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Globex Mining Enterprises Inc. Annual Report 2019

Mar 23, 2020

42836_rns_2020-03-23_637eab8a-eea7-4cd0-a097-5bd0dd9363fb.pdf

Annual Report

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ANNUAL INFORMATION FORM

For the Fiscal Year Ended

December 31, 2019

March 20, 2020

An additional copy of this Annual Information Form may be obtained upon request from the Corporation’s Secretary, at Globex Mining Enterprises Inc., 86-14[th] Street, Rouyn-Noranda, Quebec, J9X 2J1, Canada or on the Corporation’s Web site: http://www.globexmining.com.

Globex Mining Enterprises Inc. Annual Information Form Table of Contents

Globex Mining Enterprises Inc.
Annual Information Form
Table of Contents
I.
EXPLANATORY NOTES
2
General Matters 2
Cautionary Note Regarding Forward-Looking Statements 2
Technical Glossary 3
Disclaimer Resources and Reserves 6
II.
CORPORATE STRUCTURE
6
Name, Address and Incorporation 6
Intercorporate Relationships 7
III.
GENERAL DEVELOPMENT OF THE BUSINESS
7
Three Year History 8
2019 FISCAL PERIOD 9
2018 Fiscal Period 12
2017 Fiscal Period 13
Optioned and Royalty Properties 16
IV.
DESCRIPTION OF THE BUSINESS
28
General 28
Material Properties 37
Significant Exploration Properties 41
Risk Factors 56
V.
DIVIDENDS
59
VI.
CAPITAL STRUCTURE
59
VII.
MARKET FOR SECURITIES
60
VIII.
ESCROWED SHARES
60
IX.
DIRECTORS AND OFFICERS
61
Name, Occupation and Security Holding 61
Cease Trade Orders, Bankruptcies, Penalties or Sanctions 62
Conflicts of Interest 62
X.
LEGAL PROCEEDINGS AND REGULATORY ACTIONS
62
XI.
INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTION
63
XII.
AUDIT COMMITTEE INFORMATION
63
XIII.
TRANSFER AGENT AND REGISTRAR
64
XIV.
MATERIAL CONTRACTS
64
XV.
INTERESTS OF EXPERTS
64
XVI.
ADDITIONAL INFORMATION
65
SCHEDULE A 66

I. EXPLANATORY NOTES

GENERAL MATTERS

This Annual Information Form (“ AIF ”) is part of the continuous disclosure documentation of the Corporation and it is intended to provide material information about the Corporation and its business in the context of its historical and possible future developments. It describes the operations and prospects, risks and other external factors that affect the Corporation and is supplemented and updated through subsequent continuous disclosure filings, including news releases, material change reports, financial statements and management discussion and analysis. In this AIF, unless the context otherwise dictates, “ we ”, “ Globex ” or the “ Corporation ” refer to Globex Mining Enterprises Inc.

Unless otherwise indicated, all financial data is presented in Canadian dollars.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This AIF and the documents incorporated by reference herein contain “forward-looking statements”. These forward-looking statements may include, among other things, statements with respect to the Corporation’s business strategy, plans, outlook, long-term growth in cash flow, earnings per share and shareholder value, projections, targets and expectations as to reserves, resources, results of exploration (including targets) and related expenses, property acquisitions, drilling activity, sampling and other data, recovery improvements, future production levels, capital costs, expenditures for environmental matters and technology, and completion dates for the various development stages of mines, and future mineral prices.

Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as “anticipate”, “project”, “target”, “believe”, “estimate”, “intend”, “should” or the negative thereof or variations thereon or other similar expressions. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the Corporation’s actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking statements, including:

  • uncertainties and costs related to the Corporation’s exploration and development activities, such as those associated with determining whether mineral reserves exist on a property;

  • uncertainties related to feasibility studies that provide estimates of expected or anticipated economic returns from a mining project;

  • uncertainties related to the accuracy of reserve and resource estimates and estimates of future production and future cash and total costs of production;

  • changes in, and the effects of, laws, regulations and government policies affecting operations; and

  • changes in general economic conditions, financial markets and in demand and market price for minerals and in commodities such as diesel fuel, electricity and other forms of energy, and fluctuations in exchange rates.

This list is not exhaustive of the factors that may affect any forward-looking statements. Other factors that could cause actual results to differ materially include, but are not limited to, those set out under Risk Factors in this AIF. The Corporation does not undertake to update any forward-looking statements that are made or incorporated by reference herein, except in accordance with applicable securities laws.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 2

TECHNICAL GLOSSARY

The following is a glossary of terms commonly used in the mining industry and which may be referenced herein:

“Au” means gold.

“Ag” means silver.

“Contained gold” means the total measurable gold or gold equivalent in grams or ounces estimated to be contained within a mineral deposit. Generally, it is a direct multiplication of resource and reserve tonnages by pertinent grades. A calculation or estimate of contained gold may not make allowances for mining dilution or recovery losses.

“Cu” means copper.

“Cut-off grade” means the grade of mineralization, established by reference to economic factors, above which material is included in mineral deposit resource/reserve calculations and below which the material is considered waste. Cut-off grade may be either an external cut-off grade or an internal one. An external cutoff grade refers to the grade of mineralization used to control the external or design limits of a pit or underground mine based on the expected economic parameters of the operation. An internal cut-off grade refers to the minimum grade required for blocks of mineralization present within the confines of an open pit to be included in mineral deposit estimates.

“Development stage” means the period during which a mineral deposit that has been estimated to be economically viable is prepared for commercial production and includes, among other things, pre-production stripping in the mine and the construction of the necessary process plant and supporting facilities.

“Diamond drill” means a machine designed to rotate, under pressure, an annular diamond-studded cutting tool to produce a more or less continuous solid, cylindrical sample (core) of the material drilled.

“Exploration” means the prospecting, mapping, geophysics, compilation, diamond drilling and other work involved in searching for ore bodies.

“Feasibility Study” (ref. CIM Definition Standards - For Mineral Resources and Mineral Reserves) is a comprehensive technical and economic study of the selected development option for a mineral project that includes appropriately detailed assessments of applicable Modifying Factors together with any other relevant operational factors and detailed financial analysis that are necessary to demonstrate, at the time of reporting, that extraction is reasonably justified (economically mineable). The results of the study may reasonably serve as the basis for a final decision by a proponent or financial institution to proceed with, or finance, the development of the project. The confidence level of the study will be higher than that of a Pre-Feasibility Study.

“Gpt” means grams per metric tonne. Ex. gpt Au = grams per tonne gold.

“Grade” means the amount of valuable mineral in each ton of mineralized material, expressed as troy ounces (or grams) per ton (or tonne) of gold or other precious metal or as a percentage of copper or other base metal or mineral.

“Historical estimate” means an estimate of the quantity, grade, or metal or mineral content of a deposit that an issuer has not verified or caused to be verified as a current mineral resource or mineral reserve,

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 3

and which was prepared before the issuer acquired, or entered into an agreement to acquire, an interest in the property that contains the deposit.

“Metal royalty, gross or net” means a royalty payment based upon contained minerals in concentrate or minerals recovered by a refinery or smelter, as defined by contract.

“Mg” means magnesium.

“MgO” means magnesia or magnesium oxide.

“Mineralization” means rock containing an apparent, if undetermined, amount of minerals or metals.

“Mineral deposit, deposit or mineralized material” means a mineralized body which has been physically delineated by sufficient drilling, trenching, and/or underground work, and found to contain a sufficient average grade of metal or metals to warrant further exploration and/or development expenditures. Such a deposit does not qualify to be defined as a commercially minable ore body or as containing ore reserves or resources, until final legal, technical and economic factors have been resolved in an appropriate technical report.

“Mineral Reserve” is the economically mineable part of a Measured and/or Indicated Mineral Resource. It includes diluting materials and allowances for losses, which may occur when the material is mined or extracted and is defined by studies at Pre-Feasibility or Feasibility level as appropriate that include application of Modifying Factors. Such studies demonstrate that, at the time of reporting, extraction could reasonably be justified.

“Probable Mineral Reserve” is the economically mineable part of an Indicated, and in some circumstances, a Measured Mineral Resource. The confidence in the Modifying Factors applying to a Probable Mineral Reserve is lower than that applying to a Proven Mineral Reserve.

“Proven Mineral Reserve” is the economically mineable part of a Measured Mineral Resource. A Proven Mineral Reserve implies a high degree of confidence in the Modifying Factors.

“Mineral Resource” is a concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such form, grade or quality and quantity that there are reasonable prospects for eventual economic extraction as determined in the judgment of a Qualified Person in respect of the technical and economic factors likely to influence the prospect of economic extraction.

“Inferred Mineral Resource” is that part of a Mineral Resource for which quantity and grade or quality are estimated on the basis of limited geological evidence and sampling. Geological evidence is sufficient to imply but not verify geological and grade or quality of continuity.

“Indicated Mineral Resource” is that part of a Mineral Resource for which quantity, grade or quality, densities, shape and physical characteristics are estimated with sufficient confidence to allow the application of Modifying Factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit.

“Measured Mineral Resource” is that part of a Mineral Resource for which quantity, grade or quality, densities, shape, and physical characteristics are estimated with confidence sufficient to allow the application of Modifying Factors to support detailed mine planning and final evaluation of the economic viability of the deposit.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 4

“Modifying Factors” are considerations used to convert Mineral Resources to Mineral Reserves. These include, but are not restricted to, mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social and governmental factors.

“National Instrument 43-101" (NI 43-101) means National Instrument 43-101 - Standards of Disclosure for Mineral Projects .

“Net smelter royalty” (NSR) means a royalty payment based on the value of gross metal production from the property, less deduction of certain limited costs including smelting and refining, as defined by contract.

“Ni” means nickel.

“Open pit mining” means the process of mining an ore body from the surface in progressively deeper steps. Sufficient waste rock adjacent to the ore body is removed to maintain mining access and to maintain the stability of the resulting pit.

“Ore” means a natural aggregate of one or more minerals which, at a specified time and place, may be mined and sold at a profit, or from which some part may be profitably separated.

“Ounce (oz.)” means a Troy ounce.

“oz/T (opt)” means Troy ounce(s) per short ton (2,000 lbs).

“Patented mining claim” means a mining claim on the public land of the United States or Canada for which a patent has been issued conveying the title from the applicable government to the patentees.

“Pd” means palladium.

“Preliminary economic assessment” (PEA) means a study, other than a pre-feasibility or feasibility study, that includes an economic analysis of the potential viability of mineral resources.

“Preliminary Feasibility Study” (Pre-Feasibility Study) (PFS ) under the CIM Definition Standards, means a comprehensive study of a range of options for the technical and economic viability of a mineral project that has advanced to a stage where a preferred mining method, in the case of underground mining, or the pit configuration, in the case of an open pit, is established and an effective method of mineral processing is determined. It includes a financial analysis based on reasonable assumptions on mining, processing, metallurgical, economic, marketing, legal, environmental, social and governmental considerations and the evaluation of any other relevant factors which are sufficient for a Qualified Person, acting reasonably, to determine if all or part of the Mineral Resource may be classified as a Mineral Reserve.

“Porphyritic” means a rock texture in which one mineral has a larger grain size than the accompanying minerals.

“Pt” means platinum.

“Qualified Person” under NI 43-101 means an individual who: (i) is an engineer or geoscientist with at least five years of experience in mineral exploration, mine development or operation or mineral project assessment, or any combination of these; (ii) has experience relevant to the subject matter of the mineral project and the technical report; and (iii) is in good standing with a professional association.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 5

“Royalty” means a metal royalty payment, gross (“ GMR ”) or net (“ NMR ”), based upon contained minerals in concentrate or minerals recovered by a refinery or smelter, as defined by contract.

“Strike length” means the longest horizontal dimensions of a body or zone of mineralization.

“Ton” means a short ton (2,000 pounds).

“Tonne” means a metric tonne (1,000 kg).

“Unpatented mining claim” means a mining claim located on the public lands of the United States or Canada for which a patent has not been issued. An unpatented mining claim is a possessory interest only, subject to the paramount title of the United States or Canada. The validity of an unpatented mining claim depends upon compliance with mining codes and payment of applicable taxes. In Canada, each province has its own mining code and laws.

“Vein” means an epigenetic mineral filling of a fault or other fracture in a host rock often composed of quartz, carbonate, metal sulphides or precious metals.

“Zn” means zinc.

CONVERSION TABLE

CONVERSION TABLE
Metric system Imperial system
1 metre (m) = 3.280 feet (ft)
1 kilometre (km) = 0.621 mile (mi)
1 gram (g) = 0.032 ounce troy (oz.)
1 tonne (t) = 1.102 short ton (T)
1 gram per tonne (gpt) = 0.029 ounces per short tonne (oz/t)
1 hectare (ha) = 2.471 acres

DISCLAIMER RESOURCES AND RESERVES

Many of the reserves or resources associated with Globex properties were calculated prior to the institution of NI 43-101 or have been commissioned by companies which have optioned Globex properties since that time. Reserves or resources may also be reported on properties for which Globex retains a royalty interest. On its website and in published information, Globex has cautioned readers that the historic information may not conform to NI 43-101 standards and directed the reader where possible to the appropriate Technical Report.

II. CORPORATE STRUCTURE

NAME, ADDRESS AND INCORPORATION

The Corporation was incorporated on October 21, 1949, pursuant to the Mining Companies Act (Québec) under the name Lyndhurst Mining Company Limited (No Personal Liability). On June 4, 1974, the corporate name was changed to Globex Mining Enterprises Inc. and the outstanding shares were consolidated based on one share for every ten shares issued and outstanding. On November 4, 1985, Globex was continued under Part IA of the Companies Act (Quebec). On October 28, 2014, the Corporation was continued under the Canada Business Corporations Act .

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 6

The Corporation’s registered office is at 89 Belsize Drive, Toronto, Ontario M4S 1L3 and its principal business office is at 86 14[th] Street, Rouyn-Noranda, Quebec J9X 2J1.

Globex is a North American focused exploration and development project generator which seeks to create shareholder value by acquiring mineral properties, undertaking limited exploration and preparing the properties for optioning, joint venturing, or outright sale, all with the goal of advancing the projects towards production. As part of the total compensation arrangements, we seek to secure long-term royalty arrangements which will provide continued financial benefits to Globex and its shareholders.

Our current mineral portfolio consists of approximately 190 early to mid-stage exploration, development and royalty properties which contain Base Metals (copper, nickel, zinc, lead), Precious Metals (gold, silver, platinum, palladium), Specialty Metals and Minerals (manganese, titanium oxide, iron, molybdenum, lithium, cobalt, rare earths and associated elements) and Industrial Minerals (mica, silica, feldspar and pyrophyllite, kaolin as well as talc and magnesite).

INTERCORPORATE RELATIONSHIPS

Globex Nevada, Inc., a wholly-owned subsidiary of Globex, was incorporated on November 4, 1988 under the laws of the State of Nevada. Its local registered agent, National Registered Agents, Inc., is located at Burns, Figa & Will, PC, 6400 Fiddlers Green Circle, Suite 1000, Greenwood Village, CO, 80111, U.S.A. and its Canadian offices are at 86 14[th] Street, Rouyn-Noranda, Quebec J9X 2J1.

Duparquet Assets Limited (“ DAL ”) was incorporated on February 16, 2010 under the laws of the province of Ontario. Its head office is at 89 Belsize Drive, Toronto, Ontario M4S 1L3. DAL is owned 50% by Globex and 50% by Jack Stoch Geoconsultant Services Limited.

III. GENERAL DEVELOPMENT OF THE BUSINESS

The Corporation, originally called Lyndhurst Mining Company Limited, was founded in 1949 in order to bring the Lyndhurst Copper Mine into production. Falling copper prices, once Lyndhurst reached production, eventually caused its demise. The Corporation tried various exploration projects over several years with no success and finally became inactive and thus delisted. In 1974, a new group gained control of the Corporation, reorganized it on the basis of one share for every ten outstanding shares and changed the name to Globex Mining Enterprises Inc. The new group did not succeed in refinancing the Corporation and it remained inactive until 1983, when Jack Stoch, a Rouyn-Noranda based geologist, gained control of the Corporation.

Mr. Stoch brought in a group of exploration professionals as directors, acquired properties of merit and succeeded in listing the Corporation on the Montreal Exchange on January 21, 1988. Globex’s common shares are listed on the Toronto Stock Exchange (“ TSX ”) under the symbol GMX, in Europe under the symbol G1MN on the Frankfurt, Stuttgart, Berlin, Munich, Tradegate, Lang and Schwartz Stock Exchanges and trade under the symbol GLBXF on the OTCQX International Exchange in the United States.

Globex has slowly and steadily expanded its property portfolio to include properties or royalties in Quebec, Ontario, Nova Scotia and New Brunswick, the states of Nevada, Washington and Tennessee in the United States, and Germany.

Unlike most other junior exploration companies, Globex is the underlying mineral rights owner on most of its properties and thus does not have material financial commitments for option payments which would impact its liquidity. Globex currently holds approximately 190 early to mid-stage exploration and development and

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 7

royalty properties, all of which have either resource, mineralized drill intersections, mineral showings, untested geophysical targets or a combination thereof.

To date, Globex’s sources of funding have included: public financings, option payment receipts, royalty revenue and interest income. Government grants, tax credits and joint venture arrangements have assisted exploration funding. Globex is not currently directly engaged in a mining operation or mineral production.

THREE YEAR HISTORY

Overview of Economic Conditions

The junior mining exploration sector is inherently risky and is a cyclical business that requires aggressive yet prudent management.

During financial and exploration planning, Globex’s management monitors the changes in all metal prices, with particular emphasis on zinc prices as Globex is entitled to a GMR of 1.0% on the Mid-Tennessee zinc operations of Nyrstar Inc. (“ Nyrstar ”) if the London Metal Exchange (“ LME ”) monthly average zinc price is greater than USD $0.90 per pound in the month after production at the Nyrstar Mid-Tennessee zinc operations. The GMR will rise to 1.4% if the monthly average zinc price is greater than $1.10 (the “ Nyrstar Royalty ”).

The period from 2017 to 2019, inclusively, has seen many disruptive changes such as Brexit, the election of Donald Trump, increased tariffs between various trading blocks, aggression by countries such as Russia, etc. At the same time, there have been dramatic shifts in technology applications such as the switch to electric cars and alternate energy sources away from oil. Supply chains have been disrupted and new demands have been moved to the fore for a number of metals and minerals such as copper, rare earths and plationoids, among others.

During property acquisition, exploration, and financial planning, management monitors metal demand and supply balances as well as price trends. The table below highlights the comparative metal prices which the Corporation monitors.

Summary of Metal Prices

Current Prices with Comparables (December 31, 2015 - 2019)

Commodities 2019
(USD)
2018
(USD)
2017
(USD)
2016
(USD)
2015
(USD)
Gold ($/oz.) 1,516.80 1,280.40 1,291.00 1,145.00 1,060.00
Silver ($/oz.) 17.82 15.43 16.87 16.24 13.83
Nickel ($/pound) 6.32 4.81 5.67 4.53 4.00
Copper ($/pound) 2.79 2.72 3.26 2.50 2.13
Zinc ($/pound) 1.03 1.15 1.50 1.16 0.73

On September 27, 2016, Nyrstar announced that as a result of recent increases in zinc prices it was restarting its Mid-Tennessee mining and processing operations in Q1 2017. This decision was supported by the increase

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 8

in zinc prices, which rose from USD $0.82 per pound at March 31, 2016 to USD $1.16 per pound at December 31, 2016.

As a result of the restart of the Nyrstar Gordonsville facility in May 2017, Globex earned metal royalty income from the Nyrstar Royalty from May to December 2017, as well as in both 2018 and 2019.

2019 FISCAL PERIOD

Option Income and Advance Royalties

In 2019, Globex generated option income and advance royalties of $1,191,995 (2018 - $1,234,985) which reflects cash of $500,000 (2018 -$787,485) and shares with an initial fair market value of $691,995 (2018 - $447,500). In 2019, Globex generated option income from one new option/sale agreement (2018 - five) and three ongoing agreements (2018 – eleven). The following table sets out Globex’s sales and option income for 2019:

Property, Agreements Summary Cash
($)
Shares
($)
Option and sale payments under Agreements and
advance royalties
Tres-Or Resources Ltd., Duvay Property, Quebec, cash
of$60,000
60,000
Renforth Resources Inc., Parbec Property, Quebec,
cash payment of $200,000 and 7,750,000 common
shares with a fair market value of$275,000
200,000 275,000
Excellon Resources Inc., options in Europe, cash
payment of $100,000 and 226,837 common shares
with a fair market value of$225,000
100,000 225,000
Chalice Gold Mines (Quebec) Inc., Nordeau Property,
Quebec,cashpayment of$140,000
140,000
NSGold
Corporation,
Mooseland
Gold
Property,
Nova Scotia, 1,745,408 common shares with a fair
market value of$191,995
nil 191,995
Sales, option income and advance royalties for the
period
500,000 691,995

Metal Royalty Income

During the year ended December 31, 2019, Globex recorded metal royalty income of $1,100,152 (December 31, 2018 - $1,815,435) from the Nyrstar Royalty.

Management Services Income

On December 29, 2012, Globex entered into a Management Services Agreement with Chibougamau Independent Mines Inc. (“ CIM ”) under which the Corporation agreed to provide management services including administrative, compliance, corporate secretarial, risk management support and advisory services to CIM.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 9

Management services income of $7,054 for the year ended December 31, 2019 (December 31, 2018 - $12,335) represents Globex’s estimate of the specific costs related to performing these services in accordance with the Management Services Agreement.

Significant Acquisitions

Mineral Property Acquisitions

During 2019, Globex cancelled the option agreements on the Magusi/Fabie Bay property as well as on the Normetal and Normetmar properties. Globex also cancelled the option agreement on the Kelly Lake Property.

During 2019, Globex acquired additional mineral rights in the Joutel gold and base metal mining camp of Quebec.

