus<br />

Rowland of Knight Piésold (Pty) Ltd.; and,<br />

(e) The Houndé Report entitled “Technical Report and Preliminary Economic Assessment of the<br />

Houndé Gold Project, Burkina Faso, West Africa”, dated effective December 31, 2012, prepared<br />

by Maritz Rykaart, Dino Pilotto, Michael Royle, John Duncan, Mark Liskowich, Adrian Dance, Jim<br />

Yakasovich and Bruce Murphy of SRK Consulting, Eugene Puritch, Fred Brown, Tracy Armstong<br />

and Antoine Yassa of P&E Mining Consultant Inc., and Don Dudek of the Corporation.<br />

Each of these reports is available on SEDAR at www.sedar.com under the Corporation’s profile. None of<br />

the authors of any report referred to above, other than William J.A. Yeo, Adriaan A. Roux, Adrian de<br />

Freitas, K. Kirk Woodman, and Don Dudek, who are employees of the Corporation, and Don Dudek and<br />

Andrew Bradfield, as former employees of Avion, had any interest, direct or indirect, in any securities or<br />

other properties of the Corporation, or any of its associates or affiliates, at the time the applicable<br />

report was prepared. None of the authors of any report referred to above have received or will receive<br />

from the Corporation any properties or any securities representing more than one percent of the<br />

outstanding securities of the Corporation or of any of the Corporation’s associates or affiliates.<br />

ADDITIONAL <strong>IN<strong>FORM</strong>ATION</strong><br />

Additional information relating to the Corporation may be found on SEDAR at www.sedar.com.<br />

Additional information, including directors’ and officers’ remuneration and indebtedness, principal<br />

holders of the Corporation’s securities, options to purchase securities and interests of insiders in<br />

material transactions, where applicable, will be contained in the Corporation’s management proxy<br />

circular for its upcoming annual general meeting.<br />

Additional financial information is provided in the Corporation’s audited consolidated financial<br />

statements and management discussion and analysis for the year ended December 31, 2012.<br />

101


1. COMMITTEE STRUCTURE<br />

APPENDIX “A“<br />

AUDIT COMMITTEE CHARTER<br />

The Audit Committee (“the “Committee”) of Endeavour Mining Corporation (the “Corporation”) shall be<br />

comprised of at least three members, including the Chairperson, each of whom shall be an independent<br />

director in accordance with the applicable policies and guidelines of the Canadian Securities<br />

Administrators.<br />

The Chairperson of the Committee shall be nominated by the Corporate Governance & Nominating<br />

Committee from time to time. A quorum for any meeting shall be two members.<br />

Nominees for the Committee shall be recommended by the Corporate Governance & Nominating<br />

Committee in accordance with the policies and principles set forth in the Corporate Governance &<br />

Nominating Committee charter. The invitation to join the Committee shall be extended by the Board of<br />

Directors (“the “Board”) itself, by the Chairman of the Corporate Governance & Nominating Committee<br />

or the Chairman of the Board. Members of the Committee may be removed or replaced by the Board.<br />

Each member of the Committee shall be financially literate.<br />

Any Committee member may resign at any time by providing notice in writing or by electronic<br />

transmission to the Corporate Secretary of the Corporation. Such resignation shall take effect upon<br />

receipt thereof or at any later time specified therein; and unless otherwise specified therein, the<br />

acceptance of such resignation shall not be necessary to make it effective.<br />

The Chairperson may invite corporate officers and advisors to attend the meetings. Minutes of each<br />

Committee meeting shall be kept and made available to the Board.<br />

The Committee shall have unrestricted access to the Corporation’s personnel and documents and shall<br />

be provided with the resources necessary to carry out its responsibilities.<br />

The Committee has the right to engage experts or advisors, including independent legal counsel at the<br />

expense of the Corporation, to set and pay the compensation of such outside experts or advisors, and to<br />

communicate directly with the Corporation’s internal and external auditors.<br />

The Committee shall report its activities to the Board by distributing minutes of its meetings and, as<br />

appropriate, by oral or written report to the Board describing the Audit Committee’s activities.<br />

The Committee shall be responsible for conducting an annual self-evaluation. The Corporate<br />

Governance & Nominating Committee shall be responsible for monitoring the processes and evaluation<br />

criteria established by the Committee. The assessment shall be discussed with the full Board following<br />

the end of each fiscal year.<br />

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2. OPERATION OF THE COMMITTEE<br />

Responsibility for the Corporation’s financial reporting, accounting systems and internal controls is<br />

vested in the officers of the Corporation and is overseen by the Board.<br />

The responsibility of the Committee is to assist the Board in fulfilling its oversight responsibilities.<br />

Meeting a minimum of four times annually, the Committee is responsible for:<br />

the financial reporting process of the Corporation including reviewing the objectivity of<br />

the independent audit; and<br />

overseeing the system of internal control, including the assessment of risk.<br />

