Endeavour Mining PLC — Proxy Solicitation & Information Statement 2021

Aug 11, 2021

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THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of the proposals referred to in this document or as to the action you should take, you should consult your stockbroker, bank manager, solicitor, accountant or other professional adviser authorised under the Financial Services and Markets Act 2000 immediately.

If you have sold or otherwise transferred all of your shares in Endeavour Mining plc (the “Company”), please send this document, together with the accompanying documents, at once to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

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Endeavour Mining plc

(incorporated and registered in England and Wales under number 13280545)

Proposed Reduction of Capital and issue of Tracker Shares in Endeavour Gold Corporation

Notice of General Meeting and Management Information Circular

Notice of a general meeting of the Company to be held at 1 Silk Street, London EC2Y 8HQ, United Kingdom at 2:00 pm (London time) on 9 September 2021 (the “General Meeting”), with facilities to attend electronically, is set out in Part III of this document.

A form of proxy for use at the General Meeting is enclosed and, to be valid, should be completed and returned in accordance with the instructions printed on the form so as to be received by the Company’s registrars, Computershare, at the following addresses:

Shareholders named on the principal (UK) register:	Shareholders named on the Canadian branch register:
Computershare Investor Services PLC	Computershare Investor Services Inc.
The Pavilions	100 University Avenue
Bridgwater Road	8^{th} Floor
Bristol BS99 6ZY	Toronto
	Ontario M5J 2Y1

or, in the case of holders on the Canadian branch register, by phone, fax or through Computershare’s website (as set out in Part II of this document) as soon as possible but, in any event, so as to arrive no later than 2:00 pm (London time) / 9:00 am (Toronto Time) on 7 September 2021. Completion and return of a form of proxy will not prevent members from attending and voting in person should they wish to do so. Further information is set out in Part II of this document.

Non-registered shareholders, including those who hold their shares in the Company through CDS, may vote at the General Meeting by appointing themselves as the proxy for their shares by completing a voting instruction form and submitting it as directed on the form in accordance with the instructions set out in Part II of this document.

Dated 11 August 2021