On July 23, 2019, Globex announced that it acquired a 100% interest in the Standard Gold Property located in Duverny Township, Quebec, free and clear of any and all potential obligations, encumbrances or liabilities in exchange for 160,000 Globex common shares (valued at $60,000), subject to the standard four-month hold period.

Sales and Options

On March 19, 2019, Globex announced that it agreed to waive the remaining work requirement by Renforth Resources Inc. (“ Renforth ”) on Globex’s Parbec Gold property, allowing Renforth to gain a 100% interest in the property package located on the Cadillac Fault, west of the Canadian Malartic Mine, in Quebec. In consideration for waiving the remaining work requirement, Renforth agreed to the following:

  • The previous GMR, which varied between 1% and 2% GMR dependent upon the gold price, will henceforth be a 3% GMR;

  • Renforth will issue 5,000,000 shares to Globex;

  • Should Renforth consolidate its shares within four years, an additional 1,500,000 postconsolidated Renforth shares will be issued to Globex; and

  • Upon the commencement of mining and the transport of the first ore for milling, a one-time payment of $1,000,000 will be made to Globex subject to inflation and the deduction of any $50,000 per year advance royalties received by Globex that may commence eight years from the date of signing of the original option agreement.

Globex has agreed to give Renforth a one-time first right of refusal to purchase Globex’s GMR should Globex decide at any time to sell all or part of its GMR.

On April 15, 2019, Globex announced that 1,745,408 common shares were issued to it by NSGold Corporation (“ NSGold ”) pursuant to an amendment dated March 19, 2019 to a Purchase Agreement dated April 14, 2010 between NSGold and Globex, whereby NSGold acquired 100% ownership of the Mooseland Gold Property in Nova Scotia and certain secondary properties from Globex. Pursuant to the amendment, a GMR payable by NSGold to Globex on the properties was reduced from 4% to 2% and a share issuance by NSGold to Globex conditional upon commencement of commercial production on any of the properties was eliminated. As consideration for the amendment, NSGold issued 1,745,408 common shares to Globex. Immediately

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 10

following the closing of the transaction, Globex held 1,745,408 common shares of NSGold, representing approximately 11.1% of the issued and outstanding common shares of NSGold.

On September 24, 2019, Globex announced that it optioned the Bräunsdorf Exploration License in Saxony Germany to Excellon Resources Inc. (“ Excellon ”). Under the terms of the agreement, Excellon will, over a three-year period, pay Globex $500,000 in cash payments and $1,600,000 in Excellon stock (received - 226,837 shares value at $225,000). The first payment at signing and the second at the first anniversary are firm commitments totalling $200,000 in cash ($100,000 on signing (received) and $100,000 at the first anniversary). Excellon will undertake Globex's current year property exploration obligation of $500,000 and pay the final portion of the cost of geophysical surveys recently completed for Globex.

In addition, upon filing of a maiden independent mineral resource estimate, Excellon will make a one-time payment of $300,000 to Globex and on the commencement of commercial production on any portion of the property, an additional one-time payment of $700,000.

Globex retains a 3.0% GMR on recovered precious metals and a 2.5% GMR on all other metals. Excellon may purchase 1% of Globex’s 3% GMR on precious metals and 1% of Globex’s 2.5% GMR on all other metals for a payment of $1,500,000.

In 2019, Globex reported option income and advance royalties of $1,191,995 which consisted of cash receipts of $500,000 and shares in optionee corporations with a fair market value of $691,995, as follows:

  • On January 8, 2019, Globex received a cash payment of $10,000 from Tres-Or Resources Ltd. in connection with the option of the Duvay Property, Duverny Twp., Quebec.

  • On January 17, 2019, Globex received a cash payment of $200,000 and 250,000 common shares with a fair market value of $12,500 from Renforth in connection with the option of the Parbec Property, Malartic Twp., Quebec.

  • On March 27, 2019, Globex received 7,500,000 common shares with a fair market value of $262,500 from Renforth in connection with the option of the Parbec Property, Malartic Twp., Quebec.

  • On April 12, 2019, Globex received 1,745,408 common shares with a fair market value of $191,995 from NSGold in connection with the option of the Mooseland Gold Property, Nova Scotia.

  • On September 23, 2019, Globex received a cash payment of $100,000 from Excellon and on October 17, 2019, received 226,837 common shares with a fair market value of $225,000 from Excellon, both in connection with the options in Europe.

  • On October 25, 2019, Globex received a cash payment of $140,000 from Chalice Gold Mines (Quebec) Inc. in connection with the option of the Nordeau Property.

  • On November 29, 2019, Globex received a cash payment of $50,000 in connection with the TresOr Resources Property, Duvay (five claims), Quebec.

During 2019, Globex recorded metal royalty income of $1,100,152 under the Nyrstar Royalty.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 11

Corporate Developments

In July 2019, Globex effected a private placement in which it issued an aggregate of 1,377,775 “flow-through” common shares at a price of $0.45 per share to subscribers in Quebec and an aggregate of 1,550,000 “flowthrough” common shares at a price of $0.40 per share to subscribers outside Quebec, for gross proceeds to Globex of $1,240,000. Jack Stoch, President, Chief Executive Officer and a director of Globex, subscribed for 150,000 “flow-through” shares for a total consideration of $60,000 in the private placement.

On October 3, 2019, Globex announced that it entered into an Option Agreement with Duparquet Assets Limited (“ DAL ”) and Jack Stoch Geoconsultant Services Limited (“ GJSL ”) under which GJSL has the right to subscribe for additional shares of DAL in the event of a change of control of Globex, as that term is defined in the Option Agreement. At present, Globex and GJSL each own 50% of the issued and outstanding shares of DAL. GJSL is controlled by Jack Stoch, President, Chief Executive Officer and a director of Globex. DAL owns the Duquesne West and Ottoman Property in Duparquet Township, northwestern Quebec. The Option Agreement was approved by Globex’s independent directors.

On December 2, 2019, Globex announced that it had commenced a process to explore and develop additional transactions with a view to enhancing shareholder value and had retained Canaccord Genuity Corp., a leading independent global investment bank, as Globex’s financial advisor to assist in the undertaking. Globex stated that the process had not been initiated as a result of receiving any offer but was being undertaken with a view to creating greater shareholder value by maximizing the potential of Globex's numerous assets.

2018 FISCAL PERIOD

Option Income and Advance Royalties

In 2018, Globex generated option income of $1,234,985 (2017 - $3,022,857) which reflects cash of $787,485 (2016 -$1,570,000) and shares with an initial fair market value of $447,500 (2017 -$1,442,925) and other considerations in the amount of $nil (2017 - $9,932). In 2018, Globex generated option income from five new option agreements (2017 - three) and eleven ongoing agreements (2017 – ten).

Metal Royalty Income

During the year ended December 31, 2018, Globex recorded metal royalty income of $1,815,435 (December 31, 2017 - $940,458) under the Nyrstar Royalty.

Management Services Income

Management services income of $12,335 for the year ended December 31, 2018 (December 31, 2017 - $53,028) represents Globex’s estimate of the specific costs related to performing services in accordance with the Management Services Agreement with CIM.

Significant Acquisitions

Mineral Property Acquisitions

During 2018, Globex acquired eight mineral properties as well as extensions to three others.

Notably, on April 23, 2018, Globex announced that it purchased, from a third party, a 2% NSR on three claims owned by Radisson Mining Resources Inc. that constitute the Kewagama Gold Mine Property forming the

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eastern portion of the Radisson O’Brien Gold Project located in Cadillac Township, Quebec. In the same transaction, Globex also purchased a 1.5% NSR on two claims (the Central Cadillac Mine property) now part of the Pandora-Wood Joint Venture with Agnico-Eagle.

Sales and Options

In 2018, Globex generated option income from five new option agreements (2017 - three) and two ongoing agreements (2017 - ten) which excludes the 51 royalty properties on which many partners may be working. The option income and advances royalties of $1,234,985 (2017 - $3,022,857) consisted of cash receipts of $787,485 and shares in optionee corporations with a fair value of $447,500.

The transaction for the sale of Certac Property to Osisko Mining Inc. (‘’ Osisko ’’) is the most significant among the sale and option agreements negotiated in 2018. On February 26, 2018, Globex sold the Certac Property to Osisko in consideration for a cash payment of $250,000 and a GMR payable to Globex on all metal production based upon the gold price upon the date of delivery of the metals by a smelter or refinery. The GMR will be 2.5% at a gold price below $1,000 per ounce or 3% GMR at a gold price equal to or greater than $1,000 per ounce. Osisko retains a first right of refusal should Globex decide at any time to sell its GMR as well as an exclusive right to buy back 1.5% GMR for $1,500,000.

2017 FISCAL PERIOD

Option Income and Advance Royalties

In 2017, Globex generated option income of $3,022,857 (2016 - $1,700,500) which reflects cash of $1,570,000 (2016 -$1,096,500) and shares with an initial fair market value of $1,442,925 (2016 -$604,000) and other consideration in the amount of $9,932 (2016 - $Nil). In 2017, Globex generated option income from three new option agreements (2016 - seven) and ten ongoing agreements (2016 – five).

Metal Royalty Income

In May 2017, the Nyrstar Mid-Tennessee facilities restarted after having been on care and maintenance since December 7, 2015. The average LME zinc price was greater than USD $1.16 per pound and as a result, during the second, third and fourth quarters of 2017, gross metal royalty income of $940,458 (USD $737,731) was recorded under the Nyrstar Royalty.

Management Services Income

Management services income of $53,028 (December 31, 2016 - $42,040) for the year ended December 31, 2016 represents Globex’s estimate of the specific costs related to performing services in accordance with the Management Services Agreement with CIM. In 2017, the increase was mainly related to a proportional departure allowance paid to the former Chief Financial Officer who resigned on September 20, 2017.

Significant Acquisitions

Mineral Property Acquisitions

During 2017, Globex acquired 17 mineral properties, the most significant of which are described below.

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Kelly Lake Property

The acquisitions in 2017 included $35,000 related to six cells located in Blondeau Township, Quebec. The cells cover the Kelly Lake copper, nickel, platinum, palladium and cobalt zone. Further details related to this acquisition are outlined in Globex’s press release of April 12, 2017 which is posted on Globex’s website.

Normetmar Property

On May 15, 2017, Globex announced that it acquired the claims required to complete the acquisition of the Normetmar zinc deposit located approximately one kilometre west-northwest of the former Normetal Mine, also owned by Globex, which was one of the largest polymetallic deposits in Quebec.

The Normetmar zinc deposit was reported to be a 306,000-t orebody grading 11 % Zn by Kerr Addison to a depth of 427 m. In 1988, Exploration minière Normetal Inc. reported 160,748 t of probable and possible ore down to a vertical depth of 145 m (Summary Report, Normetmar Project, January 1988 by L. Boivin). (Note: The resources cited above are historical, are not current mineral resources under NI 43-101, are not considered by Globex as current resources or reserves, have not been reviewed by a Globex geologist and should not be relied upon).

Now that Globex owns the entire Normetmar and Normetal Mine properties, we intend to study the available data and review the potential of the properties, especially in light of the gold discovery on a nearby property by Amex Exploration Inc.

Francoeur and Arntfield Mine Gold Project

On September 15, 2017, Globex sold its Donalda Property to Falco Resources Ltd. (“ Falco ”). In addition to cash and shares, Globex received Falco’s Dickenson Property, which was merged into the Francoeur Property at an estimated value of $9,932. On October 12, 2017, Globex increased the value of its Francoeur Property by paying $25,000 to Monarques Gold Corporation to cancel a 0.5% NSR.

Bräunsdorf Property

On August 22, 2017, the Saxony Mining Office in Germany granted Globex a mining license for the exploration of mineral resources on the Bräunsdorf Property. The license expires on September 30, 2022 unless renewed.

The Corporation acquired a 164 square km (63.3 square mile) land package measuring 36 km long by up to 5 km wide in the State of Saxony in southeast Germany. The project herein called the Bräunsdorf licence includes the western part of the famous Freiberg silver mining district which, over an approximate 850-year history, has produced approximately 5,700 tonnes of silver as well as zinc and lead.

The area forming the Bräunsdorf licence has produced, over a 750-year period, at least 882 tonnes of silver (28.8 million ounces) with a value of more than US$500,000,000 (at US$ 17.50 per oz.). For more details, please refer to our press release of September 12, 2017.

On September 24, 2019, Globex announced that it had optioned the Bräunsdorf Exploration License to Excellon.

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Sales and Options

In 2017, Globex generated option income from three new option agreements (2016 - seven) and ten ongoing agreements (2016 – five). The option income and advances royalties of $3,022,857 (2016 - $1,700,500) consisted of cash receipts of $1,570,000, shares and warrants in optionee corporations with a fair value of $1,442,925 and the fair value of a mineral property of $9,932.

The Deane Property, Quebec (Khalkos Exploration Inc.) and the Donalda Gold Mine Property (Falco Resources Ltd.) were the most significant option agreements negotiated during 2017. Each of these transactions is further described below in “Optioned and Royalty Properties”.

Additional Option Agreements Negotiated in 2017

In addition to the two option/property sale agreements outlined above, for which the Corporation reflected option income in 2017, GMX negotiated the following agreements for which revenue was not reported in 2017, as the arrangements were pending regulatory approval.

1. Natan Resources Ltd., Montalembert Gold Property - On November 17, 2016, Globex announced that Natan Resources Ltd. (“ Natan ”) (now Enforcer Gold Corp.) (“ Enforcer ”) had taken, subject to TSX Venture Exchange (“ TSXV ”) approval, an option on Globex’s 58 cell, 3,183 hectare Montalembert Gold Property in Montalembert Township, Quebec, 10 km northwest of the town of Waswanipi. Under the terms of the agreement, Natan must pay $2,700,000 and issue 8,500,000 Natan shares to Globex and undertake $15,000,000 in exploration to earn a 100 % interest in the property, subject to a GMR.

On October 31, 2017, Globex amended the option agreement by reducing the aggregate exploration expenditures over the five-year term by $5,000,000 to $10,000,000.

Following this amendment, the requirements of the agreement are as follows:

Cash Shares Work Requirement
On Signing $300,000 1,500,000 $1.0 M. (within first 12-month period)
First Anniversary $300,000 2,000,000 $1.0 M. (within second 12-month period)
Second Anniversary $600,000 2,000,000 $1.0 M. (within third 12-month period)
Third Anniversary $1,500,000 3,000,000 $2.0 M. (within fourth 12-month period)
Fourth Anniversary $50,000 GMR n/a $5.0 M. (within fifth 12-month period)

The cash, share and work requirements of the first two years are firm commitments.

Natan has the option depending upon market conditions to delay once, for a one-year period, any of the third, fourth or fifth-year work commitments due to specific market conditions by paying Globex $150,000 and issuing 1,000,000 shares to Globex. Commencing at the 4[th] anniversary, Natan will pay Globex an annual $50,000 advance GMR payment, recoverable from first production from the property.

Globex will receive a 6% GMR (9,000 ounces of gold and silver) of the first 150,000 ounces of precious metals (Au, Ag) recovered from the property and a 3.5% GMR from all production beyond the initial 150,000 ounces of recovered precious metals.

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On January 21, 2017, following regulatory approval, Globex received $300,000 and on January 25, 2017, Globex received 1,500,000 common shares which were valued at $315,000 based on market price of the shares on the date of issuance. On November 16, 2017, the second option payment of $300,000 was received and an additional 2,000,000 common shares were issued to Globex, valued at $170,000 based on the market price of the shares on the date of issuance.

2. RJK Explorations Ltd, Ramp Property, Ontario - On May 30, 2016, RJK Explorations Ltd (“ RJK ”) entered into an option agreement with Globex for Globex’s Ramp property, located in Beatty, Carr, Coulson, and Wilkie Townships in Ontario. Under the agreement, Globex is entitled to $10,000 on signing, $250,000 (30 days after TSXV approval) and $250,000 per annum (adjusted for inflation) each year. Under the terms of the agreement, a 2.5% GMR will be payable on all metals produced from the property. As long as RJK makes timely annual $250,000 payments, RJK will have a beneficial 100% right, title and interest in the property, subject to the GMR and NSR royalties.

On April 21, 2017, Globex entered into an agreement providing for the deferral of the payment date of the annual property payment of $250,000 due on May 16, 2017 to July 16, 2017 in return for the issuance of 100,000 RJK Class A subordinate voting shares to Globex. The 100,000 shares were issued on May 8, 2017 at a deemed price of $0.15 per share. On July 13, 2017, RJK notified the Corporation that it would not be making its payment and therefore would be terminating the option agreement.

OPTIONED AND ROYALTY PROPERTIES

A number of Globex partners working on optioned properties have issued press releases outlining their results. The most significant results are as follows:

Parbec Property (Renforth Resources Inc. (“Renforth”), Quebec) - On January 29, 2015, Globex entered into a letter of intent with Renforth whereby Renforth may earn a 100% interest in Globex’s Parbec Gold Property located 6 km northwest of the large Canadian Malartic open pit gold mine (Agnico Eagle Mines Limited and Yamana Gold Inc.) and adjoining the former East Amphi Gold Mine, all located on or near the gold-localizing Cadillac Break.

In a March 7, 2016 press release, Renforth announced an initial resource statement prepared pursuant to NI 43-101 for the Parbec Property, located on the Cadillac Break in Malartic, Quebec. Renforth filed the technical report on SEDAR (www.sedar.com) on April 21, 2016. Globex has an Option and Royalty Interest in the Parbec Property. The Mineral Resource estimates have been reviewed by a Qualified Person and as a result, Globex has included this information in this AIF.

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The March 7, 2016 press release includes the following information:

Mineral Resource Zone Tonnage (t) Total Au (gpt) Total Au (oz.) Grade (gpt)
Indicated Tuffs 263,230 952,317 33,592 3.62
Inferred Tuffs 1,862,268 5,000,236 176,378 2.69
Felsites 1,430,441 2,220,844 78,338 1.55
Porphyries 3,964,162 7,353,620 259,392 1.86
Totals
Indicated 263,230 952,317 33,592 3.62
Inferred 7,256,872 14,574,700 514,108 2.01
  1. Mineral resources which are not mineral reserves do not have demonstrated economic viability. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues.

  2. The quantity and grade of reported Inferred resources in this estimate are uncertain in nature and there has been insufficient exploration to define these Inferred resources as an Indicated or Measured Mineral Resource and it is uncertain if further exploration will result in upgrading them to an Indicated or Measured mineral resource category.

  3. The mineral resources in this report were estimated using the Canadian Institute of Mining, Metallurgy and Petroleum (CIM) Standards on Mineral Resources and Reserves, Definitions and Guidelines prepared by the CIM Standing Committee on Reserve Definitions and adopted by the CIM Council.

  4. A cut-off value of 0.5 gpt Au was used in the preparation of this resource.

This resource statement has not been reviewed by a Qualified Person on behalf of Globex under NI 43-101. The reader is referred to the Renforth news release posted on its website and filed on SEDAR on March 7, 2016.

On December 7, 2016, Renforth issued a press release outlining the results of a backpack drill program carried out over four field days in the fall in order to test the usefulness of the backpack drill at Parbec. During the backpack program, a hole obtained a result of 4.2 g/t Au over 90 cm drilled in a trench excavated in 2015 and poorly sampled at the time, continuing the south porphyry unit to surface.

On October 31, 2017, Renforth issued a press release which outlined new gold discovery 200 m north of the Resources Area in the Piche Volcanics including grab samples of up to 9.6 gpt Au.

On January 23, 2018, Renforth provided assays from its December 2017 drill program on Globex’s Parbec Property. The drilling “extended the mineralized resource model horizons at Parbec by 60 metres on strike to the northwest with gold intersected in each of seven holes”. Intersections reported include 2.34 g/t Au over 11.05 m, 1.15 g/t Au over 15.35 m, and 1.25 g/t Au over 23.2 m. See Renforth’s press release dated January 23, 2018 for details.

On February 26, 2018, Renforth provided assays from its 1,619 metre January 2018 drill program on Globex’s Parbec property. Each of the seven holes drilled in January 2018 returned gold values, including the longest two intersections averaging 1.44 g/t Au over 32.6 m and 1.23 g/t Au over 33.2 m. See Renforth’s press release dated February 26, 2018 for details.

On May 9, 2018, Renforth announced the most recent Parbec drilling results, including an intersection of 3.64 g/t Au over 19.3 meters in a chlorite schist and diorite identifying a new gold target within a magnetic diorite. Renforth has since completed a heli-mag survey over the property and announced the beginning of a seven-hole drill program of 1,500 m.

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On September 11, 2018, Renforth announced the results from its summer drilling program consisting of six holes totalling 1,443.9 meters. The best intersection came from hole PAR-18-84 returning 3.06 g/t Au over 14 meters.

On September 25, 2018, Renforth delivered an updated resource estimate for Parbec consisting of an inferred 656,875 oz Au and an indicated 37,224 oz Au; an increase in total contained ounces of gold of close to 28% from the 2016 resources calculation.

On January 29 and February 7, 2019, Renforth announced the results of the seven drill holes totalling 1,040 m from the December 2018 drill program. Best intersections returned 11.56 g/t Au over 1.1 m and 24.62 g/t Au over 0.9 meters.

On February 12, 2019, Globex announced receiving as a final option payment $200,000 and 250,000 Renforth shares. This is in addition to a 2,500,000 share payment and a new 1% NSR in Renforth’s New Alger Gold Mine Property, received as part of an extension afforded Renforth to complete option exploration expenditures at Parbec.

On March 28, 2019, Renforth announced that drilling extended gold mineralization along the 1.8 km length of the Cadillac Break. Every drill hole from the 2019 winter drilling campaign intersected gold mineralization. The best result came from hole PAR-19-95, intersecting 25 g/t Au over 0.9 metres (press release dated February 27, 2019).

On June 26, 2019, Renforth announced that it has extended the mineralization within a diorite splay, south of the Cadillac Break.

On July 9, 2019, Renforth announced the beginning of the summer exploration program including completion of washing the May/June 2019 stripping, detailed mapping and additional sampling of newly discovered mineralization and stripping the extension of newly discovered gold-bearing quartz veining in the Pontiac Sediments.