In undertaking these responsibilities the Committee shall perform various duties as outlined below:<br />

Review the financial statements and related notes of the Corporation before their submission to the<br />

Board, including the annual and interim financial statements, auditors’ opinion, management<br />

letters, management’s discussion and analysis of operations, financial press releases, the annual<br />

information form and management information circular for the purpose of recommending approval<br />

by the Board prior to its release. Meet with the external auditors, with and without management<br />

present, to review the financial statements and the results of their audit, including:<br />

assessing the risk that the financial statements contain material misstatements;<br />

assessing the accounting principles used and their application, as well as being aware of<br />

new and developing accounting standards that may affect the Corporation;<br />

assessing the significant estimates made by management; and<br />

assessing the disclosures in the financial statements.<br />

Discuss the planning of the audit with the external auditors including:<br />

the general approach taken in conducting the audit including any areas of particular<br />

concern or interest to the Committee or management and any extensions to the audit<br />

scope requested by the Committee or management;<br />

areas of the financial statements identified as having a high risk of material<br />

misstatement and the auditor’s response thereto;<br />

the materiality and audit risk level on which the audit is based;<br />

the extent of audit work related to internal controls;<br />

- A-2 -


the planned reliance on the work of other auditors, how the expectations shall be<br />

communicated to the other auditors and how their findings shall be communicated to<br />

the Committee; and<br />

the timing and estimated fees of the audit.<br />

Assess the overall process for identifying principal business, political, financial and control risks and<br />

providing its views on the effectiveness of this process to the Board.<br />

Evaluate the performance of the external auditors and recommend to the Board the appointment or<br />

replacement of the external auditors.<br />

Evaluate and recommend to the Board the compensation of the external auditors.<br />

Receive periodic reports from the external auditors regarding the auditors’ independence, discuss<br />

such reports with the auditors, and if so determined by the Committee, recommend that the Board<br />

take appropriate action to ensure the independence of the auditors.<br />

Review with the external auditors any audit problems or difficulties and management’s response<br />

and resolving disagreements between management and the auditors regarding financial reporting.<br />

Review the reliability and integrity of financial and operating information.<br />

Review the systems established to ensure compliance with the Corporation’s policies, plans,<br />

procedures, laws, regulations and means of safeguarding assets including adequacy of controls<br />

surrounding electronic data processing and computer security.<br />

Review the adequacy of resources assigned to assess control and what steps the officers of the<br />

Corporation have taken to eliminate any potentially serious weaknesses in internal control including<br />

a review of executive expense procedures and use of Corporation assets, the capital investment<br />

control process and financial instruments procedures.<br />

Provide the opportunity for open communication between the Corporation, the external auditors<br />

and the Board.<br />

Report annually to the shareholders in the Corporation’s Management Information Circular<br />

prepared for the annual and general meeting of shareholders on the carrying out of its<br />

responsibilities under this charter and on other matters as required by applicable securities<br />

regulatory authorities.<br />

Annually review and revise this Charter as necessary with the approval of the Board. This Charter<br />

may be amended and restated from time to time without the approval of the Board to ensure that<br />

the composition of the Committee and the responsibilities and powers of the Committee comply<br />

with the applicable laws and stock exchange rules.<br />

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Approve any permissible non-audit engagements of the external auditors, in accordance with<br />

applicable legislation.<br />

Review and approve the Corporation’s hiring policies regarding partners, employees and former<br />

partners and employees of the external auditors.<br />

Establish an anonymous reporting procedure for (a) the receipt, retention and treatment of<br />

complaints received by the Corporation regarding accounting, internal accounting controls or<br />

auditing matters; and (b) the confidential anonymous submission by employees of the Corporation<br />

of concerns regarding potential fraud or questionable accounting or auditing matters, as required by<br />

National Instrument 52-110 of the Canadian Security Administrators.<br />

Review the Corporation’s disclosure controls and procedures and internal control over financial<br />

reporting (the “Controls”), and consider whether the Controls:<br />

provide reasonable assurance that material information relating to the Corporation,<br />

including its consolidated subsidiaries, if any, is made known to the Corporation’s Chief<br />

Executive Officer and Chief Financial Officer, particularly during the period in which the<br />

Corporation’s annual filings are being prepared; and<br />

provide reasonable assurance regarding the reliability of financial reporting and the<br />

preparation of financial statements for external purposes in accordance with the<br />

Corporation’s GAAP.<br />

The Committee shall evaluate the effectiveness of the Controls as of the end of each period covered<br />

by the annual filings and provide the Board and management with its conclusions about the<br />

effectiveness of the Controls.<br />

3. AMENDMENT, MODIFICATION AND WAIVER<br />

These guidelines may be amended or modified by the Board, subject to disclosure and other policies and<br />

guidelines of the Canadian Securities Administrators.<br />

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