2022 In Review

Generation Mining Advances Marathon Palladium-Copper Project Towards Construction

Management of Generation Mining Limited (TSX: GENM) (OTCQB: GENMF) (“Gen Mining” or the “Company”) reflects on a year that has been action-packed as we’ve advanced the Marathon Palladium-Copper project in Northwestern Ontario (the “Marathon Project”), held through the Company’s wholly-owned subsidiary Generation PGM Inc. (“Gen PGM”), closer to construction. In the 42 months since Gen Mining first acquired an interest in the Marathon Project, the Company has significantly advanced the Marathon Project towards becoming the next greenfield critical minerals mine in Canada by preparing a feasibility study and 43-101 Technical Report, obtaining the federal and provincial government environmental assessment approvals, entering into agreements with affected Indigenous communities, including the Community Benefits Agreement with the Biigtigong Nishnaabeg First Nation, and advancing significant financing arrangements to fund construction of the mine.

In January 2022 Gen Mining kicked off the year by completing the acquisition of the remaining 16.5% interest in the Marathon Project from Stillwater Canada Inc. (“Stillwater”), a subsidiary of Sibanye Stillwater Limited (“Sibanye-Stillwater”). The Company issued 21,759,332 common shares in Gen Mining to Stillwater to hold 100% of the Marathon Project. As part of the transaction the joint venture agreement between Stillwater and Gen PGM was terminated. Sibanye-Stillwater (including its affiliates) owned 32,813,127 common shares of the Company, representing 18.2% of the issued and outstanding common shares on a non-diluted basis as at December 31, 2022.

In addition to acquiring 100% ownership interest in the Marathon Project, the completion of the acquisition allowed Gen Mining to proceed, in March 2022, with the first early deposit drawdown under the streaming transaction with Wheaton Precious Metals Corp (“Wheaton”) announced late in 2021, described more fully below.

Late in January 2022 a Memorandum of Agreement was signed with the Biigtigong Nishnaabeg (“BN”), an Indigenous community located near the Project. Formalizing the Company’s commitment to work with BN was a critical step in completing the Community Benefits Agreement with BN, which was ratified by the BN community and executed in mid-November 2022.

In March 2022, Gen PGM received the first of two C$20 million payments from the Precious Metal Purchase Agreement (the “PMPA”) with Wheaton. Under the terms of the PMPA, Wheaton will pay Gen PGM total cash consideration of C$240 million in return for a stream on all gold production and 22% of platinum production from the Marathon Project. Wheaton will purchase (a) 100% of the payable gold production until 150 thousand ounces (“koz”) have been delivered, thereafter dropping to 67% of payable gold production for the life of the mine; and (b) 22% of the payable platinum production until 120 koz have been delivered, thereafter dropping to 15% for the life of mine. Wheaton will make ongoing payments for the gold and platinum ounces delivered equal to 18% of the spot prices (“Production Payment”) until the value of gold and platinum delivered less the Production Payment is equal to the upfront consideration of C$240 million, at which point the Production Payment will increase to 22% of the spot prices.