On September 13 and September 20, 2019, following the recent exploration results at Parbec and New Alger, Renforth elected to commission new technical reports for both Parbec and New Alger properties.

Farquharson Property (Integra Gold Corporation (“Integra”)/Eldorado Gold Corporation (“Eldorado”)) - In January 2012, Integra entered into an option agreement with Globex to acquire a 100% interest in the renamed Donald Property (Globex’s Farquharson Property) located in Bourlamaque Township, Quebec, adjacent to Integra’s flagship Lamaque property. Globex retains a 3% GMR on this property.

On March 22, 2017, Integra published an NI 43-101 Technical Report on the spring 2017 mineral resource estimate update for the Lamaque Project.

On May 14, 2017, Eldorado announced that it had entered into an agreement to acquire 100% of Integra’s shares, which was completed in July 2017.

Eldorado continues to explore and develop the Triangle Deposit, which adjoins the Donald property.

  • Massicotte Property (Adventure Gold Inc. (“Adventure”)/Probe Metals, Quebec) In February 2012, Globex sold the 45 claim Massicotte property to Adventure and retained a 2.5% GMR. The property forms part of Adventure’s Detour Quebec Gold Project. The property is traversed by the Massicotte and Lower Detour (Grasset) Deformation Zones. In October 2012, Adventure announced an option and joint venture

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agreement with SOQUEM comprising 531 of the Detour Gold Project Claims, including the Globex royalty claims.

In January 2016, Adventure and SOQUEM announced geophysical surveys and a 3,400 m drilling program for the project. According to its press release map, at least three holes appear to target the royalty claims.

In a press release, on June 10, 2016, Probe Metals Inc. (“ Probe ”) and Adventure announced the completion of the previously-announced plan of arrangement pursuant to which Probe acquired all of the outstanding common shares of Adventure to create a well-funded Quebec and Ontario focussed gold explorer and developer.

On February 7, 2017, Probe announced a $10 million bought-deal equity financing of flow-through shares. The gross proceeds were used to fund Canadian Exploration expenses on Probe’s projects in Ontario and Quebec.

On September 25, 2017, Probe announced that it had entered into a 75-25 joint venture with SOQUEM over 566 claims on its Detour Quebec Project, including the Globex royalty claims.

St-Urban (Silicon Ridge) (Rogue Resources Inc. (“Rogue”), Quebec) - In August 2015, Rogue acquired the Silicon Ridge property. Globex received 1,000,000 Rogue shares, plus acquisition costs and retained a purchasable 1% Net Smelter Return (NSR). The Silicon Ridge property is located 100 km northeast of Québec City and approximately 40 km north of the City of Baie-Saint-Paul, on the north shore of the Saint Lawrence River.

On April 4, 2016, Rogue announced a name change for the project to Silicon Ridge and reported results from activities initiated in 2015 including completion of 71 drill holes, totalling 11,822 m, which defined the “G” quartzite unit intersecting approximately 1,950 m of strike length with true widths between 31 m and 115 m and the “H” quartzite unit intersecting approximately 500 m of strike length with true widths ranging from 35 m to 118 m.

These units are located approximately 260 m apart. Rogue highlighted intercepts in its April 4, 2016 press release from 20 holes which ranged from 8.5 m to 189 m reporting weighted averages of 97.9% to 98.5% Silica (SiO2) from the drilling.

In Q2, Rogue reported that testing by Anzaplan concluded the high-grade silica found at Silicon Ridge is suitable for commercial applications. Anzaplan determined that possible products include silicon-based products, high-value applications (glass, ceramics) and a variety of fillers. Rogue also announced that a bulk sample would be extracted at Silicon Ridge and processed by Anzaplan into a variety of products to support commercial discussions with potential customers.

On June 7, 2016, Rogue issued a press release announcing a resource estimate completed by Met-Chem Canada which identified Measured and Indicated Resources of 9.7 Mt grading 98.6% SiO2 and Inferred Mineral Resources estimated at 4.6 Mt grading 98.6% SiO2. According to the press release, the resource estimate includes resources from three zones referred to as the South West, North East and Centre North zones. All zones are open along strike and down dip and have potential for expansion.

On September 14, 2016, Rogue issued a press release announcing a positive PEA for the Silicon Ridge Project. The PEA indicated a base case pre-tax NPV (10% discount rate) of $36,500,000 and IRR of 40% (after-tax IRR of 33.9% and NPV at 10% of $23,800,000) and pre-production capital requirements of $10,500,000 (plus $2,600,000 contingency). The PEA was filed on SEDAR on October 26, 2016. On November 18, 2016, Rogue

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announced in a press release the results of a survey to quantify the volume of overburden that will be removed and stockpiled and will form a portion of the project optimization process.

On January 5, 2017, Rogue issued a press release providing an update regarding the further analysis to reduce the amount of overburden needed to be stripped for open pit mining and the Board of Director’s decision in favour of advancing the Silicon Ridge Project in 2017 by beginning to file the necessary application to secure the required permits, certificates and authorizations to initiate development activities.

On August 10, 2017, Rogue issued a press release explaining that it had been informed by the Ministère des Forêts, de la Faune et des Parcs that the initial permit will take “additional analysis” and as such this analysis was expected to be completed in the spring of 2018.

On August 14, 2017, Rogue issued a press release announcing that it had completed the initial stripping of 4,500 m3 at the Silicon Ridge Project. This stripped area would be the site of initial production if a positive development decision is made.

On September 6, 2017, Rogue announced the development of a three-way agreement with PCC and Thorsil to identify and advance promising new quartz projects in Canada, including Rogue’s Silicon Ridge Project.

Duvay Gold Project (Tres-Or Resources Ltd.) - On January 6, 2015, Tres-Or announced that it had executed a term sheet with Secova to option up to a 90% interest in the Duvay Gold Project, comprising 105 claims in the Abitibi region, including the Duvay Project claims optioned to Tres-Or by Globex. The Globex Duvay Project was optioned to Tres-Or in 2011 and consists of four claims (169 ha) situated in Duverny Township.

Globex retains a GMR of 1.5% on future production at gold prices of USD $800/oz. or less and 2% where gold is over that price.

On March 18, 2016, Secova announced completion of a three-dimensional (3D) IP survey. The survey layout was a grid with 13 lines using 75 m spacing over an area about 750 m by 975 m (+/- 10-line km). The grid is parallel to known gold-bearing structures covering the original gold discovery on the property and its southeast extension. Secova used the IPower 3D method to evaluate the zone to a depth of 500 m which is below current drill tested depths. During the second quarter, Secova reported it had contracted InnovExplo for preparation and data compilation at the Duvay Project. InnovExplo was to compile a database with all 330 historical drill logs in a Gems data system for 3D geological modeling.

On September 27, 2016, Secova announced that it was moving toward the execution of the exploration plan recommended in the recently-completed Geoscientific Compilation on its Duvay Gold property. The objective of the exploration program was to prepare and to drill 5,250 m in 16 holes on eight target zones as further described in the press release.

On October 6, 2017, Secova announced it had received and filed a technical report prepared to the standards of NI 43-101 describing the Duvay/Chenier gold project.

On December 13, 2017, Secova and Tres-Or announced gold assays results from the Northern shear zone at the Duvay-Chenier Gold project. These results were the first results from Secova’s phase 1 exploration program comprising 20 holes totaling 3,207 m. The most significant results were obtained in hole DUV17-01 returning 0.66 gpt Au over ten meters and in hole DUV17-05 returning 0.97 gpt Au over five meters.

On March 5, 2018, Secova and Tres-Or announced assay results from the Principal zone at the Duvay-Chenier Gold project. These results were the first results from Secova’s phase 1 exploration program comprising 20 holes totaling 3,207 m. The results included high gold values within long mineralized intervals close to

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surface such as 19.29 gpt Au over 1.5 m within a 51.0 m interval of 0.69 gpt Au in hole DUV17-06 and 9.51 gpt Au over 1.5 m within a 93.0 m interval of 0.24 gpt Au in hole DUV17-08.

On November 2, 2018, Tres-or announced that it has given Secova notice of termination of the option agreement on the Duvay-Chenier Property.

Houlton Woodstock (Sunset Cove Mining Inc.) – On April 22, 2016, Globex entered into an Option Agreement with Sunset Cove Mining Inc., now Manganese X Energy Corp. (“ Manganese X Energy ”), related to the Houlton Woodstock Manganese Property located in New Brunswick.

During the fourth quarter of 2016 and first quarter of 2017, Manganese X Energy was active in completing corporate activities, filing technical reports (November 30, 2016 press release), planning and completing a drilling program (December 21, 2016 press release), initiating an Electrolytic Manganese Dioxide Concept Study (December 29, 2016 press release), forming a Technical & Marketing Advisory Board (January 16, 2017 press release) and completing a private placement financing (January 31, 2017 press release).

On February 3, 2017, Manganese X Energy issued a press release providing an update on assay results and the Globex option payments. The press release stated that Manganese X Energy had recently completed a diamond drill program at its Houlton Woodstock manganese property located in Carleton County, New Brunswick. The drilling program consisted of 16 holes totalling 3,589 metres and was completed as an initial test of three priority areas on the property: the Iron Ore Hill, Sharpe Farm and Moody Hill manganese occurrences. Drill targets were chosen based upon results derived from gravity and magnetometer surveys completed in October 2016.

On February 14, 2017, Manganese X Energy reported the results of its 16-hole drill program having intersected core lengths of up to 87.7 m grading 9.35% MnO and 16.54% Fe2O3.

On March 2, 2017, Manganese X Energy issued a press release providing an update with technical insights highlighting that it had entered into an innovative metallurgical project which is developing a process in order to produce a manganese concentrate to be utilized for production of Electrolytic Manganese Dioxide, also known as EMD. EMD is a high-value manganese product utilized within various applications, especially for lithium ion battery cathode material for electric vehicles. The press release further highlighted the analytical approaches being followed and the involvement of Kingston Process Metallurgy in an initial process and test work review.

On April 11, 2017, Manganese X Energy announced that it had received preliminary results from SGSLakefield of chemical analyses, mineralogical characterizations and assessments of its Sharpe Farm and Moody Hill occurrences.

Based on the initial drill assay results, chemical analyses showed manganese contents of 9.42 and 10.45% Mn in the Red and Grey composites respectively. From the X-ray diffraction and QEMSCAN studies it was determined that the manganese occurs in several mineralogical forms, including carbonates and silicates where the concentration across the various manganese-bearing species averaged 23% Mn (grey) and 27% Mn (red) with individual values of up to 45% Mn.

In addition to the determination of the mineralogical composition of the samples submitted, PMA or Particle Map Analysis was also carried out which permits measurement of individual mineral grain sizes and liberation characteristics. This information will prove valuable as Manganese X Energy moves towards assessing proposals from various research establishments with the goal of upgrading the ore to produce a marketable manganese concentrate.

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In addition to a series of outreach proposals to commercial laboratories, Manganese X Energy also commenced discussions for a potential collaboration with NRC, the National Research Council Canada, which has expertise in mineral processing within the energy, mining and environment sector and could offer assistance to Manganese X Energy as it positions itself to be a significant supplier to the North American Liion market.

On May 25, 2017, Manganese X Energy issued a press release announcing that it had started a 1,600 m drill program targeting the Sharpe and Moody Hill areas where wide space drill holes in 2016 intersected manganese oxide grades such as 16.73 % MnO over 32.85 m and 13.87 % MnO over 52.6 m.

On August 10, 2017, Manganese X Energy announced results from its second-phase drilling at Battery Hill (the new project name) consisting of nine holes totalling 1,599 m on the Sharpe Farm and Moody Hill areas. All holes of the program, with the exception of SF17-14, encountered significant amounts of manganese mineralization. Hole SF17-16 returned 13.19% MnO over 44.6 m including 17.37 MnO over 23.6 m.

On August 24, 2017, Manganese X Energy reported having commissioned an NI 43-101 resource estimate on its Battery Hill manganese property to be prepared by Mercator Geological Services Limited of Dartmouth, Nova Scotia.

On September 14, 2017, Manganese X Energy reported having entered into a confidentiality agreement with the University of Minnesota to develop value-added manganese products.

A review of 2017 work and 2018 strategies and goals was released on December 19, 2017.

On February 27, 2018, Manganese X Energy reported that it had received a Phase 1 Preliminary Study in Anticipated Preparation for Estimate and Associated Technical Report in Accordance with NI 43-101 at Battery Hill.

The technical study examined results of Manganese X Energy’s confirmation drilling programs that consisted of 25 holes totalling 5,188 m assessing the potential magnitude of mineralization encountered, expressed as an exploration target inclusive of all three mineralization areas (Moody Hill, Sharpe Farm and Iron Ore Hill). The exploration target is indicated as 14 to 31 million tonnes grading between 8 to 10% Mn and 12 to 14% Fe.

On December 20, 2018, Manganese X Energy presented its goals for 2019 including continuing to pursue the development of its Battery Hill manganese property and to develop an innovative, cost-effective process to produce high-purity manganese material to the fast-growing North American lithium-ion battery market.

On March 4, 2019, Manganese X Energy announced that in collaboration with Kemetco Research Inc., it has been able to produce manganese sulfate with a purity exceeding 99.6% and very low levels of base and alkali metals (Cu, Pb, Ni and Zn below 10 ppm and Na, K and Ca below 50 ppm) that are deleterious in batterygrade compounds.

On April 11 and July 11, 2019, Manganese X Energy presented updates and goals for its projects including a fall drilling program plan on the Battery Hill Property in order to complete an NI 43-101 resource estimate with the intention of upgrading the current classification of mineralization to Indicated Resource status.

Beauchastel Properties (Opawica Explorations Inc.) - On July 27, 2016, Globex entered into a property option agreement with Opawica related to 24 claims in Beauchastel Township, Quebec, for a cash payment of $30,000 and 500,000 Opawica common shares. The property is subject to a 3% GMR payable to Globex.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 22

On August 31, 2016, $30,000 was received by Globex. On January 26, 2017, an extension to the Option Agreement was executed which extended the final optional payment of $30,000 and the issuance of 500,000 Opawica shares from January 31, 2017 to April 30, 2017. The extension was given for consideration of $5,000 and 250,000 shares which were received on February 21, 2017. These claims adjoin Opawica’s Bazooka Gold Property.

On October 27, 2016, Opawica issued a press release announcing the initialization of drill mobilization in November 2016. On January 30, 2017, Opawica announced that a delay in obtaining the access permit required it to amend mobilization arrangements with the drill contractor. Drilling at Opawica’s 100%-owned Bazooka Property commenced in mid-February 2017.

The press release also reported that Opawica had obtained a three-month extension on its option to acquire a 100% interest, subject to a 3% GMR, of the Bazooka West property from Globex that was first announced on August 2, 2016. The final option payment of $30,000 and 500,000 Opawica common shares was extended to April 30, 2017, for consideration of $5,000 and 250,000 common shares payable upon receipt of TSXV acceptance of the extension, which was received on February 8, 2017.

Opawica’s January 30, 2017 press release further described the history related to the property and the objectives of the planned drill program.

The $30,000 cash payment and the issuance of 500,000 Opawica common shares were made effective April 21, 2017.

Opawica has fulfilled final option agreement requirements and the Beauchastel claims have been transferred to Opawica. Globex retains a 3% GMR with Opawica retaining the right to purchase 1% of the GMR for $1,000,000 within five years.

Johan Beetz Property (Walmer Capital Corp.) - On August 22, 2016, Globex announced in a press release that it had optioned its Johan Beetz Feldspar Property located in Johan Beetz/Ïles et Ilets de Mingan 03 Township, Quebec, to Walmer Capital Corp., now EnerSpar. On November 14, 2017, EnerSpar announced its fall work program consisting of 50 drill holes. On November 21, 2017, EnerSpar announced that it had recently commenced exploration work on the Johan Beetz property. An initial 43-101 Technical Report was completed in 2017 and is available on EnerSpar’s website.

On June 14, 2018, Enerspar announced receiving the final results from its 2017 drilling program. The weighted average pegmatite grade is 4.94% K2O, 7.12% Na2O and 0.67% Fe2O3. A simplified norm calculation indicates an average of 33.7% quartz, 55.1% feldspar, including 22.1% potassic feldspar, and 10.6% micas. The pegmatite composition is in accordance with the industry requirement in regard of potassium grade and contaminant maximum tolerance.

Fontana Gold Property (Tres-Or) - On May 31, 2017, Tres-Or released assay results from the first two drill holes on Globex’s Fontana Gold Property northeast of Amos, Quebec. Drill hole F17-01 returned 46,1 g/t Au over 0.5 m and 10.4 g/t Au over 1.0 m. Drill hole F17-02 returned 2.99 g/t Au over 7 m including 15.91 g/t Au over 1.0 m.

On December 8, 2017, Tres-Or released assay results from the latest two drill holes of its drill program on Globex’s Fontana Gold Property northeast of Amos, Quebec. Drill hole F17-03 returned 3.49 g/t Au over 0.4 m. Drill hole F17-04 returned 1.00 g/t Au over 3.5 m including 5.7 g/t Au over 0.5 m.

On March 1, 2018, Tres-Or announced 2018 exploration plans for a new 5,500 m drill program on its whollyowned Fontana Gold project.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 23

Maude Lake (Ramp Mine) (RJK Exploration Ltd.) - On February 7, 2017, RJK announced assay results from four holes totalling 578 m to further define the “5 zone”. The best result was from drill hole RJK17-04, which intersected 5.37 gpt Au over 14.0 m from 89.0 to 103.0 m. On April 19, 2017, RJK announced the beginning of phase 2 drilling targeting down plunge below the 330 m level where historical drilling had returned highgrade gold intersections.

On June 19, 2017, RJK reported results for hole RJK-17-06 intersecting 12.6 m grading 4.50 g/t Au.

On July 13, 2017, RJK notified Globex that the option was terminated due to a lack of funds to undertake the next phase of exploration.

Nordeau ( Chalice Gold Mines ) - On March 7, 2017, Chalice Gold Mines Ltd. (“ Chalice ”) provided an updated mineral resource estimate comprising indicated mineral resources of 225,000 tonnes at 4.17 grams per tonne gold for 30,200 ounces Au contained and an inferred mineral resource of approximately 1,112,000 tonnes at 4.09 g/t Au for 146,3000 ounces Au contained within the Nordeau West gold deposit.

On March 13, 2017, Chalice announced that it had commenced its 2,000 m diamond drilling program. On October 27, 2017, Chalice announced that a 7,700 m drilling program on the East Cadillac Gold Project (including Chalice’s option of the Nordeau property) was in progress. On January 16, 2018, Chalice announced that it had expanded the exploration drilling program at the East Cadillac Project with an additional 21,000 m after identifying 14 new high-priority targets.

On March 6, 2018, Chalice announced significant new gold intersections at the East Cadillac Project including 11.6 m at 3.32 gpt Au at the Simon West prospect and 6.5 m at 1.77 gpt Au at the Northern Contact Prospect. At that time, only 40% of the 29,000 m program had been assayed.

On May 31, 2018, Chalice announced the discovery of a new gold mineralized zone on Globex’s Nordeau East property called the “North Contact “, intersecting 1.12 g/t Au over 23.5 meters at shallow depth from 180.5 to 204.0 meters.

On September 10, 2018, Chalice announced that it had consolidated 100% of a key part of the East Cadillac Gold Project in Quebec. Chalice earned a 100% interest in Globex Bateman/Nordeau, part of the East Cadillac Gold Project.

On October 25 and on November 20, 2018, Chalice announced the discovery of two newly-defined largescale gold anomalies prioritized for drill testing at East-Cadillac Gold Project. The Legrand soil anomaly covers an area of 3.4km X 1.3km and is located just south of Globex’s interest within the East-Cadillac Gold Project. The Legrand anomaly corresponds to gold-in-soil values ranging up to 22 times background values with coincident anomalous As, Ag, Cs, Tl & W, similar in character and size to the >16Moz Canadian Malartic gold mine.

On July 2, 2019, Chalice announced the sale of its subsidiary Chalice Gold Mines (Quebec) Inc. to Chantrell Ventures Corp. (renamed O3 Mining Inc.) Chalice Gold Mines (Quebec) Inc. holds the underlying Option Agreement on the East Cadillac Gold Project with Globex.

Donalda Property Sale (Falco Resources Ltd.) - In consideration for the acquisition of the Donalda Gold Mine property, Falco agreed to pay Globex $300,000 in cash and issue 350,000 units to Globex. Each unit consists of one common share and one common share purchase warrant of Falco. Each warrant entitles Globex to purchase one Falco common share at a price of $1.15 for a period of five years following the closing date. Additionally, Falco agreed to grant Globex a 2.5% GMR on all mineral production from the Donalda Gold

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 24

Mine property and to transfer 100% ownership of Falco’s Dickenson gold property located on the east side and adjoining Globex’s Francoeur/Arntfield gold property to Globex.

The Dickenson property consists of three claims totalling 211.38 ha. Historical drilling on the Dickenson property returned numerous gold intersections. Geologically, the claims may cover up to 1.5 km of the eastward extension of the gold localising Francoeur-Wasa Fault which is associated with six historical mines on Globex’s Francoeur/Arntfield gold property. In addition, the property holds the potential down dip extensions of gold zones being explored as part of Globex’s ongoing exploration on the Francoeur/Arntfield land package.

On October 6, 2017, Globex received a cash payment of $300,000, 350,000 shares with a fair value of $416,500, and 350,000 warrants with a fair market value of $36,750 as well as the Dickenson Property with a fair value of $9,932.

On December 21, 2017, Falco closed an $8.5 million private placement financing to fund its 2018 exploration program. The bulk of the placement proceeds were to be spent on the Donalda property and surrounding properties located near the Horne and Quemont mines. The Donalda property is located 800 metres east of the Horne 5 deposit.

In 2017, about 4,700 m were drilled on the Donalda property. The drilling consisted of testing the extensions of the known gold mineralization and confirming historical results.

Given its close proximity to the Horne 5 deposit, potential underground mineralization would be accessible from the Horne 5 future underground infrastructure. The Donalda targets consists of a gold quartz vein systems. However, the volcanogenic massive sulfide potential remains to be tested.

