Orla Mining and Pershimco Resources Announce Merger - Seite 2

Insiders representing 47.9% of the Orla Shares and options eligible to vote have entered into lock-up and voting support agreements with Pershimco in connection with the Transaction. Certain insiders and major shareholders of Pershimco, including all directors, Agnico Eagle Mines Ltd and The Sentient Group, representing 41.5% of the Pershimco Shares and options eligible to vote, have entered into lock-up and voting support agreements with Orla.

Highlights of the Merger

• Establishes a well-capitalized, high-quality gold exploration and development company: Post Transaction, NewCo expects to have a strong balance sheet with no debt to explore and advance its cornerstone Cerro Quema project.
  
  
• Cerro Quema Pre-Feasibility Study ("PFS") supports development of a low cost heap leach gold operation in Panama: Low capex and strong operating margins with strong resource expansion potential to increase mine life. In 2014, Pershimco released a PFS on the Cerro Quema project indicating a robust after-tax NPV (5%) of US$110 million and IRR of 33.7% using a gold price of US$1,275/oz.
  
  
• Growth through the drill bit and M&A: Cerro Quema has significant exploration potential, including both oxide targets and large scale porphyry potential to increase shareholder value. The immediate goal is to materially increase the size of the oxide resource base to enhance the economics of the PFS. Further, the Cerro Quema concession consists of a large 14,833 ha land package which has seen limited drilling since 1993 other than the current resource areas. Management, Board of Directors and financial sponsors have an extensive and highly successful M&A track record.
  
  
• Proven management team and Board: Extensive experience in Latin America and in all facets of mining with a demonstrated ability to grow shareholder value.
  
  
• Superior capital markets exposure and access to capital: Industry sponsors and proven ability to raise capital create a strong gold company that can rapidly transact on value accretive gold opportunities.
  
  

Management and Board of Directors

Following completion of the Transaction, the leadership team of NewCo is expected to include:

Management	Board of Directors
Marc Prefontaine, President & CEO	Troy Fierro, Chairman
Paul Robertson, CFO	Richard Hall
Hans Smit, COO	Alain Bureau
	Marc Prefontaine
	Jean Robitaille
	Kerry Sparkes
	Hans Smit
	Aaron Wolfe

Marc Prefontaine, President and Chief Executive Officer of Orla stated: "Since selling Grayd to Agnico in 2011, we have been looking for an exceptional opportunity for our team. We believe the Cerro Quema project has outstanding exploration potential - first to expand the oxide resource which will support the establishment of a low cost heap leach mine and second to explore for large bulk tonnage porphyry targets. We congratulate Alain Bureau and his team for their success to date and we look forward to working together to advance Cerro Quema. Finally, I would like to welcome Alain Bureau and Jean Robitaille to Orla's Board of Directors and strategic investors, Agnico Eagle and The Sentient Group to our shareholder registry."