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First Mining Gold Corp. Regulatory Filings 2021

Sep 29, 2021

45665_rns_2021-09-29_929546c0-97ae-4fa5-a4b1-99af085a7e3d.pdf

Regulatory Filings

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September 29, 2021

British Columbia Securities Commission Alberta Securities Commission Financial and Consumer Affairs Authority of Saskatchewan The Manitoba Securities Commission Ontario Securities Commission Autorité des marchés financiers (Québec) Financial and Consumer Services Commission (New Brunswick) Nova Scotia Securities Commission Office of the Superintendent of Securities, Service Newfoundland & Labrador Office of the Superintendent of Securities, Government of Prince Edward Island

We refer to the short form base shelf prospectus of First Mining Gold Corp. (the company) dated September 29, 2021 relating to the sale and issue of up to $100 million in common shares, preferred shares, warrants, subscription receipts or units.

We consent to being named in and to the use, through incorporation by reference in the above-mentioned short form base shelf prospectus, of our report dated March 25, 2021 to the shareholders of the company on the following consolidated financial statements:

  • consolidated statements of financial position as at December 31, 2020 and December 31, 2019;

  • consolidated statements of cash flows, net loss and comprehensive income (loss) and changes in equity for the years ended December 31, 2020 and December 31, 2019; and

  • the notes to the consolidated financial statements, which include a summary of significant accounting policies.

We report that we have read the short form base shelf prospectus and all information specifically incorporated by reference therein and have no reason to believe that there are any misrepresentations in the information contained therein that are derived from the consolidated financial statements on which we have reported or that are within our knowledge as a result of our audit of such financial statements. We have complied with Canadian generally accepted standards for an auditor’s consent to the use of a report of the auditor included in an offering document, which does not constitute an audit or review of the prospectus as these terms are described in the CPA Canada Handbook — Assurance.

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Chartered Professional Accountants

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PricewaterhouseCoopers LLP

PricewaterhouseCoopers Place, 250 Howe Street, Suite 1400, Vancouver, British Columbia, Canada V6C 3S7 T: +1 604 806 7000, F: +1 604 806 7806, www.pwc.com/ca

“PwC” refers to PricewaterhouseCoopers LLP, an Ontario limited liability partnership.