On February 28, 2018, Falco announced that it had started its 2018 exploration program on Globex’s Donalda royalty property comprising ten holes for a total of 10,000 m.

On June 18, 2018, Falco announced drill holes had intersected the lateral extensions of the known goldbearing veins and identified favourable horizons for VMS (volcanogenic massive sulphide) mineralization in the Quemont extensions. The targets were tested to a depth of up to 1,500 metres vertical. Intersections grading up to 14.6 g/t Au over 1.48m, 11.0 g/t Au over 2.2m and 5.8 g/t Au over 3.28 m were reported in Falco’s press release.

On September 4, 2018, Falco announced an update of the results from the drill program started in February. Hole QT-18-03 targeting Donalda veins system intersected vein #1 returning 13.62 g/t Au and 28.20 g/t Ag over 0.8 m and vein #2 returning 4.25 g/t Au over 15.5 m including 26.77 g/t Au over 1.5 m.

Chubb Lithium (Great Thunder Gold Corp. ) – On January 23, 2018, Great Thunder Gold Corp. (“ Great Thunder ”) announced assay results from Globex’s Chubb Lithium royalty property. Great Thunder announced that “Highlights from hole C-17-01 include 1.33% of lithium oxide (Li2O) over 5.3 m and 1.15% Li2O over 2.1 m. Hole C-17-02 yielded 0.9% Li2O over 3.6 m.” See Great Thunder’s press release dated January 23, 2018 for details.

Deane-Cadillac Property (Khalkos Exploration Inc.) - On April 21, 2017, Globex entered into an agreement providing for the deferral of the payment date of the annual property payment of $250,000 due on May 16, 2017 to July 16, 2017 in return for the issuance to Globex of 100,000 Class A subordinate voting shares of RJK. The 100,000 shares were issued on May 8, 2017 at a deemed price of $0.15 per share. On July 13, 2017, RJK notified the Corporation that it would not be making its payment and therefore would be terminating its option agreement.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

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On April 25, 2017, Khalkos Exploration Inc. (“ Khalkos ”) issued a press release announcing that it had signed an agreement with Globex giving Khalkos an exclusive right to acquire 100% of the Deane-Cadillac Property located in Cadillac Township, Quebec. On May 23, 2017, Khalkos issued a press release announcing that it had optioned its Malartic Property, including Globex’s Deane-Cadillac royalty property, to Dundee Precious Metals Inc.

Montalembert Property (Nathan Exploration/Enforcer Gold Corp.) - Details of the option agreement are further described in “2018 Fiscal Period”.

On February 27, 2017, Natan announced that it had changed its name to Enforcer. On March 1, 2017, Enforcer announced the addition of more than 4,000 hectares to the Montalembert property, increasing its size to 7,293.6 hectares (all subject to terms of the option agreement). On March 28, 2017, Enforcer began a very high resolution aeromagnetic survey over the entire Montalembert property using Geotech’s HeliGradVLF EM triaxial gradiometer system.

On March 30, 2017, Enforcer released metallic sieve assay results for the high-grade Montalembert gold project. Seven out of nine samples returned higher gold grade (up to a 1835% increase) using metallic sieve compared to the previous analytical method using fire assay and gravimetric finish. Enforcer stated that the 2017 exploration program would consist of data compilation, ground and airborne geophysics, stripping of overburden, mapping, prospecting, channel sampling, RC and diamond drilling.

On June 6, 2017, Enforcer announced the start of a 45 line-km IP survey over the main Galena and No. 2 vein gold bearing vein systems. Other work included additional stripping to extend the Galena and No. 2 veins, channel sampling, property-wide prospecting and geochemical sampling, 5,000 m to 8,000 m of core drilling and 1,000 m of RC drilling.

On July 5, 2017, Enforcer announced that it had started an up to 8,000 m drill program on the Montalembert property. Drilling would be focused primarily on the Galena and No. 2 gold bearing vein systems where previous surface channel sampling has returned assays in excess of 500 g/t Au.

Drilling would be at 25 m centers to a vertical depth of 100 m. HQ sized core would be recovered in order to obtain a larger rock sample than could be obtained using more common and smaller diameter BQ or NQ core. This would be done in order to try to limit the “nugget effect” (the erratic distribution of coarse free gold) which makes it difficult to determine the true average grade of the vein systems. The larger the sample, the more likely it will be representative of the area being drilled. The “nugget effect” is a two-edged sword. It is difficult to establish an average gold grade by drilling but the presence of coarse free gold can potentially result in a significantly higher recoverable gold grade than indicated by drilling, when mining.

On November 16, 2017, Globex amended the Enforcer Gold option agreement by reducing the aggregate exploration expenditures over the five year term from $15,000,000 to $10,000,000.

On December 20, 2017, Enforcer reported final drilling results and recapped the 2017 exploration program at the Montalembert Gold project. The Galena vein structure was exposed at surface over 300 m strike length (open) and up to 140 m vertical depth (open). The No. 2 vein structure is now exposed on surface and/or intersected by drilling over a 600 m strike length (open) and up to a 140 m vertical depth (open).

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

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A total of 133 channels were collected from Galena, No. 2 and No. 3 veins. The most significant results reported in Enforcer’s press release dated September 12, 2017 include:

Sample # Vein Gold(g/t) Width(m)
MCH 223511 No. 2 North 3.92 1.8
MCH 223539 No. 2 North 13.50 1.0
MCH 223576 No. 2 North 105.00 1.0
MCH 225544 Galena 5.09 1.0
MCH 225702 No. 2 North 3,310.00 1.0
MCH 225909 No. 3 3.45 0.9
MCH 225996 No. 2 North 104.68 2.0

A high-resolution aeromagnetic VLF-EM survey was flown over the entire 7,300-hectare property.

45 HQ holes totalling 5,874 m were drilled on the Galena and No. 2-3 vein structures. All drill holes intersected structures with quartz±carbonate veining, sulphides and alteration. Gold mineralization with a grade above 0.5 g/t were returned in 27 of the 45 holes.

Most significant results reported by Enforcer include:

Sample # Vein From To Gold(g/t) Width(m)
MDD170006 No. 2 27.30 28.50 197.13 1.20
Incl. 27.86 28.16 782.00 0.30
MDD 170022 No. 3 153.25 153.75 13.70 0.50
and 160.00 161.00 17.50 1.00
MDD 170028 No. 2-3 84.86 85.71 4.71 0.85
MDD 170032 No. 3 25.68 26.05 17.50 0.37
MDD 170043 No. 2 36.30 37.30 8.51 1.0

On February 6, 2018, Enforcer announced the discovery of a new mineralized “OR79” zone at the Montalembert Gold project located approximately 1.5 km west-southwest of the Galena-No. 2 vein area. Gold is associated with the presence of sulphides in shear-hosted quartz veins which is different from the Galena-vein No. 2 area.

A 20 line-km IP geophysical survey in advance of a 1,500 m diamond drilling program set to commence in early February was completed. Results from grab samples were as high as 9.19 gpt Au. Best channel samples returned 3.72 gpt Au over 0.4 m and 2.70 gpt Au over 0.5 m.

On April 19, 2018, Enforcer announced the results from 18 diamond drill holes totalling 1,749 m on the new OR-79 discovery confirming the presence of two distinct corridors with numerous mineralized horizons, grading up to 5.09 g/t Au over 0.65 m, that trend sub-parallel to the Galena and No. 2 veins.

On August 17, 2018, Enforcer Gold announced the termination of the Montalembert option agreement.

Bell Mountain (Boss Power Corp. now Eros Resources Corp. (“Eros”), Churchill County, Nevada) - On May 15, 2015, Boss Power Corp (name changed to Eros, July 21, 2015) announced it had filed an amended and restated NI 43-101 technical report dated May 6, 2015 prepared by Welsh Hagan Associates (formerly Telesto Nevada, Inc.) titled “Amended and Restated NI 43-101 Technical Report for the Bell Mountain Project, Churchill County, Nevada.” The resource estimate quoted in the Boss Power press release and the Technical Report has an effective date of May 3, 2011. The report is filed under Eros’ disclosure on www.sedar.com and accessible through Eros’ and Globex’s respective websites.

On June 15, 2015, Boss Power formally advised Globex that it had completed the expenditure earn-in obligations to Globex. Globex advised Boss Power that under the agreement it has deemed that June 15,

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 27

2015 is the date of the exercise of the option and that the advance royalty payment of $20,000 due under the agreement will be payable on each anniversary of that date, starting on June 15, 2016. Environmental studies continued at the property during the year in preparation for permitting.

A two-year U.S. Navy moratorium on work on the Bell Mountain property was lifted in late 2018. A Mine Plan of Operation based on existing information was submitted to the United States Bureau of Land Management. See Eros’s press release dated November 21, 2018 for greater detail.

Magusi and Fabie Bay (Hébécourt, Montbray ) - In 2011, Globex optioned this property to Mag Copper Limited (“ Mag Copper ”) and significant exploration work was completed during the period 2011 - 2014. Late in 2015, Mag Copper informed Globex that it was encountering difficulty raising the funds to meet its obligations under the option arrangement. In February 2016, Globex terminated the agreement as a result of the outstanding obligations and the property was returned to the Corporation. In March, Globex began discussions with the MERN to secure a 50,000 t bulk sample permit and a mining lease application for future operations at Magusi. The bulk sample permit was secured on December 1, 2016. In 2017, Globex undertook an option agreement with an Australian company which paid over time $150,000 to Globex to secure and maintain an option on the properties. In February 2019, the option was terminated due lack of funding.

Farquharson Property (Integra Gold Corporation, Quebec) - In January 2012, Integra entered into an option to acquire a 100% interest in the renamed Donald Property (Globex’s Farquharson Property) located in Bourlamaque Township, Quebec, adjacent to Integra’s flagship Lamaque property. Globex retains a 3% GMR on this property. Integra continues to explore and develop the Triangle Deposit, which adjoins the Donald property.

IV. DESCRIPTION OF THE BUSINESS

GENERAL

1. Exploration Properties in Canada, United States and Europe

Introduction

As a project property bank, Globex currently holds a portfolio of approximately 190 properties including 55 royalty interests. An overview of Globex’s portfolio as at March 1, 2020 is provided in the tables as outlined in “Summary of Globex Properties”. The properties have been grouped as follows:

  • (a) Material Properties;

  • (b) Significant Exploration Properties;

  • (c) Less Significant Properties with Past Production or Drilled Mineralized Zones; and

  • (d) Other Early/Intermediate Stage Exploration Properties.

Due to the large number of properties, certain properties, which are in close proximity, have been grouped under a single property name. The portfolio is constantly evolving as result of acquisitions, exploration activities, sales, option arrangements or disposals. Additional property details for a selection of the Corporation’s projects are available on Globex’s website – (www.globexmining.com), which is updated regularly.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 28

Material Properties

The Corporation considers the Timmins Talc Magnesite Project to be a material property to Globex based on factors including (i) recent and planned exploration activities, (ii) cumulative expenditures, (iii) mining lease status, (iv) economic assessment and (v) future corporate plans for the project. Further details related to the property are outlined in “Material Properties- Timmins Talc-Magnesite (“TTM”) Project” below.

Significant Exploration Properties

Based on a combination of factors including (a) results of recent work, (b) current commodity supply/demand balances and trends, (c) metal prices and (d) geological potential and planned activities for coming years, Globex has classified the following projects as significant and provided detailed information for these properties.

  1. Pandora-Wood & Central Cadillac Mines - Joint Venture,

  2. Francoeur/Arntfield Gold Mines Property,

  3. Duquesne West Gold Property, and

  4. Magusi River and Fabie Bay Mines.

Additional information related to Globex properties which have been sold or continue under option are available on the Corporation’s website. A summary of option agreements negotiated in 2019 is outlined in the section “General Development of the Business – 2019 Fiscal Period”.

These descriptions may include historic information as well as recent mining and exploration activity by third parties, which the Corporation believes to be reliable, but which has not been confirmed by Globex geological personnel.

There can be no assurance that any of these properties will contain adequate mineralization to justify a decision to construct a mine. See “Other Aspects of the Business - Risk Factors”, “Exploration Risks”, and “Uncertainty of Reserves and Mineralization Estimates.”

Important Definitions Pertaining to the Following Exploration Properties

“Historical estimate” means an estimate of the quantity, grade, or metal or mineral content of a deposit that an issuer has not verified as a current mineral resource or mineral reserve, and which was prepared before the issuer acquired, or entering into an agreement to acquire, an interest in the property that contains the deposit. When discussing historical resource calculations (not prepared by a Qualified Person under NI 43101) available in the public domain regarding our properties, we will include source, author and date of report as well as appropriate, cautionary language stating:

  • A Qualified Person has not done sufficient work to verify the historical estimate as mineral resources or reserves as defined by the Canadian Institute of Mining, Metallurgy and Petroleum Standards for Mineral Resources and Mineral Reserves;

  • The issuer is not treating the historical estimate as current mineral resources or mineral reserves; and

  • The historical estimate should not be relied upon.

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 29

In this AIF, when the term historical, is used, all of the preceding cautionary language applies.

“Qualified Person” means an individual who has, among other qualifications, the requisite education and experience relevant to the subject matter of the mineral project as more fully described in the definitions of NI 43-101 Standards of Disclosure for Mineral Projects.

All scientific and technical information regarding Globex exploration of its properties, disclosed in this AIF, was prepared by the Corporation’s geological staff under the supervision of Jack Stoch, President and CEO of the Corporation, who is a Qualified Person as defined under NI 43-101. Mr. Stoch has reviewed the technical contents of this AIF.

Summary of Globex Properties

As at March 1, 2020

Property Descriptive
Name
(listed alphabetically)
Interest Size
(hectares)
Commodity Location Exploration Work
2019 and First
Quarter 2020
Optioned (O)
Joint
Venture(JV)
A.
MATERIALPROPERTY
Timmins Talc –Magnesite
Project
100% 989 Magnesium,
Talc
Deloro Twp., Ontario
B.
SIGNIFICANTEXPLORATIONPROPERTIES
Duquesne West /Ottoman 50% 318
1,102
Gold Destor & Duparquet Twps.,
Quebec
Francoeur/Arntfield Mines 100% 3,920 Gold Beauchastel, Dasserat x
Pandora-Wood and Central
Cadillac Mines (Ironwood)

50%
712 Gold Cadillac Twp., Quebec x JV
Magusi River, Fabie Bay
Mines
100% 5,376 Copper, Zinc,
Silver, Gold
Duparquet, Duprat,
Hébecourt & Montbray
Twps., Quebec
x
C.
LESSSIGNIFICANTPROPERTIES WITHPASTPRODUCTION ORDRILLEDMINERALIZEDZONES
Bilson-Cubric 100% 660 Ni, Pt, Pd, Co,
Rh
La Motte Twp., Quebec
Blackcliff Deposit 50% 128 Gold Malartic Twp., Quebec x JV
Braündorf Licence 100% 16,400 Silver, Zinc,
Copper, Lead
Saxony, Germany x O
Devils Pike 100% 2,208 Gold King & Queen County,
New Brunswick
x
Eagle Mine 100% 77 Gold Joutel Twp., Quebec
Gayhurst Deposit 100% 240 Molybdenum Gayhurst Twp., Quebec
Hurricane Point/North
Star
100% 550 Gold Guysborough, Nova Scotia
Joutel Copper Mine 100% 898 Copper, zinc Joutel Twp., Quebec x
Kelly Lake 100% 350 Cu, Ni, Pt, Pd,
Co, Rh
Blondeau Twp., Quebec x
Lyndhurst Mine 100% 2,788 Copper, Zinc Destor & Poularies Twps.,
Quebec
x Portion JV’d
Nordeau Project (East &
West)
60 to
100%
1,500 Gold, Iron Pershing, Villebon, Denain,
Vauquelin Twps., Quebec
x O

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 30

Property Descriptive
Name
(listed alphabetically)
Interest Size
(hectares)
Commodity Location Exploration Work
2019 and First
Quarter 2020
Optioned (O)
Joint
Venture(JV)
Normetal/Normetmar 100%
10%
405
932
Copper, Zinc,
Gold, Silver
Desmeloizes, Perron Twps.,
Quebec
x
Pegma 100% 1,132 Copper, Zinc,
Gold
Courchesne Twp., Quebec
Poirier (incl. Poirier
South)
100% 1,132 Copper, Zinc,
Gold
Poirier & Joutel Twps.,
Quebec
Preissac Moly 100% 115 Molybdenum
Bismuth
Preissac Twp., Quebec
Ramp Mine (Maude
Lake)
100% 1,864 Gold Beatty, Carr, Coulson &
Wilkie Twps., Ontario
x
Randall 100% 467 Gold Landrienne Twp., Quebec
Rousseau 100% 427 Gold Rousseau Twp., Quebec
Santa Anna Deposit 100% 340 Gold, Silver La Reine Twp., Quebec
Shortt Lake Mine 100% 4,235 Gold, Rare
Earths
Gand & Lesperance Twps.,
Quebec
Standard Gold 100% 1,733 Gold Duverny Twp., Quebec
Suffield Mine 100% 892 Zinc, Copper,
Silver, Lead
Ascot Twp., Quebec O
Vauze Mine 100% 516 Zinc, Copper Dufresnoy Twp., Quebec x
Vulcan Deposit 100% 307 Gold,
Platinum,
Palladium
Ferry County, Washington
State, U.S.A.
Wrightbar Mine 100% 205 Gold Bourlamaque Twp., Quebec
D.
OTHEREARLY/INTERMEDIATESTAGEEXPLORATIONPROPERTIES
Adanac 100% 149 Gold Rouyn Twp., Quebec
Anctil Lake 100% 56 Gold Guercheville, Quebec x
Barraute 100% 210 Gold, Zinc Barraute Twp., Quebec
Beauchastel-Rouyn
(incl. BM Property)
100% 2,219 Gold, Copper,
Zinc
Beauchastel & Rouyn Twps.,
Quebec
Beacon #1 100% 12 Gold Louvicourt Twp., Quebec
Black Dog South 100% 113 Gold Souart Twp., Quebec x
Boulder Gold 100% 55 Gold 32J09, Quebec
Boulder Lake 100% 164 Zinc 32J09, Quebec
Cameron 100% 1,280 Gold Desjardins, Franquet, Grevet
Twps., Quebec
Canal 100% 171 Copper, Zinc,
Gold
Lamorandiere Twp., Quebec
Carpentier 100% 816 Pyrophyllite,
Gold
Carpentier Twp., Quebec

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 31

Property Descriptive
Name
(listed alphabetically)
Interest Size
(hectares)
Commodity Location Exploration Work
2019 and First
Quarter 2020
Optioned (O)
Joint
Venture(JV)
Cavelier (Globex) 100% 223 Gold Cavelier Twp., Quebec
Claudette 100% 164 Copper 32J09, Quebec x
Chubb North 100% 177 Lithium LaCorne, Quebec x O
Clearwater Brook W 100% 64 Beryl York, New Brunswick
Clericy 100% 42 Gold Clericy Twp., Quebec
Colnet Lake 100% 676 Gold, Copper,
Zinc
Montbray Twp., Quebec
Courville 100% 1,288 Gold Courville Twp., Quebec x
Dalhousie 100% 1,785 Copper, Nickel Bourbaux Twp., Quebec x
Depletion 100% 170 Gold Guyenne Twp., Quebec x
Discoflo 100% 729 Gold Desjardins Twp., Quebec x
Discovery North 100% 448 Gold Bruneau and Desjardins
Twps, Quebec
Doza 100% 1,230 Gold Vezza Twp., Quebec
Duval 100% 218 Lithium La Motte Twp., Quebec
Duvan Zone 100% 1,204 Copper Desmeloize & LaReine Twps.,
Quebec
Duverny – Range 10 100% 128 Gold Duverny Twp., Quebec
Eau Jaune Lake 100% 892 Gold Rale Twp., Quebec
Eagle Northwest 100% 2,215 Gold Joutel, Varennes Twps,
Quebec
Figuery 100% 821 Lithium Figuery Twp., Quebec
Fontbonne Lake 100% 877 Copper, Zinc Preissac Twp., Quebec
Fox West 100% 69 Gold Beatty Twp., Ontario
Freegold 100% 398 Gold Launay Twp., Quebec
Gagné 100% 784 Gold Joutel, Valrennes Twps,
Quebec
Geoffroy 100% 262 Zinc Pascalis Twp., Quebec
Great Plains 100% 597 Copper, Zinc Clermont Twp., Quebec
Guigues Diamond 100% 290 Diamond Guigues Twp., Quebec
Guinecourt Lake 100% 109 Graphite NTS 22k14, Quebec
Guyenne 100% 1,056 Gold, Copper,
Zinc
Guyenne & Berry Twps.,
Quebec

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 32

Property Descriptive
Name
(listed alphabetically)
Interest Size
(hectares)
Commodity Location Exploration Work
2019 and First
Quarter 2020
Optioned (O)
Joint
Venture(JV)
Hard Rock 100% 140 Gold Aiguebelle Twp., Quebec
Hunter East 100% 739 Copper Duparquet Twp., Quebec
Hunters Point 100% 294 Gold,
Uranium, rare
earths
Atwater , Booth, Gaulin,
McLachlin & Pommeroy Twps.,
Quebec
Lac Brennan 100% 235 REE Villedieu Twp., Quebec
Lac Chix 100% 164 Gold 32J10, Quebec
Lac Clarice 100% 318 Gold 32D06, Quebec
Lac Cratère 100% 1,863 RRE, Niobium 13M05, Quebec
Lac De Maures 100% 218 Copper 32J09, Quebec
Lac Genest Est 100% 22 Gold 32D10, Quebec
Lac Savignac 100% 2,450 Diamonds 32J16 x
Lac Suzanne 100% 1,278 Nickel,
Copper, Cobalt
22E15, Quebec
Lac Testard ouest 100% Gold 32J15, Quebec
Laguerre-Knutson-Raven
River Mines
100% 62 Gold Hearst & McVittie Twps.,
Ontario
x
La Motte Lake 100% 43 Lithium La Motte Twp., Quebec
Ludger / Noyelles 100% 951 Gold Noyelles Twp., Quebec
MacKinnon 100% 113 Gold Lunenberg, Nova Scotia x
Manon 100% 169 Gold Grevet, Quebec
Massif du Nord 100% 705 Nickel,
Copper, cobalt
22K16, Quebec
McNeely 100% 835 Lithium Lacorne, Landrienne Twps.,
Quebec
x
Mina Lake 100% 335 Gold, Copper Guercheville Twp., Quebec x
Moly Hill 100% 129 Molybdenum,
bismuth, silica
LaMotte Twp., Quebec x
Montalembert 100% 7,293 Gold Montalembert, Quebec
Napping Dwarf 100% 1,297 Gold Glandelet Twp., Quebec x
New Richmond 100% 746 Antimony,
Gold
New Richmond, Quebec
Noyon Project 100% 224 Copper, Zinc Noyon Twp., Quebec
Ontario Lake 100% 2,202 Titanium
Dioxide, Iron
Côte-de-Beaupré Twp.,
Quebec
x

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 33

Property Descriptive
Name
(listed alphabetically)
Interest Size
(hectares)
Commodity Location Exploration Work
2019 and First
Quarter 2020
Optioned (O)
Joint
Venture(JV)
Orbite Alumina 100% 56 Aluminium 22H03, Quebec
Osisko East 100% 65 Gold Fournière Twp., Quebec
Pacaud (incl. Pacaud
North)
100% 352 Gold Pacaud Twp., Ontario
Point Comfort 100% 238 Kaolinite Blake Twp., Quebec
Pyrox 100% 1,745 Pt, Pd, Co, Ni,
Chromite
Clairy Twp., Quebec x
Ralleau 100% 113 Polymetallic Ralleau Twp., Quebec
Rich Lake 100% 576 Zinc, Copper,
Gold, Silver
Montbray Twp., Quebec
Rochette 100% 53 Gold Launay Twp., Quebec
Rocky Lake NW New
Brunswick
100% 64 Beryl Charlotte, New Brunswick
Rocky Lake South New
Brunswick
100% 32 Beryl, Lithium Charlotte , New Brunswick
Rosario 100% 543 Gold, Silver,
Zinc
32J15, Quebec
Ruisseau Marriott 100% 829 Gold Hebercourt Twp., Quebec
Sayona East 100% 163 Lithium La Motte Twp., Quebec
Sayona North 100% 86 Lithium Preissac Twp., Quebec
Sheen Lake 100% 467 Pt, Ni, Pd Guillet Twp., Quebec
Sigma East 100% 192 Gold Bourlamaque Twp., Quebec
Sigma 2 South 100% 17 Gold Louvicourt Twp., Quebec
Silidor (incl. New
Marlon)
100% 222 Gold Rouyn Twp., Quebec
Silver Tower 100% 336 Gold Scott Twp., Quebec
Smith-Zulapa-Vianor 100% 3,497 Gold, Copper,
Nickel
Tiblemont Twp., Quebec x
Soissons 100% 113 Gold
Polymetallic
Soissons & Chaste Twps.,
Quebec
South Ridge 100% 48 Beryl York, New Brunswick
Suzor Mica Deposit 100% 288 Mica Suzor Twp., Quebec
Tarmac 100% 94 Gold Dubuisson Twp., Quebec
Tiblemont-Tavernier 100% 6,868 Gold, Copper,
Zinc
Tavernier & Tiblemont Twps.,
Quebec
Tonnancour 100% 2,322 Copper, Zinc,
Gold, Silver
Tonnancour & Josselin Twps.,
Quebec
x

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 34

Property Descriptive
Name
(listed alphabetically)
Interest Size
(hectares)
Commodity Location Exploration Work
2019 and First
Quarter 2020
Optioned (O)
Joint
Venture(JV)
Trinity 100% 30 Copper, Zinc Lamorandière Twp., Quebec
Tung 100% 385 Gold, Bismuth Dalquier Twp., Quebec
Turner Falls 100% 2,886 Rare Earths Villedieu & Senezergues Twps.,
Quebec
Turgeon Lake 100% 113 Gold Lavergne Twp., Quebec
Venus Gold Zone 100% 596 Gold Barraute Twp., Quebec x
Victoria 100% 766 Gold Clericy Twp., Quebec
Viking Lake 100% 438 Zinc Lapeyrere Twp., Quebec
Wawagosic 100% 1,128 Zinc, Copper,
Gold, Silver
Estrées Twp., Quebec
Windfall 100% 226 Gold Urban & Lacroix Twps., Quebec x
Windfall East 100% 675 Gold Bressani, Quebec
Wachibagau 100% 726 Copper, Gold L’Espérance Twp., Quebec

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 35

Summary of Globex Royalty Interests March 1, 2020

Property Descriptive Name
(listed alphabetically)
ROYALTYINTERESTS Optionee Exploration
Work
2019/First
Quarter
2020
Commodities
Authier – Lithium 2% GMR Sayona Mining Ltd. x Lithium
Battery Hill (Houlton Woodstock Zone) 3% GMR Manganese X Energy
Corp.
Manganese
Beauchastel Cadillac Fault 3% GMR Opawika Exploration Inc. Gold
Bell Mountain GMR Gold Price
1% (0-$500) 2% (>$500 but <$1,200)
3%(>$1,200)
Eros Resource Corp. Gold, Silver
Bousquet 0.5% GMR Vantex Resources Ltd. Gold
Bouvier 2% GMR Great Thunder Gold Corp x Lithium
Certac Sliding GMR 2.5% to 3.0% Osisko Mining Inc. Copper, Gold
Chenier Property 2% NSR Tres-Or Resources Ltd.
Kiboko,Globex
x Gold
Chibougamau Mines (incl. Bateman
Bay, Berrigan Mine, Berrigan South,
Lac Antoinette, Lac Élaine, Copper Cliff
Extension, Grandroy, Kokko Creek, Lac
Chibougamau, Baie Malouf, Quebec
Chibougamau Goldfields, Lac Simon
Virginia Option)
3% GMR Chibougamau
Independent Mines Inc.
x Gold, Silver,
Zinc, Copper,
Molybdenum,
Vanadium
Chibougamau Mines – Mont Sorcier 1% GMR Chibougamau
Independent Mines Inc.
x Iron,
Vanadium,
Titanium
Chibougamau Mines – Obalski West Chibougamau
Independent Mines Inc.
Gold, Copper
Chubb 2% GMR Great Thunder Gold Corp x Lithium
Côté/Montbray 1% GMR T-Rex (Services
géologiques)Inc.
Gold, Copper,
Nickel
Deane Cadillac 2% GMR Khalkos Explorations Inc. x Gold
Disson 1% GMR Carat Exploration Inc. Gold
Donalda Mine 2.5% GMR Falco Resources Ltd. x Gold
Duvay Zone 2% NSR Kiboko, Globex, Tres-Or x Gold
Duverny Range 7 (3 claims) 2% NSR Tres-Or, Kiboko Globex Gold
East Amphi/Fourax 2% Net Smelter Royalty after 1st
300,000 Au oz.
Canadian Malartic
Exploration
x Gold
Farquharson 3% GMR Integra Gold Corporation Gold
Fayolle 2% Net Smelter Royalty Monarch Gold x Gold
Fecteau Lake 1% GMR Gilbert Lamothe x Gold, Copper,
Zinc
Feldspar 2.5% GMR Enerspar Corp. Feldspar
Fontana 3% GMR
15% Net Profit Interest
Tres-Or Resources Ltd. x Gold
Getty Deposit 1% GMR Scozinc Mining Ltd. x Lead, Zinc
Ha! Ha! Property Per ton Production Royalty Midatlantic Minerals Inc. Silica
Kewagama 2% NSR Radisson Mining Gold

Globex Mining Enterprises Inc. Annual Information Form Fiscal year ended December 31, 2019

Page 36

Property Descriptive Name
(listed alphabetically)
ROYALTYINTERESTS Optionee Exploration
Work
2019/First
Quarter
2020
Commodities
Marbridge South 1% GMR, 1.5% over US6$, 2% over
US8$
Quebec Precious Metals Ni, Pt, Pd, Co,
Rh
Massicotte 2.5% GMR Probe Metals Inc. Gold
Matchi Manitou 2% GMR Renforth Resources Inc. Gold
Mid-Tennessee Deposit GMR Zinc
1% (Price LME US$0.90 - $1.09)
1.4%(Price LME over US$1.10)
Nyrstar NV x Zinc
Montgolfier 1% GMR Galway Metals Inc. x Gold
Mooseland Property (incl. Cheticamp) 4% GMR NSGold Corporation Gold
New Alger 1% NSR Renforth Resources Gold
Normetal Extension 1% NSR Anna Rosa Giglio Gold
Parbec 3% GMR Renforth Resources x Gold
Penarroya 1% GMR Midland Exploration Inc. Gold, Copper
Raymor 2% GMR Knick Exploration Inc. Gold, Zinc
Russian Kid 5% Net Metal Royalty on first 25,000
ounces of gold production and all
other metals until 25,000 ounces of
gold are poured; 3% Net Metal
Royalty on all production from the
property after the first 25,000 ounces
ofgoldproduction
Nippon Dragon
Resources Inc.
x Gold
Sayona West 2% GMR Sayona Mining Ltd. Lithium
Silica 22F03 Quebec Pending Agreement Saffron H.O.F. Inc. Silica
Silicon Ridge (St-Urbain) 1% Net Smelter Royalty Fiducie Ananke
Rogue Resources Inc.
x Silica
Tiblemont Island 1% GMR Iledor Exploration Corp. Gold
Tut Zone Pending Agreement Gold
Tower Hill 2.5% GMR Galway Metals Inc. Gold

MATERIAL PROPERTIES

Timmins Talc-Magnesite (“TTM”) Project

Project Description and Location. Globex purchased the original 19 TTM claims in Deloro Township in 2000. The property currently consists of eight unpatented mining claims (totaling 36 claim units), covering approximately 576 ha in Adams and Deloro townships, and one mining lease (CLM 490) covering 413 ha, located in Deloro Township, Porcupine Mining District, Ontario. The property also includes approximately 470 ha of “severed” or surface-rights–only mining patents, all of which are located in the south half of Deloro Township, 13 km southeast of the City of Timmins, Ontario. The 21-year mining lease CLM 490 was obtained on December 18, 2013 and is deemed by the Corporation to mark a significant milestone in its aim to bring this project to production.

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Accessibility . Access to the claim group is provided by road from the City of Timmins via Pine Street South and subsequently the Naybob Road to kilometer post 10 to the Mount Joy River Road. The property is crossed by a series of seasonal trails, forestry and mining roads.

Climate, Local Resources and Infrastructure. The climate of the area is generally cold, but experiences all four seasons and therefore would enable exploration and mining throughout all times of the year. The Timmins area has a long history of gold and base metal mining dating back many years. Given this long mining history, the Timmins areas is a ready source of all resources necessary to develop and operate a processing facility. Further details are contained in technical reports filed on www.Sedar.com on April 16, 2012.

Geological Setting . The area is underlain by Archean aged intrusive, volcanic and sedimentary rocks including large masses of altered ultramafic volcanic lithologies and at least one east-trending diabase dyke. Strike directions of units are generally east-west, with near vertical dips. The magnesite-talc-quartz rock unit is exposed on surface as large areas of outcrop rising 3 to 6 m above a sand plain floor.

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History . Work in the 1940s by Porcupine Southgate ML included the completion of 29 diamond drill holes totaling 8,108 m of diamond drilling which focused on gold exploration. Subsequently, in 1962 Canadian Magnesite Mines Ltd. carried out surface sampling and 1,209 m of diamond drilling in eight holes in an effort to delineate a resource of refractory magnesia (MgO) from magnesite mineralization. This company completed various studies and in 1974, Canadian Magnesite Mines Ltd. prepared a positive preliminary feasibility study on the property with a proposed production rate of 50,000 tpy for MgO and 16,400 tpy for talc (ref. Preliminary Feasibility Study prepared for Canadian Magnesite Mines Ltd. on the magnesite/talc property, Timmins, Ontario, by Scrivener Engineering Ltd., Toronto, Ontario, 1974).

The property was then acquired by Pamorex and then re-staked by Royal Oak Mines Ltd. in 1984-85. The latter carried out limited diamond drilling (eight holes, totaling 591 m) and in-situ blasting for bulk sampling (15,000 tons) purposes. The magnesite property was later optioned to Magnesium Refractories Ltd. who worked the Pamorex/Royal Oak Mines property from 1989 to 1994.

Magnesium Refractories carried out numerous economic, mineral processing, engineering and financial studies including a 1991 PFS with the objective of developing a magnesite-talc operation to produce MgO and high quality talc. The PFS used the deposit’s estimated global resource of 110 Mt grading 54% magnesite (MgCO3), 28% talc, 16% quartz and 3% iron oxides (ref: Magnesium Refractories Ltd, Pre-Feasibility Report, R.A. Elliot, April, 1991). This resource estimate was not prepared by a Qualified Person under National Instrument (NI) 43-101 and as such, the validity of this estimate cannot be relied upon. In 1999, Pentland Firth Ventures completed two shallow closely spaced diamond drill holes totaling 151 m on the “Deloro Magnesite Deposit” where they report intersecting “magnesite altered ultramafic intrusive rock”.

Subsequent to Royal Oak Mines Inc. going into receivership, Globex purchased the Deloro Magnesite (TTM) Property in 2000.

Test work by previous owners of the property attempted to produce magnesium refractories by conventional processes available at that time. For the most part, this test work showed that magnesium products could be generated from this deposit, albeit with elevated iron contents that are not necessarily suitable to obtain for the optimum markets for MgO.

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Exploration and Development. The reader is referred to Globex’s 2012 Annual Information Form for details regarding exploration activities spanning the period 2000 to 2008 inclusively.

In 2009 and 2010, Globex carried out geological mapping on the Deloro township portion of the property in conjunction with induced polarization, resistivity and ground magnetometer surveys. Micon International Ltd. completed an NI 43-101 technical report, estimating an initial mineral resource on the A Zone as detailed below. The resource was estimated using diamond drilling information from surface to a depth of 100 m. At the time of this appraisal, the A Zone was known to be exposed at surface and open to depth and along strike and that there are other magnesite zones identified on the property.

The following resource tonnages and grades from the 2010 Micon Technical Report are all estimated within a limited portion of the A Zone:

TTM Mineral Resource Estimate*

Category Tonnes Sol MgO (%) Sol Ca (%) Magnesite (%) Talc (%)
A Zone Core
Indicated 12,728,000 20.0 0.21 52.1 35.4
Inferred 18,778,000 20.9 0.26 53.1 31.7
A Zone Fringe
Inferred 5,003,000 17.6 2.82 34.2 33.4
Sol MgO = Soluble magnesium oxide Sol Ca = Soluble calcium carbonate

*Note: Additional information is available in the Globex press release and in the complete report both of which were filed on (www.sedar.com), March 2, 2010 and on the Globex web page at www.globexmining.com/TechReports.htm.

Also in 2010, a micro-pilot plant study was completed at Drinkard Metalox Incorporated to confirm engineering criteria for the production of high-grade magnesia. This program used tailings material generated from a pilot plant scale talc flotation study.

In 2011, deposit appraisal activities at TTM included Mineral industry consultants Micon International Ltd. (Micon), contracted to deliver a PFS. Micon was subsequently directed by Globex to convert the PFS study into a PEA. Jacobs Minerals Canada Inc. was retained to design and engineer a preliminary plant layout that would treat the primary material and produce high-grade talc and magnesia. Blue Heron Environmental continued with base line environmental studies while Golder Associates Ltd. was retained to study waste stream storage requirements and to create a conceptual pit slope design.

Micon completed the PEA in 2012 as detailed in a press release dated March 2, 2012. The report indicated a positive after-tax NPV of $258 M at a discount rate of 8%, an after-tax internal rate of return (IRR) of approximately 20% and a payback period of 5.8 years on the discount cash flow. This technical report is posted on SEDAR (www.sedar.com) and on Globex’s website (www.globexmining.com). The results of the PEA support the conclusion that further work is justified on the project, with an ultimate objective of completing a Feasibility Study. To this end, an infill-surface program of 6,900 m of diamond drilling was initiated in late 2012 and completed in 2013. This program was ultimately comprised of a total of 7,543 m of drilling in 53 holes consisting of 51 new holes and the extension of two existing Globex holes. Within this drill program, seven of the holes totaling 1,178 m were utilized as part of a geotechnical investigation carried out by Golder Associates. These holes were logged by Globex personnel, but were not sampled.

In 2013, a talc variability study was initiated in which a total of 35 samples of quartered core, representing 1,680 m of drilling in mineralized material, were collected to cover the extent of the A Zone.

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Individual in-hole sample lengths for ranged from 26 m to 70 m (average length of 48 m) based on an initial nominal collection target of 60 m of representative talc-magnesite for a particular target depth. The talc variability study looked to establish the potential variations throughout the deposit as well as assess the chemical and physical qualities of the high-grade talc material. It was also meant to determine the final projected steady-state talc concentrate grade and recovery factors from ore composites using locked cycle testing. This information will be used to inform further engineering and economic modelling. CTMP in Thetford Mines was selected to undertake the variability study, having the necessary research facilities and having demonstrated experience to make the required talc quality determinations. SGS-Lakefield and Activation Laboratories provided QEMSCAN mineralogical and chemical analyses. The test program to produce talc flotation concentrate samples for quality measurements was completed in mid-2013 including talc product micronization and preliminary brightness measurements.

In January 2014, Globex announced that it had received a 21-year mining lease.

In 2014, limited renewed funding for the TTM project was used to advance test work on talc quality and production, including an expanded CTMP testing program, locked cycle tests and Bond Work Index determination. Additionally, an enhanced range of physical quality assessments was conducted on compounded talc-polypropylene formulations produced in a CTMP plastics research facility. Late in 2014, efforts were directed towards reviewing project financing requirements, processing alternatives and development of a business plan. These internal studies were designed to identify production “roll-out” options and project financing strategies.

During 2015, work continued to develop a range of project scenarios and alternate structures which could allow partners to participate in, or acquire, the project. A dedicated consultant has been recently engaged to identify potential parties with related industry knowledge. Discussions at this time are challenging considering the uncertainties in the financial markets and economic outlook.

During 2016, exploration expenses of $114,405 were incurred on the project reviewing and reinterpreting drilling data and sample analysis acquired during the period 2008 - 2014. This analysis and interpretation was mainly designed to gain additional information which could be used in generating an updated resource estimate for potential mine planning and financial modelling.

During 2017, $103,037 was spent on the project completing various analyses, including QEMSCAN (Quantitative Evaluation of Materials by Scanning Electron Microscopy) of infill drilling, all of which is designed to support the completion of the revised resource estimate in the first half of 2018.

Globex continues to explore various opportunities for the potential products that could be produced and seek senior level financing opportunities for the project.

SIGNIFICANT EXPLORATION PROPERTIES

1. Pandora - Wood & Central Cadillac Mines - Joint Venture

Project Description and Location. The property consists of 24 claims and one mining concession totaling 712 ha straddling Trans-Canada Highway 117 and positioned midway between the mining cities of RouynNoranda, 50 km to the west and Val d’Or, 50 km to the east. Ownership is shared equally between Joint Venture partners Globex (50%) and Canadian Malartic Exploration (50%). Eight of the 28 claims located in the west central portion of the property (Wood Claims) are subject to an underlying 2% NSR to five individuals. 18 claims and one mining concession are subject to an underlying 0.5% NSR to Barrick Gold Corporation. Two mining claims were subject to an underlying 1.5% NSR to KWG Resources Inc., which NSR has been purchased by Globex.

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Page 41

Globex is the operator of the Joint Venture.

==> picture [426 x 328] intentionally omitted <==

Pandora-Wood Joint Venture - Location Map

History. The property is situated in the heart of Quebec’s premier gold producing district, the Cadillac Gold Camp. Specifically, the property is centered over the prolific Cadillac Break and is located 3.5 km west and along strike from Agnico Eagle’s producing Lapa Gold Mine (prov./prob. reserves of 78,000 oz. at 5.49 gpt Au). It is also located 7 km east of Agnico Eagle’s La Ronde Gold Mine (prov./prob. reserves of 3.11 M oz. at 5.31 gpt Au ( ref. Agnico Eagle web site- Gold Reserves by Mine, as at December 31, 2015 ). La Ronde is Canada’s deepest U/G gold producer, developed along another major east trending mineralized gold structure located 2 km north and parallel to the Cadillac Break.

The property has been well explored and drilled above a vertical depth of 200 m along most of its strike length and has seen gold production on near surface deposits since mining commenced in the region in 1937. Gold was mined at several localities including:

  • the Amm Shaft Zone (shaft to 140 m: production reported at 14,490 oz. from 83,475 t grading 5.4 gpt Au (ref. M.E.R.N., report MB88-25, 1989 );

  • the No. 3 Shaft Zone (shaft to 267 m: production reported at 13,680 oz. from 83,418 t grading 5.1 gpt Au: ( ref. M.E.R.N. report, 1981 on behalf of Camflo Mines) and where an historic mineral resource of 582,859 t grading 6.5 gpt Au ( ref. Queenston Mining, internal report, 1981);

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  • The Wood-Cadillac and Central Cadillac Zones. (Wood-Cadillac shaft and internal winze to 305 metres) saw the produc tion of 59,689 oz. from 396,000 t of material grading 4.8 gpt Au ( ref. J. Daigneault & M. Sirois, M.E.R.N. report, 1981) . The Central Cadillac shaft (depth of 305 m) saw the production of 63,160 oz. from 418,870 t of material grading 4.7 gpt Au ( ref. J. Daigneault & M. Sirois, M.E.R.N. report, 1981 ) and where an historic resource of 249,000 oz. gold from 1.43 Mt of material grading 5.3 gpt Au are reported.

The Amm, Queenston No. 3 zone, Wood and Central Cadillac resources are historic mineral resources not prepared by a Qualified Person under NI 43-101 and cannot be relied upon.

Mineralization. The reader is referred to Globex’s 2011 Annual Information Form (AIF) filed on SEDAR (www.sedar.com) and on Globex’s website (www.globexmining.com) for details and descriptions of the various categories and styles of gold mineralization found within the Pandora JV Property.

Historic Exploration. The reader is referred to Globex’s 2012 Annual Information Form (AIF) filed on SEDAR (www.sedar.com) and on Globex’s website (www.globexmining.com) for details concerning the exploration work conducted on the Pandora JV Property for the period 1997 to 2009.

2010 to 2017 Joint Venture Exploration Programs. In 2010, the JV completed twelve holes totaling 4,450 m targeting the “South Break” or “South Contact” as well as the “North Break” (structurally and stratigraphically equivalent to the “Contact Zone” described at the Lapa Mine, 5 km to the east along the Cadillac Break. The work examined a one km strike length of the mineralized structure extending 800 m east and 200 m west of the Pandora #3 Shaft in the central portion of the property. Best drill intercepts included: 10.81 gpt Au/3.7 m (hole W10-81), 3.08 gpt Au/8.4 m (hole W10-85), 4.32 gpt Au/4.3 m (hole W10-87), 14.71 gpt Au/2.9 m (hole W10-82), 12.99 gpt Au/1.3 m (hole W10-83), 13.96 gpt Au/3.0 m and 7.71 gpt Au/3.8 m (hole W10-84).

In 2011, the JV completed five holes totaling 2,405 m. Four of the holes were positioned to follow up on results from the 2010 campaign in the area of the #3 Shaft Zone. Holes W11-89 to 11-92 all intersected gold values within or adjacent to the Cadillac Break. One of the deeper holes of the program, W11-92, intersected an exceptional 28.86 gpt Au/4.9 m at a vertical depth of approximately 350 m. Other important intercepts include 8.2 gpt Au/1.0 m (hole W11-89), 4.5 gpt Au/1.5 m, 3.88 gpt Au/6.5m (hole W11-91), 3.6 gpt Au/2.8 m and 6.6 gpt Au/1.0 m (hole W11-92). A fifth drill hole, W11-88, targeted an interpreted structural feature near the Amm Shaft on the southern portion of the Joint Venture property. This hole did not return any significant gold mineralization.

In 2012 the JV completed nine drill holes totaling 5,600 m. The program focused on searching (along approximately 100 m centres at depths of 350 to 450 m) for significant lateral and down plunge extensions of the deep Pandora #3 zone gold mineralization located in 2011.

Significant gold intercepts from this program included: 7.99 gpt Au/2.0 m, 7.14 gpt Au/2.0 m (hole W12-93), 11.73 gpt Au/1.3 m (hole W12-95), 4.09 gpt Au/4.5 m (hole W12-96), 22.08 gpt Au/1.0 m (hole W12-97), 3.8 gpt Au/41.0 m including 4.77 gpt Au/8.4 m and 12.6 gpt Au/9.1 m (hole W12-99B) and 3.05 gpt Au/4.0 m (hole W12-100).

In 2013, the JV completed 20 drill holes totaling 11,770 m of drilling, concentrated in the centrally-located Pandora #3 shaft area and at the Central Cadillac area in the western portion of the property. A single drill hole was completed in the AMM Shaft area, south of the main Cadillac Break. Drill spacing ranged from 50 to 150 m with vertical depth of investigation averaging 300 m in the Central Cadillac area and 400 m in the Pandora #3 area. The best gold intercepts are located within moderately to strongly altered biotite/silica rock hosting weak pyrite/arsenopyrite/pyrrhotite (+/-) mineralization and quartz/carbonate veins or veinlets.

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This mineralization often contains free gold and is best developed in the Cadillac Group sediments adjacent to ultramafic volcanics at or near the “North Break”, a major lithological contact. Best gold intercepts for the program included:

  • Pandora #3 Area: 6.4 gpt Au/4.27 m (hole W12-101); 158.5 gpt Au/0.65 m (hole W13-106), 15.1 gpt Au/11.80 m including 47.8 gpt Au/3.30 m and 5.0 gpt Au/4.0 m (hole W13-107).

  • Central Cadillac Area: 3.8 gpt Au/7.56 m (hole CC13-001); 3.8 gpt Au/9.80 m (hole CC13004);.4.8 gpt Au/10.65 m (hole CC13-006).

  • AMM Shaft area: 2.2 gpt Au/6.90 m (hole AMM13-01).

The 2013 drill results continue to indicate excellent discovery potential for outlining a significant high-grade mineral resource at a depth below 400 m in the area of the Pandora-Wood No. 3 Shaft Zone as well as in the less deeply explored Central Cadillac sector.

In 2014, a four-hole drill program totaling 2,637 m was completed. This program targeted possible extensions of some of the better 2012 and 2013 drill campaign gold intersections near the Pandora #3 shaft. One additional hole (W14-113) was drilled in September at the Amm claim. The high-grade gold intersections from the 2012-2013 programs were not repeated (not uncommon with free gold deposits), but the mineralized structures identified in previous drilling were intersected showing continuity at depth. Highlights from the 2014 drilling at Pandora-Wood included; 5.1 gpt Au/1.0 m (hole W14-109), 1.07 gpt Au/7.6 m (hole W14-110), 4.88 gpt Au/1.0 m and 2.47 gpt Au/5.0 m (hole W14-111), 2.97 gpt Au/2.0 m (hole W14-112B) and 6.08 gpt Au/1.5 m (hole W14-113).

In 2015, two phases of drilling were completed. A three-hole Phase 1 drill program totaling 1,802 m was conducted in early April. Drill hole CC-15-10 returned 4.22 gpt Au/2.25 m from 256.85 to 259.10 m and 3.11 gpt Au/3.0 m from 510.5 to 513.5 m. Drill hole W-15-114 intersected two mineralized zones of 30 cm and 90 cm length but returned no significant values. Drill hole W-15-115 returned 12.3 gpt Au/2.0 m from 633.0 to 635.0 m and 2.17 gpt Au/3.0 m from 652.0 to 655.0 m. Phase 2 consisted of a three-hole drill program totaling 1,638 m and was completed in September. The first hole, W15-116B returned an average of 15.6 gpt Au/5.0 m including an interval of 24.4 gpt Au/3.0 m. Drill hole W15-117 intersected a NE-SW major fault which displaced the host lithologies and the mineralized zones where not encountered. Drill hole W15-118 returned 3.30 gpt Au/3.0 m and 2.29 gpt Au/3.35 m.

In 2016, $15,422 was spent on the property. Mapping and sampling was done in detail following up on two anomalous gold values that were sampled during the 2015 program just north of the old Amm shaft on mining concession 289. Several grab samples located within altered Pontiac sediments or within tonalite intrusion returned anomalous gold values, some above 1 gpt Au (4.94 gpt Au, 1.71 gpt Au and 1.54 gpt Au).

Limited work was completed in 2017 for the amount of $6,977. A 25 kg sample from the Amm intrusion was selected and shipped to University of Toronto for geochronology analysis to be compared with similar intrusive found regionally along the Cadillac break. The Amm intrusion, a quartziferous monzodiorite, is dated 2688 ± 4Ma. As a comparison, the Canadian Malartic Mine intrusions are 10 Ma younger dated between 2675 to 2679 Ma.

Limited exploration activities have been undertaken on the property since 2018.

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2. Francoeur and Arntfield Gold Mines Property

Project Description and Location. On March 3, 2016 Globex informed shareholders that it had signed a Binding Letter of Intent with Richmont to acquire a 100% interest in the Francoeur Mine, Arntfield Mine and a large package of mining concessions, mining leases and claims. The property covers an area of 1,866 ha and approximately a 7 km strike length of the gold localizing Francoeur-Wasa Shear Zone. The purchase included a modern office building, headframe and hoist, core facility, machine shop and sundry equipment. Globex agreed to pay Richmont a 1.5% NSR on a portion of the property which includes Richmont’s former Francoeur Mine and Arncoeur property up to a total of $1,300,000 after which the NSR will be reduced to 0.5%.

On July 28, 2016, Globex issued a press release announcing that it had finalized the agreement for the Francoeur and Arntfield Gold Mines.

As part of the transaction, Globex transferred title of eleven claims located in Beauchastel Township adjoining the East boundary of Richmont’s Wasamac gold property to Richmont. These claims are subject to a 0.5% NSR payable to Globex.

Closing of the transaction was conditional upon approval by the MERN of the transfer of liability for the closure of the Francoeur mine to Globex. Globex has agreed to assume responsibility for $628,175 in mine closure and environmental obligations at the Francoeur mine of which $471,132 was previously funded through funding deposited with the Quebec Government by Richmont. Ownership and management of the bonding including Richmont’s previous contributions have been transferred to Globex. Globex funded the remaining closure obligation of $157,043 which was funded from proceeds from the vending of a sterile rock pile on the Francoeur mine property to a third party as well as other things.

The principal ore body on the Francoeur Mine Property is the Number 3 orebody which contains the “West Zone”. It is estimated that 2,187,200 t grading 6.17 gpt Au were mined producing 414,413 oz. (Source: Richmont Mines) from the mine. The adjacent Arntfield Mine is reported to have produced 480,804 tonnes grading 3.98 gpt Au and 0.93 gpt Ag between 1935 and 1942 (Source: Quebec government files).

A mineral resource (Measured and Indicated 320,000 t @ 6.47 gpt Au (66,600 oz. Au) and Inferred 18,000 t @ 7.17 gpt Au (4,150 oz. Au)) has been identified by Richmont in the West Zone of the Francoeur mine using a cut-off grade of 4.3 gpt Au and a gold price of CDN $1,300 (approximately USD $965) (Richmont Web Page Disclosure - Mineral Reserve & Resource Table as of December 31, 2015). This resource has not been reviewed by a Qualified Person for Globex under NI 43-101 and is considered by Globex as an historic estimate. The resource remains open at depth and is accessible by shaft and underground ramp. The Northern Miner (1991-09-23) reported an historic resource of 633,086 tonnes grading 4.84 gpt Au (98,512 oz. Au) on the adjoining Arntfield Gold Mine property (Source: SIGEOM.mines.gouv.qc.ca).

Geological Setting and Mineralization . The Francoeur and Arntfield gold property is situated in the Abitibi Sub-Province in the southern part of the Superior Structural Province. The underlying rocks are part of the Blake River volcanic group consisting of numerous interlayered mafic and felsic volcanic sequences. The volcanic rocks are intruded by diorite and gabbro intrusive masses. Syenite, feldspar porphyry and lamprophyre intrusions and dykes are common, particularly near important faults. Most faults or fractures on the property including the Wasa shear trend roughly east-west and eventually merge with the Cadillac Larder Lake Break to the east of the property.

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The properties extend over an area of 3,914 ha traversing approximately 8 km of strike length along the gold localizing Francoeur Wasa Shear Zone. Mineralization at Francoeur is a gold replacement type with close coexistence of gold and pyrite disseminated within and peripheral to altered shear zones. Hydrothermal alteration is well developed, and alteration minerals have distinct zonation from orebody outward: albitepyrite to carbonate-hematite to muscovite-chlorite. Gold mineralization is closely associated with these alterations, especially albite-pyrite alteration. Several gold zones are found on the property along the Francoeur-Wasa shear zone.

The Francoeur No. 3 deposit constitutes the main ore zone of the Francoeur Gold Mine; it was mined until 2001 down to the 17[th ] (>800 m) level by Richmont. The No. 3 deposit is hosted in the metavolcanic rocks of the Blake River Group and developed in the ductile Francoeur-Wasa shear zone. It is in contact with the southern margin of a gabbro-diorite stock. The mineralized zone extends down dip from surface to beyond the 17[th] level. It is a composite orebody consisting of four distinct ore zones, three of which occur within the Francoeur-Wasa shear zone.

The “West Zone” is located to the west of the No. 3 Deposit. It is composed of one zone with a variable thickness (0.5 m to 15 m) within the Francoeur-Wasa shear zone and dipping northward at about 35 to 45°. Gold-bearing mineralization is closely associated with albite-silica-pyrite alteration and a brittle fault breccia or mud fault. This zone differs from the No. 3 orebody by its apparent NW plunge, instead of the NE plunge generally observed elsewhere in the mine and also by its association with multiple dykes.

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Francoeur Mine Property - Generalized Deposit Cross Section (ref. Richmont Mines Inc. Technical Report on the Francoeur Gold Mine as of June 15, 2012)

It is estimated that 2,187,200 t grading 6.17 gpt Au were mined from Francoeur producing 414,413 oz. of gold (Source: Richmont Mines). The adjacent Arntfield Mine is reported to have produced 480,804 tonnes grading 3.98 gpt Au and 0.93 gpt Ag between 1935 and 1942 (Source: SIGEOM, Quebec government files).

History of the Arntfield Mine . Part of the history of the Arntfield property is abridged from a report by Alain Tremblay dated March 1986, titled “Cogesco Partnership 1986 and Company, Ltd., Report on Noranda Exploration Company Ltd.” The property was first staked in 1923 by F.S. Arntfield. Stripping and some drilling brought to light numerous gold showings all along the Francoeur-Arntfield (Wasa) Shear Zone.

By 1935, three small inclined shafts totalling 2,500 ft. were sunk. Extensive drifting permitted the delineation of sufficient reserves to justify production. In 1942, the mine was closed due to wartime restrictions. At the time, only the zone around Shaft #2 appeared to be open at depth.

Between 1942 and 1946, exploration work consisting of drifting and drilling was carried out in the area of Shaft #2 and Shaft #3. This work established the continuity of the #3 Zone. Several holes were drilled from surface to probe new targets but failed to identify continuous zones. However, several interesting intersections with values varying from 6.86 gpt Au over 0.78 m to 8.12 gpt Au over 5.9 m were encountered at vertical depths approaching 270 m.

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In 1977, Noranda Exploration staked the property and carried out geological and geophysical surveys (Magnetometer, Radem, HEM, IP). Three holes were drilled to test the extension of the Shaft #2 zone while five other holes tested selected geophysical anomalies.

In 1985, Cogesco funded a $600,000 surface drilling program aimed at better defining resources in the Main Shear Zone and testing the potential of other gold showings on the property. Thirty two holes were drilled on the Main Shear Zone to a maximum depth of 1,000 ft. (300 m). This zone now appears to be about 15 ft. (4.6 m) thick and remains open to the east.

In 1988, Nova Cogesco reported mineral resources at the No. 5 zone including 571,500 t grading 4.73 gpt Au and 108,900 t grading 6 gpt in the Main Zone. These resources were reported in the 1988-89 Canadian Mines Handbook and have not been prepared by a Qualified Person under NI Instrument 43-101 and are considered historic and not to be relied upon. The Northern Miner (September 23, 1991) later reported Noranda and Nova Cogesco had announced an historic resource of 633,086 tonnes grading 4.84 gpt Au (98,512 oz. Au) at the Arntfield Mine property (Source: sigeom.mines.gouv.qc.ca). These resources are also historic in nature.

History of the Francoeur Mine . Information in this section is abridged and excerpted from the “Technical Report on the Mineral Resource and Reserve Estimate for the Francoeur Gold Mine Rouyn-Noranda, Quebec, Canada as of June 15[th] , 2012 By Daniel Adam, Ph.D., Geo., Marc-André Lavergne, Ing. and Émilie TremblayPaquet, M.Sc., Geo.” filed by Richmont on SEDAR on August 17, 2012 and from other continuous disclosure documents posted by Richmont to SEDAR and its website. The reader is referred to Richmont’s original report filed on SEDAR for complete details.

A mineral resource (Measured and Indicated 320,000 t @ 6.47 gpt Au (66,600 oz. Au) and Inferred 18,000 t @ 7.17 gpt Au (4,150 oz. Au)) has been identified by Richmont in the West Zone of the Francoeur mine using a cut-off grade of 4.3 gpt Au and a gold price of CDN $1,300 (approximately USD $965) (Richmont Web Page Disclosure - Mineral Reserve & Resource Table as of December 31, 2015). This resource has not been reviewed by a Qualified Person for Globex under NI 43-101 and is considered by Globex as an historical estimate only. According to Francoeur’s work, the resource remains open at depth and is accessible by shaft and underground ramp.

Exploration and Development. Information in this section is abridged and excerpted from the “Technical Report on the Mineral Resource and Reserve Estimate for the Francoeur Gold Mine Rouyn-Noranda, Quebec Canada as of June 15[th] , 2012 By Daniel Adam, Ph.D., Geo., Marc-André Lavergne, Ing. and Émilie TremblayPaquet, M.Sc., Geo.” filed by Richmont on SEDAR on August 17, 2012 and from other continuous disclosure documents posted by Richmont to SEDAR and its website. The reader is referred to Richmont’s original report filed on SEDAR for complete details.

In 2004, Globex acquired part of the Arntfield Property comprised of the historic Block H and a small part of Block O. The property covers the area just east of the inclined Arntfield Mine #2 shaft and includes most of the eastern underground workings of the former mine. Globex completed a small amount of prospecting and compiled historical information on the property. This was followed by a program of three short drill holes to test an area of surface alteration and erratic gold mineralization. Globex drilling intersected up to 2.46 gpt Au over 2.84 m and 1.93 gpt Au over 6.62 m.

Further drilling and exploration was warranted when the property was sold to Richmont in 2011. In 2009, Richmont completed a Technical Report which included Probable Reserves of 615,664 t grading 6.91 gpt Au, proposing a total production of 136,000 oz. of gold over an initial four-year period, or 35,000 oz. annually.

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The mineral reserves were prepared using a gold price of US$800/oz. and a USD/CAD exchange ratio of 1.00. These reserves and resources have not been verified by a Qualified Person for Globex.

Francoeur Mine Reserves and Resources 2009

Tonnes
(metric)
Grade
gpt Au
Ounces
contained
Probable Reserves 615,664 6.91 136,749
Indicated Resources 76,449 7.54 18,541
Inferred Resources 202,250 5.95 38,706

In 2010 and 2011 Richmont began re-development of the Francoeur Mine, dewatering the mine’s 17 levels and completing 6,238 m of development including a ramp access to the lower portions of the No. 3 and West Zones. Surface and underground infrastructure were re-commissioned and 15,574 m of definition drilling began in November 2010. Richmont also announced intentions to complete 9,100 m of exploration drilling and 25,000 m of definition drilling at the Francoeur Mine in 2012. 1,265 oz. of gold were reported produced in 2011 and 3,401 oz. in 2012 from ore treated at the Camflo Mill.

A new reserve and resource calculation was completed at Francoeur Mine in a Technical Report filed on SEDAR on August 17, 2012 using a gold price of US$1,400/oz. (USD/CAD exchange ratio of 1.00).

Francoeur Gold Property Reserves and Resources –June 2012

Tonnes
(metric)
Grade
gpt Au
Ounces
contained
Proven Reserves 52,626 5.14 8,700
Probable Reserves 452,061 4.74 68,880
Total Proven +
Probable
504,687 4.78 77,580
Measured Resources 5,981 4.65 895
Indicated Resources 27,320 4.1 3,604
Total Measured &
Indicated Resources
33,301 4.2 4,499
Total Inferred
Resources
41,240 4.35 5,771

On November 29, 2012, Richmont announced the immediate closure of the Francoeur Mine due to high operating costs, low realized grades and difficult mining conditions. Commercial gold production at Francoeur ceased on November 30, 2012.

In 2013, Richmont reported 9,542 t of ore were milled (1,560 oz.) from the discontinued Francoeur Mine operation.

Francoeur reserves and resources were restated in 2014 eliminating reserves (or downgrading them to resources). These resources were reported again by Richmont in web disclosure with an effective date of December 31, 2015.

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Francoeur Gold Property Reserves and Resources –December 31, 2014 (and 2015)

Tonnes
(metric)
Grade
(gpt Au)
Ounces
contained
Measured Resources 40,000 5.89 7,600
Indicated Resources 280,000 6.55 59,000
Total Measured &
Indicated Resources
320,000 6.47 66,600
Inferred Resources 18,000 7.17 4,150

Since the property acquisition, Richmont’s database for the project has been imported into Globex’s database. Areas presenting exploration potential outside of the West resource envelope defined by Richmont are being compiled. Two drill holes were planned and completed by Globex. Hole FS-16-35 drilled in 2016, following-up on historical high-grade intersection, encountered a wide, near surface, low-grade zone returning 1.19 gpt Au over 74.0 m (true width 40 m) including 4.64 gpt Au over 8 m including 8.01 gpt Au over 4 m.

In 2017, prospecting in different areas of the property including Arncoeur, Murphy zone, Francoeur shaft #1 and Arntfield shaft #1, led to a trenching program completed over late summer consisting of nine trenches totalling approximately 302 meters in length and averaging four meters in width. Best results came from the South Shear located immediately south of the main Francoeur-Wasa shear between Francoeur shaft #1 and Arntfield shaft #1, returning 9.52 gpt Au over 7.1 m including 15.4 gpt Au over 4.1 m. Also the main structure, the Francoeur-Wasa shear, returned 8.07 gpt Au over 2.0 m (open to the south) east of Francoeur shaft #1 and 5.36 gpt Au over 4.2 m west of Francoeur shaft #1.

A ten-hole drilling program totalling 680 m was completed late October testing the Main and the South shear near surface where gold zones were intersected in the recent trenching. Best results from the South Shear returned 6.25 gpt Au over 3.25 m (true width) and 4.04 gpt over 7.34 m (true width) in drill holes FS-17-40 and FS-17-41 respectively. These two holes are located between Francoeur shaft #1 and Arntfield shaft #1. Best result from the Main Shear returned 11.57 gpt Au over 2.16 m (true width) in drill hole FS-17-45, located west of Francoeur shaft #1 (December 6, 2017 – press release).

Exploration on the property in 2018 focused on an area 450 meters south of the Wasa fault, called the 450 Zone. An area of historical trenches was grab sampled with assays as high as 14.16 g/t Au recovered. Due these positive results a large area was stripped, and a number of channel samples undertaken. Channel samples returned up to 7.04 g/t Au over 9.50 m. It was decided to undertake a drill campaign on both the South Zone and 450 Zone in early 2019.

In late 2018, Globex undertook a claim exchange with Monarch Resources acquiring 65 claims adjoining the property including approximately four kilometers of the Cadillac Break and the deep down plunge potential of the Francoeur #3 gold zone.

Early in 2019, Globex completed a ground magnetic survey and a 13.4 km induced polarization (IP) survey centered upon the newly unearthed 450 Gold Zone. Globex decided to undertake a drill program to test the recent outlines IP anomalies. From March 5 to March 26, 2019, eight drill holes totalling 1,656 metres were completed in the area of the 450 Gold Zone and on the Main and South Shear, a total of 636 samples were assayed for gold for a total of 820.35 meters of core. Seven drill holes intersected gold. Best results of those received to date were intersected in hole FS-19-47, testing the South Shear IP anomaly, returning 2.45 g/t Au over 3.0 metres and in hole FS-19-48, targeting the east extension of the 450 zone, returning 3.33 g/t Au over 1.50 meters.

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Summer prospecting and sampling led to new trenching and mapping on the 450 Zone and south of the Francoeur #8 Gold Zone. Channel sampling on the North extension of the 450 zone returned 6.21 Au g/t over 4.0 m and 3.11 g/t Au over 1.90 m. Channel sampling on the Murphy zone returned 3.41 Au g/t over 1.90 m (zone open to the north). Some 60 channel samples are still pending from south of the Francoeur #8 Gold Zone trenches.

In the fall, eight drill holes totalling 1,024 metres were completed in the area of the 450 Gold Zone, between the #1 et #2 Arntfield Mine shafts and testing two IP anomalies from the latest geophysical survey. Drilling results were disclosed in November 26, 2019 press release. Holes FS-19-57, FS-19-58 and FS-19-59 were drilled in the area of the 450 Zone and intersected respectively 3.56 g/t Au over 2.4 m, 1.11 g/t Au over 14.25 m (including 5.25 g/t Au over 1.5 m) and 1.47 g/t Au over 13.5 m (including 2.83 g/t Au over 4.5 m). One of the two holes drilled in the area of the Arntfield shaft #2 returned 1.45 g/t Au over 21.3 m (including 4.42 g/t Au over 3.0 m). One of the two holes testing an IP anomaly on the possible west extension of the South Shear returned 2.02 g/t Au over 1.4 m. Finally, FS-19 56 drilled above historical hole FS-05-26 that reported 1.13 g/t Au over 24.7 m (including 1.61 g/t Au over 13.3 m intersected 1.81 g/t Au over 11.0 m (including 3.45 g/t Au over 3.4 m).

3. Duquesne West Property

Property Description and Location . The Duquesne West (and Ottoman) Property is comprised of 60 claims totalling 929 ha located 32 km northwest of the mining town of Rouyn-Noranda and 10 km east of the town of Duparquet in Duparquet Township, northwestern Quebec. The property is accessed by vehicle along gravel roads originating from Highway 393 roughly 4.5 km west of Highway 101. A series of ATV trails and various drill roads provide further access throughout most of the property. The property is held 100% by DAL, a company owned 50% by Globex and 50% by GJSL, a company owned by Jack Stoch, President, Chief Executive Officer and a director of Globex.

History . Public documents show exploration at the Duquesne West property began around 1927. During the 1930s and 1940s, a total of 53 drill holes (6,750 m) were completed by various companies. From 19731982, extensive shallow diamond drilling and geophysical surveys were conducted on the property. In 1983, Claremont Mines Limited sank a 25 m shaft and extracted a 385 t bulk sample from the Shaft Zone.

Geological Setting. The reader is referred to Globex’s 2011 Annual Information Form (AIF) filed on SEDAR (www.sedar.com) and on Globex’s website (www.globexmining.com) for further details regarding the regional, local and property geological setting of the property. The property is located 4 km east and along strike from the past producing Beattie and Dorchester mines which respectively produced 8.4 Mt @ 3.5 gpt Au and 1.2 Mt @ 9.3 gpt Au (ref. MRNF report ET 2005-01, M. Legault, J. Goutier, G. Beaudoin, M. Aucoin, 2005) and 3.5 km west of the past producing high-grade Duquesne Mine which produced 199,912 t @ 10.3 gpt Au (ref.: MRNF report ET 2005-01).

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Explora

tion and Development. In 1987, Globex acquired a 50% interest in the Duquesne West Property and carried out various ground geophysical surveys and geological mapping work. The property was optioned to Noranda Exploration in 1990. Noranda conducted mapping, trenching and completed 13 drill holes totalling 3,708 m. In 1994, Globex carried out an initial drilling program on the property completing seven drill holes (440 m). The property was then optioned to Santa Fe Canadian Mining Ltd., which carried out further exploration until 1997, including 57 drill holes totaling 26,429 m. Santa Fe also completed an IP survey which identified a new deep anomaly between the Shaft Zone and the Fox Zone. The deepest drill hole to test this anomaly returned 28.5 gpt Au/3.25 m. A “preliminary inventory” was estimated at the time, describing 1.3 Mt grading 7.8 gpt Au. This estimate cannot be relied upon, as this estimate was not undertaken by a Qualified Person for Globex under NI 43-101 guidelines.

In 2002, Kinross Gold Corporation optioned the property and undertook geochemical, geophysical and geological surveys which culminated in the completion of 14 drill holes totaling 5,300 m and the discovery of the LIZ and the NIP Zones. Drill intercept highlights from this work include; 6.9 gpt Au/11.2 m (hole DQ-0202: LIZ Zone), 5.5 gpt Au/11.4 m (hole DQ-02-10: LIZ Zone) and 9.9 gpt Au/3.5 m (hole DQ-02-09: NIP Zone). In 2003, Reddick Consulting Inc. (RCI) completed a report which estimated a mineral resource for Kinross Gold Corp. on the Shaft, South Shaft, Fox and LIZ zones.

The report indicated a total of approximately 665,000 t grading 11.4 gpt Au (uncut). This resource estimate was not completed for Globex and a Qualified Person has not reviewed the mineral resource for Globex. Kinross terminated its option in 2003.

In late 2003, Queenston Mining Inc. optioned the property and drilled 15 holes (9,783 m) focussed principally on the LIZ Zone. Several holes intersected significant gold values including 4.2 gpt Au/8.0 m including 6.1 gpt

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Au/4.5 m (hole DQ-03-15: LIZ Zone) and 4.5 gpt Au/13.6 m, including 6.1 gpt Au/9.1 m (hole DQ-03-16: LIZ Zone). Queenston Mining Inc. subsequently returned the property.

In 2006, Diadem Resources Ltd. took an option to earn a 50% interest in the property, completing 20 drill holes totalling 12,245 m; increasing the size of the LIZ Zone and testing the NIP and adjacent Pitt zone.

On February 18, 2010, DAL optioned the Duquesne West-Ottoman Fault Property to Xmet Inc. (“ Xmet ”). Xmet initiated its own diamond drill program with the objective of upgrading resources in future estimates. Xmet also completed a property-wide helicopter-borne EM/magnetometer survey and in-hole IP surveys. Drilling continued into 2011 to eventually comprise 33 holes totalling 13,206 m. Significant results from the 2010/2011 drilling are presented in an Xmet press release dated April 28, 2011 and summarized in Globex’s 2011 Annual Information Form.

In 2011, Xmet commissioned Watts, Griffis & McOuat Limited (“ WGM ”) to prepare a mineral resource estimate. The 2011 Inferred mineral resource estimate is described in a press release issued by Xmet dated September 8, 2011 and a Technical Report dated October 20, 2011. Both documents were filed by Xmet on SEDAR. The WGM Mineral Resource estimate used a cut-off grade of 3.0 gpt Au over a 2.5 m minimum horizontal width.

WGM’s estimate was calculated for eight gold zones having an average width of 5.71 m for a total of 4,171,000 t grading 5.42 gpt Au (6.36 gpt Au uncut) containing 727,000 oz. Au (853,000 oz. uncut). Approximately half of the inferred resources are contained in the LIZ and Fox zones. At that time, Globex had an option and royalty interest in the property. The report was prepared in accordance with NI 43-101 and was reviewed for reasonability by a Globex Qualified Person; however, Globex recommends the reader review the technical report filed by Xmet on SEDAR (www.sedar.com).

Also in 2011, Xmet completed channel sampling on the Shaft Zone, which confirmed continuity and grade of the mineralization at surface with significant assays returning 3.18 gpt Au/4.2 m and 12.3 gpt Au/1.3 m. Detailed drilling along a strike length of 150 m at 25 m grid spacing and to a depth of 100 m (8,592 m) was undertaken at the Shaft zone. Highlights include; 11.7 gpt Au (uncut)/5.1 m (hole DO-11-38), 7.84 gpt Au/2.75 m (hole DO-11-41), 5.18 gpt Au/4.55 m (hole DO-11-46), 4.0 gpt Au/11.7 m (hole DO-11-51), 3.65 gpt Au/4.0 m (hole DO-11-54), 3.4 gpt Au/4.35 m (hole DO-11-60) and 4.4 gpt Au/4.9 m (hole DO-11-61). See Xmet press releases dated December 13, 2011, January 11, 2012 and January 17, 2012, respectively.

Xmet continued drilling in 2012 at the Fox Zone returning best gold intercepts of 12.4 gpt Au/4.5 m (6.88 gpt Au/4.5 m cut to 30.0 gpt Au) (hole DQ-04-23w: Fox Zone), 3.2 gpt Au/2.9 m (hole DQ-12-72: Fox Zone) and 2.96 gpt Au/3.5 m (hole DO-11-67: Stringer Zone). See Xmet press release dated November 7, 2012. Geomet Mineralogical studies were completed in 2012 on drill core from the Duquesne West deposit, confirming the gold mineralization to be free milling, non-refractory and not associated with arsenic. See Xmet press release dated April 26, 2012.

On July 3, 2013, Xmet dropped its interest in the Duquesne West property and returned it to DAL. Globex through DAL considers the Duquesne West property to be a significant exploration project based on the continued growth of its mineral resource through several option periods and the relatively high-grade nature of the recorded resources which compare favourably against current gold prices.

Due the rising price of gold, Globex and GJSL have decided to now promote this project to suitable exploration partners.

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4. Magusi River and Fabie Bay Mines

In March 2011, Globex acquired a 100% interest in the Magusi River and Fabie Bay Mines property from First Metals Inc. In 2011, Globex entered into a Letter of Intent with Mag Copper whereby Mag Copper could earn a 100% interest in the Magusi-River and Fabie Bay Mines property by issuing 13,500,000 Mag Copper shares, making cash payments totalling $1,075,000 over three years, incurring $10,250,000 in expenditures on the property over a four-year period and reserving a 3% GMR on production for Globex.

In 2014 and 2015, Mag Copper met with substantial difficulty raising funds to meet its objectives to develop Fabie Bay. Late in 2015, Mag Copper informed Globex that it was encountering difficulty raising the funds to meet its obligations under our option arrangement. In February 2016, Globex terminated the agreement as a result of the outstanding obligations and the property was returned to the Corporation. In March, Globex began discussions with the MERN to secure a 50,000-t bulk sample permit and a mining lease application for future operations at Magusi. The bulk sample permit was secured on December 1, 2016. In late 2017, Globex optioned the property and over time received cash payments totalling $150,000. The option was terminated in early 2019 due to a lack of funding.

Property Description and Location . The Fabie Bay and Magusi River massive sulphide deposits are part of a large property comprised of 184 claims and one mining concession (# 872) totalling 7,151 ha in Duparquet, Duprat, Hébécourt and Montbray Townships. The property is accessible by an all-weather gravel road leading to both deposits from highway 101, north of Rouyn-Noranda.

Geological Setting . (Source: October 1989 Feasibility Study by Deak Resources Corporation) The Fabie Bay copper deposit is enclosed in a sequence of overturned, but relatively undeformed mafic pillow lavas, breccias and tuffs. The partially mined ore deposit is a conformable lens of massive sulphide with a strike length of approximately 100 m in an east-northeast direction with a down-dip (70[o] ) extension of approximately 180 m. The ore is composed essentially of massive, fine grained pyrrhotite (30%) disseminated and finely banded chalcopyrite (5%) and pyrite (25%). Sphalerite and galena are associated with oxidized zones and make up less than 1% of the sulphides.

The massive pyrrhotite contains both finely disseminated grains and wispy, discontinuous laminations of chalcopyrite. Finely interspersed fragments of non-sulphide material are inter-laminated with the sulphides. On the stratigraphic foot wall, narrow (less than one inch) layers of continuous massive pyrite and chalcopyrite lie at the contact with pillow lavas. This sulphide-volcanic contact is sharp but irregular, with large chloritized pillow fragments up to three inches in diameter enclosed within the massive sulphides.

Approximately 30% of the massive pyrrhotite has been subsequently altered by oxidation to pyrite which is distributed throughout the orebody in a grid-like network of conformable layers and cross-cutting veinlets. The pyrite-rich zones are usually bordered by lesser amounts of fine grained iron-rich carbonates, iron oxides and trace amounts of sphalerite and galena.

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A siliceous zone, rich in disseminated pyrite, pyrrhotite and chalcopyrite is inter-layered and broadly conformable with the massive sulphide body along the stratigraphic hanging wall of the orebody. This zone is composed of quartz (70%), disseminated sulphide (20%) and carbonate (10%). Pyrite predominates as the most abundant sulphide (85%) in these layers, followed by chalcopyrite (10%) and lesser pyrrhotite (5%). Copper values in the sulphide enriched portion of the siliceous zone are approximately the same as in the massive sulphide zone. This zone is interpreted as a sulphide-rich chert, later recrystallized during metamorphism to granulated quartz.

A broad zone of disseminated pyrite (1-10%) envelops the ore zone and contains weakly anomalous copper and zinc. This copper and zinc geochemical halo has been traced by diamond drill holes to a vertical depth of about 400 m, at which point it appears to be cut off.

The Magusi River orebody occurs in a series of acidic to intermediate lava flows which strike about east-west and dip south at 50[o] . These flows are intruded by bodies of diorite which are probably sills and roughly conform with stratigraphy. A few small dikes of feldspar porphyry also occur, again approximately parallel to the flows. In the vicinity of the ore zone, the rocks are highly sheared and altered to sericite and chlorite schists with varying amounts of talc and quartz. The ore occurs in a large body of massive sulphide within this schist.

The Magusi massive sulphide lens is at least 500 m long and extends to a least 400 m below surface. The western 300 m of strike length has a maximum thickness of 35 m with an average of about 15 m and contains all of the known resources. This thick part tapers abruptly to a narrow tail to the east averaging less than 3 m in thickness which persists along strike for at least 200 m. All of the massive sulphide contains values in

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copper, zinc, gold and silver. The better values are found near the west end of the deposit and along the footwall of the massive sulphide. There are some scattered disseminated sulphides in the schists adjacent to the massive sulphides but values in the disseminated sulphides are low.

Exploration and Development. On May 12, 2012, Mag Copper announced by press release the results of an updated resource estimate for the Magusi River Copper-Zinc-Silver and Gold deposit prepared by Roscoe Postle Associates Inc. and reported in accordance with NI 43-101.

The press release summarizes the resources identified as indicated resources of 1,309,000 tonnes grading 4.12% Zn, 1.99% Cu, 42.8 gpt Ag and 1.27 gpt Au and an inferred resource of 355,000 tonnes at 0.39% Zn, 3.41% Cu, 24.2 gpt Ag and 0.26 gpt Au. The Roscoe Postle Associates Inc. report entitled “Technical Report on the Mineral Resource Estimate for the Magusi Project, Abitibi Region, Canada for Mag Copper Ltd.”, prepared by Bernard Salmon, ing., Holger Krutzelmann, P.Eng. - Roscoe Postle Associates Inc. March 21, 2012 was filed on SEDAR by Mag Copper on May 12, 2012. At that time, Globex had an option agreement and royalty arrangement in place. The report was prepared in accordance with NI 43-101, and it was reviewed for reasonability by a Globex Qualified Person; however, Globex recommends the reader review the technical report filed by Mag on SEDAR (www.sedar.com).

Two drill holes were completed late in March 2017 on the eastern extension of the Fabie Bay-Magusi stratigraphy. Drilling was performed from the lake ice with helicopter support. The first hole was abandoned after 96 m when the casing did not encounter the bedrock in the vicinity of the Smokey Creek Fault. The second hole encountered strongly altered rhyolite and was halted at 135 m due to poor ice conditions. No base metals were intersected, and a downhole pulse EM survey did not record any anomalies.

Additional Early-Stage Exploration Properties

In addition to the properties described above, Globex owns numerous other early-stage exploration properties all of which are referenced in the “Exploration Properties in Canada, United States and Europe” table at the beginning of this section. Globex has varying degrees of information on these properties. These properties are in the early stages of exploration and any future potential production from these properties is highly speculative at this time. More information on Globex exploration properties can be found at Globex’s website at www.globexmining.com.

RISK FACTORS

The Corporation, like all other mining exploration companies, is exposed to a variety of financial and environmental risks as well as operational and safety risks related to the nature of its activities. It is also subject to risks related to other factors, such as metal prices and financial market conditions. The main risks which the Corporation is exposed to are as follows:

(a) Financing Risk

The Corporation must periodically obtain new funds in order to pursue its activities. While it has succeeded in doing so to date, there can be no assurance that it will continue to do so in the future.

(b) Financial Market Risk

Under its current business model as a project generator, Globex acquires properties and attempts to option or sell them to other junior mining companies or producers. In order for junior mining companies to satisfy their obligations to Globex under their respective option arrangements, in many

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cases, they must raise funds in the equity markets. There can be no assurance that they will be able to do so in the future.

(c) Volatility of Stock Price and Limited Liquidity

Globex’s common shares are listed on the TSX under the symbol GMX, in Europe under the symbol G1MN on the Frankfurt, Stuttgart, Berlin, Munich, Tradegate, Lang and Schwartz Stock Exchanges and trade under the symbol GLBXF on the OTCQX International Exchange in the United States.

Globex’s common shares have experienced significant volatility in price and trading volume over the last several years. There can be no assurance of adequate liquidity in the future for Globex’s common shares.

(d) Permits and Licenses

The Corporation’s operations may require permits and licenses from different governmental authorities. There can be no assurance that the Corporation will obtain all the required permits and licenses in order to continue the exploration and development of its properties.

(e) Government Laws and Regulations

The Corporation's operations and exploration activities are subject to the laws and regulations of federal, provincial, and local governments in the jurisdictions in which the Corporation operates. These laws and regulations are extensive and govern prospecting, exploration, development, production, exports, taxes, labour standards, occupational health and safety, waste disposal, toxic substances, environmental protection, mine safety and other matters.

Compliance with such laws and regulations increases the costs of planning, designing, drilling, developing, constructing, operating, closing, reclaiming and rehabilitating mines and other facilities. New laws, regulations or taxes, amendments to current laws, regulations or taxes governing operations and activities of mining corporations or more stringent implementation or interpretation thereof could have a material adverse impact on the Corporation, cause a reduction in levels of production and delay or prevent the development of new mining properties.

The Canadian mining industry is subject to federal and provincial environmental protection legislation. This legislation sets high standards on the mining industry in order to reduce or eliminate the effects of waste generated by extraction and processing operations and subsequently emitted into the air or water. Compliance with applicable environmental legislation and review processes, as well as the obtaining of permits, particularly for the use of the land, permits for the use of water, and similar authorizations from various governmental bodies increases the costs of planning, designing, drilling, as well as exploration and operating activities.

Some of the Corporation’s operations are subject to reclamation, site restoration and closure requirements. Costs related to ongoing site restoration programs are expensed when incurred. It is possible that the Corporation’s estimates of its ultimate reclamation liability could change as a result of possible changes in laws and regulations and changes in cost estimates. Failure to comply with applicable laws and regulations may result in enforcement actions thereunder, and may include corrective measures requiring capital expenditures, installation of additional equipment or remedial actions.

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(f) Aboriginal Rights and Duty to Consult

The Corporation operates and does exploration on properties which are subject to Aboriginal rights or titles. The Corporation, under its Corporate Social Responsibility program, and local laws and regulations, consults with First Nations about any impact of its activities on such rights, titles or claims, which may cause delays in making decisions or project start-ups. Further, there can be no assurance of favourable outcomes of these consultations. The Corporation may have to face adverse consequences such as significant expenses on account of lawsuits and loss of reputation.

(g) Environmental Risks

Environmental legislation is evolving in a way which will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and increased responsibility for companies and their officers, directors and employees. At this time, it is not certain that these changes will not adversely affect the Corporation’s operations. Compliance costs are expected to rise.

(h) Title Matters

The staked mining claims in which the Corporation has an interest have not been surveyed and accordingly, the precise location of the boundaries of the claims and ownership of mineral rights on specific tracts of land comprising the claims may be in doubt. Although, the Corporation has taken all possible measures to ensure proper title to its properties and royalty interests, including filing of necessary documents and payments to local regulatory authorities, there is no guarantee that the title of any of its properties will not be challenged. The provincial governments are currently working to convert mining claims to a map designated cells which should mitigate this risk.

(i) Metal Prices

Even if the exploration programs of the Corporation are successful, some factors out of the Corporation’s control may affect the marketing of the minerals found. World-wide supply and demand for metals determines metal prices which are affected by many factors including international, economic and political trends, inflation expectations, exchange rate fluctuations, interest rates, global and regional consumption levels, speculative activities and worldwide production levels. The effects of these factors cannot be precisely predicted.

(j) Key Personnel

The management of the Corporation rests on certain key personnel and mostly on its President and Chief Executive Officer. The loss of the President and Chief Executive Officer could have a negative impact on the development and the success of the Corporation.

(k) Public Health Crises

The Corporation faces risks related to pandemics and epidemics, such as the outbreak of the coronavirus that surfaced in December 2019 in Wuhan, Hubei Province, China and has spread to other countries around the world, including Canada and the United States, which could significantly disrupt the Corporation’s operations and may materially and adversely affect its business and financial condition. The extent to which the coronavirus impacts the Corporation’s business, including its operations and the market for its securities, will depend on future developments which are highly uncertain and cannot be predicted at this time, including the duration, severity and scope of the

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coronavirus outbreak and the actions taken by various government authorities to contain or treat the outbreak. The continued spread of the coronavirus could materially and adversely impact the Corporation’s business, including without limitation, employee health, workforce productivity, increased insurance premiums and medical costs, restrictions on travel by the Corporation’s personnel and by the personnel of the Corporation’s various optionees, the availability of industry experts and personnel, restrictions on drilling programs by the Corporation’s optionees and/or the timing to process drill and other metallurgical testing, and other factors that will depend on future developments beyond the Corporation’s control, all or some of which may have a material adverse effect on the Corporation’s business, financial condition and results of operations.

In addition, a significant outbreak of coronavirus could result in a widespread global health crisis that could adversely affect global economies and financial markets resulting in an economic downturn that could have an adverse effect on the demand for precious metals and the Corporation’s business, financial condition and results of operations.

V. DIVIDENDS

The Corporation has not paid any dividends since its incorporation. The current intention of the Corporation is to reinvest all future earnings in order to finance the growth of its business. As a result, the Corporation does not intend to pay dividends in the near future. Any future determination to pay cash dividends will be at the discretion of the Board of Directors of the Corporation and will depend on the Corporation’s financial condition, operating results, capital requirements and such other factors that the Board of Directors deems relevant.

VI. CAPITAL STRUCTURE

The Corporation is authorized to issue an unlimited number of common shares and an unlimited number of preferred shares, issuable in series. At December 31, 2019, the Corporation had 54,389,852 common shares and no preferred shares issued and outstanding. Each common share entitles the holder thereof to one vote.

Normal Course Issuer Bid

On March 11, 2020, the Corporation issued a press release announcing that the TSX had approved the renewal of Globex’s normal course issuer bid (“ NCIB ”). Under the renewed NCIB, Globex is entitled to repurchase for cancellation up to 1,000,000 common shares, representing approximately 1.84% of Globex’s issued and outstanding shares as of March 1, 2020, over a twelve-month period starting on March 13, 2020 and ending on March 12, 2021. The purchases by Globex will be effected through the facilities of the TSX and on other alternative trading systems in Canada, and will be made at the market price of the shares at the time of the purchase. Globex had 54,381,852 common shares issued and outstanding as of March 1, 2020, of which 48,359,261 shares constituted the “public float”.

During the six months ended February 29, 2020, the average daily trading volume for Globex’s common shares on the TSX was 18,943 shares. Consequently, under the policies of the TSX, Globex has the right to repurchase during any one trading day a maximum of 4,735 common shares, representing 25% of the average daily trading volume. In addition, Globex may make, once per calendar week, a block purchase (as such term is defined in the TSX Company Manual) of common shares not directly or indirectly owned by insiders of Globex, in accordance with the policies of the TSX.

Globex intends to acquire the common shares because it believes that the repurchase of common shares at certain market prices is beneficial to Globex and its shareholders. Globex intends to make any purchases on

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an opportunistic basis, taking share price and other considerations into account. Any purchases made pursuant to the NCIB will be made in accordance with the requirements of the TSX.

In connection with the NCIB, Globex entered into an automatic share purchase plan with a Canadian securities dealer pursuant to which the securities dealer, acting as Globex’s agent, may acquire at its discretion shares on Globex’s behalf during “black-out” or “closed” periods under Globex’s stock trading policy, subject to certain parameters as to price and number of shares.

Under its previous NCIB, which entered into effect on March 12, 2019 and which expired on March 11, 2020, Globex was authorized to purchase up to 1,000,000 shares. As of March 1, 2020, Globex had repurchased 583,500 common shares at a volume weighted average purchase price of $0.3310 per share, through the facilities of the TSX and on alternative trading systems in Canada. All of the repurchased shares were cancelled by Globex.

Shareholders may obtain, without charge, a copy of the notice filed by Globex with the TSX with respect to the NCIB by contacting Globex at its head office.

VII. MARKET FOR SECURITIES

The following table sets forth the monthly high and low sale prices and trading volume of Globex’s common shares traded on the TSX for the calendar year 2019.

PRICE PER SHARE (IN CANADIAN DOLLARS) AND VOLUME TRADED

2019 High Low Volume
January $0.33 $0.28 690,380
February $0.34 $0.28 1,112,370
March $0.335 $0.285 1,125,150
April $0.41 $0.31 690,440
May $0.41 $0.335 334,210
June $0.39 $0.335 162,560
July $0.40 $0.35 502,585
August $0.40 $0.33 936,050
September $0.40 $0.35 319,156
October $0.40 $0.34 317,220
November $0.39 $0.315 368,260
December $0.365 $0.31 446,540

Source: TSX

Significant volumes of the Corporation’s shares also traded on other exchanges in the U.S. (OTCQX International Exchange) and Europe (Frankfurt, Stuttgart, Berlin, Munich, Tradegate, Lang and Schwartz Stock Exchanges).

VIII. ESCROWED SHARES

At December 31, 2019, 36,100 (December 31, 2018 – 36,100) common shares are held in escrow. These shares represent 0.07% of the Corporation’s issued and outstanding common shares. The shares, originally issued as consideration for a property since abandoned, will not be released from escrow.

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IX. DIRECTORS AND OFFICERS

NAME, OCCUPATION AND SECURITY HOLDING

Globex’s directors and senior officers and their respective shareholdings are presented below.

Names and
Municipality of
Residence
Position with the
Corporation
Principal Occupation Director
since
Number of shares
beneficially owned or over
which control is exercised
as March 1, 2020
Jack Stoch
Toronto, Ontario,
Canada
Director, President
and Chief Executive
Officer
President and Chief Executive
Officer of the Corporation
1983 4,616,444
Dianne Stoch
Toronto,
Ontario,
Canada
Director Corporate Director 1985 1,139,647
Chris Bryan(1)
Cambridge,
Ontario,Canada
Director Mining Analyst (retired) 1983 72,500
Ian Atkinson(1) (2)
The Woodlands,
Texas, U.S.A.
Director Director
Kinross Gold Corporation
(mining company)
Director
Wolfden Resources
Corporation
(mining company)
Director
Argonaut Gold Inc.
(miningcompany)
1986 -
Johannes H. C. van
Hoof(1) (3)
Buenos Aires,
Argentina
Director Chairman and Chief Executive
Officer
NSGold Corporation
(miningexploration company)
2014 194,000
Carmelo Marrelli
Woodbridge,
Ontario, Canada
Chief Financial
Officer
President
Marrelli Support Services Inc.
(provider of accounting
services to reportingissuers)
- -
Andrew Newbury
Toronto, Ontario,
Canada
Corporate Secretary Account Executive
DSA Corporate Services Inc.
- -

(1) The independent members of the Board of Directors are each members of the Audit Committee, Corporate Governance Committee and Compensation Committee.

(2) Mr. Atkinson was appointed President and Chief Executive Officer, Centerra Gold Inc. effective May 17, 2012 and retired effective December 2015. Over the preceding five-year period, Mr. Atkinson served as Senior Vice President Global Exploration and VicePresident Exploration for Centerra Gold Inc.

(3) Mr. van Hoof is Executive Chairman and a director of NSGold Corporation, a company listed on the TSXV. Mr. van Hoof also served as a director and President and Chief Executive Officer of NSX Silver Inc. until September 2018.

Each director holds office until the next annual meeting of shareholders or until the election of his or her successor, unless he or she resigns or his or her office becomes vacant by removal, death or other cause. Each director has held his or her principal occupation set out above for at least the last five years.

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As of March 1, 2020, the directors and senior officers as a group beneficially own, directly or indirectly, or exercise control or direction over an aggregate of 6,022,591 common shares, representing approximately 11.1% of the outstanding common shares of the Corporation.

CEASE TRADE ORDERS, BANKRUPTCIES, PENALTIES OR SANCTIONS

Except as disclosed below, to the best knowledge of the Corporation, no director or officer or principal shareholder of the Corporation is, as at the date hereof or has been within the last ten years prior to the date hereof, (a) subject to a cease trade order, an order similar to a cease trade order or an order that denied a company access to any exemption under securities legislation that was in effect for a period of more than 30 consecutive days that was issued while the director or officer of the Corporation was acting in the capacity as director, chief executive officer or chief financial officer of that company; (b) subject to a cease trade order, an order similar to a cease trade order or an order that denied a company access to any exemption under securities legislation that was in effect for a period of more than 30 consecutive days that was issued after the director or officer ceased to be a director, chief executive officer or chief financial officer of that company and which resulted from an event that occurred while that person was acting in such capacity; (c) a director or executive officer of any company that, while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets; or (d) became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or became subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold his assets.

CONFLICTS OF INTEREST

The Corporation’s directors and officers may serve as directors or officers of other companies or have significant shareholdings in other companies and, to the extent that such other companies may enter into transactions with the Corporation or participate in ventures with the Corporation, the directors and officers of the Corporation may have conflicts of interest. In the event that such conflict of interest arises, a director who has such a conflict will abstain from voting with respect to any such transaction or venture at all meetings of our Board of Directors.

X. LEGAL PROCEEDINGS AND REGULATORY ACTIONS

In the normal course of business activities, the Corporation may be subject to various legal actions. As at December 31, 2019, there was no legal action against the Corporation that could have a material adverse impact on the Corporation’s financial condition.

During fiscal 2019, the Corporation (i) was not subject to any penalty or sanction imposed by a court relating to securities legislation or by a securities regulatory authority, (ii) was not subject to any other penalty or sanction imposed by a court or regulatory body that would likely be considered important to a reasonable investor in making an investment decision, and (iii) did not enter into any settlement agreement before a court relating to securities legislation or with a securities regulatory authority.

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XI. INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTION

Other than as may be disclosed in this AIF, no director or senior officer of the Corporation, and no person or company that beneficially owns, or controls or directs, directly or indirectly, more than 10% of the common shares, and any of their respective associates or affiliates, has or had a material interest, direct or indirect, in any transaction, within the three most recently-completed fiscal years or during the current fiscal year, that has materially affected or is reasonably expected to materially affect the Corporation.

XII. AUDIT COMMITTEE INFORMATION

Audit Committee Charter

The charter of the Audit Committee is set out as Schedule A to this AIF.

Audit Committee Composition

The Audit Committee is composed of Messrs. Ian Atkinson, Chris Bryan and Johannes H.C. van Hoof. Each member of the Audit Committee is independent and financially literate within the meaning of Multilateral Instrument 52-110 Audit Committees .

Relevant Education and Experience

Each member of the Corporation’s Audit Committee has a good command of generally accepted accounting principles and has the ability to understand a set of financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of the issues that can reasonably be expected to be raised by the Corporation’s financial statements. This section describes at greater length how these members acquired their financial literacy.

Ian Atkinson, M.Sc, A.K.C., D.I.C, a geologist, is currently a Director of Globex as well as Kinross Gold Corporation following his appointment in February 2016, Argonaut Gold Inc. following his appointment in May 2016, as well as Wolfden Resources Corporation. Mr. Atkinson was previously President and CEO of Centerra Gold before retiring in 2015. He has more than 40 years of experience in the mining industry with extensive background in exploration, project development and mergers and acquisitions. Prior to his tenyear tenure at Centerra, Mr. Atkinson held various senior leadership positions with Hecla Mining Company, Battle Mountain Gold, Hemlo Gold Mines and the Noranda Group. Mr. Atkinson has contributed to the discovery of several major mineral deposits and been involved in a number of large global mining projects in his career. Mr. Atkinson holds a Bachelor of Science degree in geology from King’s College, University of London and a Masters degree in geophysics from the Royal School of Mines, University of London. Mr. Atkinson is the Chair of the Compensation Committee .

Chris Bryan, B.Sc. Geology, B. Comm., now retired, was formerly President of CBIM, an Ontario Securities Commission-registered investment counsel. From 1994 to 1995, he was President of Ophir Capital, an investment management company. Prior to that, from 1989 to 1994, Mr. Bryan was Vice-President, Director and Portfolio Manager of Bolton-Tremblay Inc. He was also a mining analyst/ portfolio manager at the Caisse de dépôt et placement du Québec from 1985 to 1989. The seven previous years were spent as a mining analyst with Lévesque Beaubien Inc. and Nesbitt Thomson Bongard Inc. Mr. Bryan is the Chair of the Corporate Governance Committee .

Johannes H.C. van Hoof is a Director and Chairman and Chief Executive Officer of NSGold Corporation. He has held senior positions at various European financial institutions, including PVF Pension Funds, Paribas

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Capital Markets and Bankers Trust. His roles during the past 22 years include senior Portfolio Manager, senior Risk Manager, Deputy Head of global equity derivatives, Managing Director responsible for M&A arbitrage, derivatives arbitrage and venture capital investments as well as Chairman and Senior Executive Officer of Soros Funds Limited in London. In 2002, Mr. van Hoof founded VHC Partners alternative investment management group, active in hedge fund management, corporate and project finance advisory services, private equity investments and charitable projects. Mr. van Hoof also served as a Director and President and Chief Executive Officer of NSX Silver Inc. until September 2018. Mr. van Hoof is the Chair of the Audit Committee.

Pre-approval Policies and Procedures for Audit Services

The Audit Committee must pre-approve all non-audit services to be provided to Globex or any of its subsidiaries by Globex’s external auditor. The Committee may delegate to one or more independent members the authority to pre-approve non-audit services in satisfaction of the above, provided that the preapproval by any member to whom authority has been delegated must be presented to the Committee at its first scheduled meeting following such pre-approval.

External Auditor Service Fees (by Category)

The table below represents all fees billed to the Corporation by MNP LLP, the Corporation’s external auditor, for the years ended December 31, 2019 and December 31, 2018.

Audit fees ..............................................................................................
Audit-related fees..................................................................................
Tax fees(1)...............................................................................................
All other fees .........................................................................................
TOTAL ....................................................................................................
Year ended December 31 Year ended December 31
2019
Estimated
$58,000
-
$10,105
-
$68,105
2018
Actual
$55,000
-
$23,000
-
$78,000

(1) Tax fees were billed for professional services related to U.S. and Canadian tax compliance and U.S. tax planning work.

XIII. TRANSFER AGENT AND REGISTRAR

The Corporation’s transfer agent and registrar for its common shares is Computershare Investor Services Inc., 1500 Robert-Bourassa Boulevard, Suite 700, Montreal, Québec H3A 3S8 Canada (1-800-564-6253).

XIV. MATERIAL CONTRACTS

Globex did not enter into any contract out of the ordinary course of its business during fiscal year 2019.

XV. INTERESTS OF EXPERTS

MNP LLP prepared the Independent Auditor’s Report on the audited consolidated financial statements of Globex as at December 31, 2019 and December 31, 2018. To the knowledge of the Corporation, none of the designated professionals of MNP LLP beneficially owns, directly or indirectly, any of the Corporation’s outstanding shares.

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XVI. ADDITIONAL INFORMATION

  • (a) Additional information relating to the Corporation may be found on SEDAR at (www.sedar.com).

  • (b) Additional information is provided in our comparative financial statements and Management’s Discussion and Analysis for the year ended December 31, 2019. Copies of these documents are available upon request from the Corporate Secretary.

  • (c) Unless otherwise stated, information contained herein is as at March 1, 2020.

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SCHEDULE A

GLOBEX MINING ENTERPRISES INC.

AUDIT COMMITTEE CHARTER

PURPOSE

The Audit Committee (the “ Committee ”) is a standing committee of the Board of Directors (the “ Board ”) of Globex Mining Enterprises Inc. (“ Globex ”) charged with assisting the Board in fulfilling its oversight responsibilities in relation to; (a) the external auditor, (b) financial reporting, (c) compliance with legal and regulatory requirements related to financial reporting and certain corporate policies, and (d) internal controls over financial reporting and disclosure controls.

COMMITTEE MEMBERSHIP

The members of the Audit Committee and its Chair shall be appointed annually by the Board on the recommendations of the Corporate Governance Committee. The Audit Committee shall consist of at least three members. Each member will be independent and financially literate (as such terms are defined in National Instrument 52-110 - Audit Committees, as amended from time to time).

MEETINGS

The Audit Committee will meet at least four times annually and as many additional times as the Audit Committee deems necessary to carry out its duties effectively. The Audit Committee will meet privately with each of the external auditor and management at each regularly scheduled meeting.

Notice of every meeting will be given to each member, the Chair of the Board and the external auditor.

A majority of the members of the Audit Committee shall constitute a quorum. No business may be transacted by the Audit Committee except at a meeting of its members at which a quorum of the Audit Committee is present.

The Audit Committee may invite such officers, directors and employees of the Corporation and such other persons as it may see fit from time to time to attend meetings of the Audit Committee and assist in the discussion and consideration of any matter.

A meeting of the Audit Committee may be convened by the Chair of the Audit Committee, a member of the Audit Committee or the external auditor.

DUTIES AND RESPONSIBILITIES

Financial Reporting

  1. Review and recommend to the Board for approval the audited annual financial statements and related management’s discussion and analysis.

  2. Review and recommend to the Board for approval all interim financial statements and quarterly reports and related management’s discussion and analysis.

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  1. Before the release of financial statements and related disclosures to the public, obtain confirmation from the CEO and CFO as to the matters addressed in the certifications required by the securities regulatory authorities.

  2. Review and recommend to the Board for approval all press releases containing financial information, if applicable.

  3. Review and recommend to the Board for approval all other financial statements that require approval by the Board before they are released to the public, including financial statements for use in prospectuses or other offering or public disclosure documents and financial statements required by regulatory authorities.

  4. Review status of significant accounting estimates and judgments and special issues (e.g., major transactions, changes in the selection or application of accounting policies, as well as effect of regulatory and financial initiatives).

  5. Review management’s assessment and management of financial risks (e.g., hedging, insurance, debt).

  6. Review any litigation, claim or other contingency that could have a material effect on the financial statements.

  7. Discuss with the external auditor the quality, not just the acceptability, of the Corporation’s accounting principles as applied in its financial reporting.

  8. Discuss with the external auditor any (i) difference of opinion with management on material auditing or accounting issues and (ii) any audit problems or difficulties experienced by the external auditor in performing the audit.

  9. Discuss with management and the external auditor any significant financial reporting issues considered and the method of resolution.

  10. Review procedures for the receipt, retention and treatment of complaints regarding accounting, internal controls, or auditing matters and for confidential anonymous submission by Globex employees regarding questionable accounting or auditing matters.

External Auditors

  1. Recommend to the Board the external auditors to be nominated for appointment or re-appointment by the shareholders.

  2. Communicate to the external auditors that they are ultimately accountable to the Board and the Committee as representatives of the shareholders.

  3. Evaluate the external auditor’s qualifications, performance and independence.

  4. Obtain and review an annual report prepared by the external auditors describing: the firms’ internal quality-control procedures; any material issues raised by the most recent internal quality-control review, or peer review, of the firm, or by any inquiry or investigation by governmental or professional authorities, within the preceding five years, respecting one or more independent audits carried out by the firm, and any steps taken to deal with any such issues;

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  1. Review the Corporation’s policies for hiring employees and former employees of the external auditor.

  2. Review and approve the external auditor’s plans for the annual audit and interim reviews including the auditor’s fees.

  3. Review and pre-approve all non-audit service engagement fees and terms in accordance with applicable law.

  4. Consider any matter required to be communicated to the Audit Committee by the external auditor under applicable generally accepted auditing standards, applicable law and listing standards, including the auditor’s report to the Audit Committee (and management’s response thereto).

Compliance

  1. Review procedures adopted by the Corporation to ensure that all material statutory deductions have been withheld by the Corporation and remitted to the appropriate authorities.

  2. Review with legal counsel any legal matters that could have a significant effect on the Corporation’s financial statements.

  3. Review with legal counsel the Corporation’s compliance with applicable laws and regulations and inquiries received from regulators and governmental agencies to the extent they may have a material impact on the financial position of the Corporation.

  4. Review and approve financial risk management programs.

Internal Controls and Disclosure Controls

  1. Oversee management’s review of the adequacy of the internal controls that have been adopted by the Corporation to safeguard assets from loss and unauthorized use and to verify the accuracy of the financial records.

  2. Review any special audit steps adopted in light of material control deficiencies.

  3. Review the controls and procedures that have been adopted by the Corporation to confirm that material information about the Corporation and its subsidiaries that is required to be disclosed under applicable law or stock exchange rules is disclosed.

Other

  1. Review the appointment of the CFO and review with the CFO the qualifications of new key financial executives involved in the financial reporting process.

  2. Review on an annual basis expenses submitted for reimbursement by the CEO.

  3. Provide orientation for new members and continuing education opportunities for all members to enhance their expertise and competencies with finance and accounting.

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Reporting

The Audit Committee will report regularly to the Board on all other significant matters it has addressed and with respect to such other matters that are within its responsibilities.

Review and Evaluation

The Audit Committee will annually review and evaluate the adequacy of its mandate and recommend any proposed changes to the Nominating and Corporate Governance Committee. It will also participate in an annual performance evaluation by the Nominating and Corporate Governance Committee.

Chair

Each year, the Board will appoint one member to be Chair of the Audit Committee. If, in any year, the Board does not appoint a Chair of the Audit Committee, the incumbent Chair will continue in office until a successor is appointed.

Removal and Vacancies

Any member of the Audit Committee may be removed or replaced at any time by the Board and shall cease to be a member of the Audit Committee upon ceasing to be a director. The Board may fill vacancies on the Audit Committee by appointment from among its members. If and whenever a vacancy shall exist on the Audit Committee, the remaining members may exercise all its powers so long as a quorum remains in office. Subject to the foregoing, each member of the Audit Committee shall remain as such until the next annual meeting of shareholders after that member's election.

Access to Outside Advisors

The Audit Committee may, without seeking approval of the Board or management, select, retain, terminate, set and approve the fees and other retention terms of any outside advisor, as it deems appropriate. The Corporation will provide for appropriate funding, for payment of compensation to any such advisors, and for ordinary administrative expenses of the Audit Committee.

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