Great Panther Silver Friendly Acquisition of Beadell Resources - - PowerPoint PPT Presentation

W W W . G R E A T P A N T H E R . C O M W W W . B E A D E L L R E S O U R C E S . C O M . A U

Great Panther Silver Friendly Acquisition of Beadell Resources

SEPTEMBER 2018

2 This presentation contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 and forward-looking information within the meaning of Canadian securities laws (together, "forward-looking statements"). Such forward-looking statements include, but are not limited to, statements with respect to completion of the Scheme, the processing capabilities resulting from upgrades to the Tucano plant; the anticipated production profile of the combined company (both before and after the Coricancha project commences production); the effect of the transaction on the public float and shareholder base of Great Panther, the combined company’s proved and possible reserves and balance sheet; the reduction of the combined company’s operating risks; and the potential re-rating of the combined company. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements expressed or implied by such forward-looking statements to be materially different. Assumptions upon which forward looking statements relating to the Scheme have been made include that Beadell and Great Panther will be able to satisfy the conditions in the Agreement, that due diligence investigations of each party will not identify any materially adverse facts or circumstances, that the required approvals will be obtained from the shareholders of Beadell and Great Panther, and that all required third party, regulatory and government approvals will be obtained. Such factors include, among others, risks and uncertainties relating to potential political and social risks involving the Beadell and Great Panther’s operations in a foreign jurisdiction, the potential for unexpected costs and expenses, fluctuations in metal prices, fluctuations in currency exchange rates, physical risks inherent in mining operations,

• perating or technical difficulties in mineral exploration, changes in project parameters as plans continue to be refined,

and other risks and uncertainties, including those described in respect of: Great Panther, in its annual information form for the year ended December 31, 2017 and material change reports filed with the Canadian Securities Administrators available at www.sedar.com and reports on Form 40-F and Form 6-K filed with the Securities and Exchange Commission and available at www.sec.gov. There is no assurance that such forward-looking statements will prove accurate and results may vary materially from such forward-looking statements. Great Panther and Beadell believe the assumptions underlying all such forward-looking statements are reasonable based on information currently available, however, they may prove to be

• incorrect. Readers are cautioned not to place undue reliance on forward-looking statements. Great Panther and

Beadell have no intention to update forward-looking statements except as required by law.

Forward-Looking Statements

3 Note on Preliminary Economic Assessment & Inferred Resources The mine plan evaluated in the PEA is preliminary in nature and additional technical studies will need to be completed in order to fully assess its viability. There is no certainty that a production decision will be made to reactivate the Coricancha mine. In addition, we may determine to proceed with a production decision without completion of customary feasibility studies demonstrating the economic viability of reactivation of Coricancha. A mine production decision that is made without a feasibility study carries additional potential risks which include, but are not limited to, (i) increased uncertainty as to projected initial and sustaining capital costs and operating costs, rates of production and average grades, and (ii) the inclusion of Inferred Mineral Resources, as defined by NI 43-101 and CIM Definition Standards (see Cautionary Note to United States Investors below) that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be converted to a Mineral Reserve, as defined by NI 43-101 and CIM Definition Standards (see Cautionary Note to United States Investors below). Mine design and mining schedules, metallurgical flow sheets and process plant designs may require additional detailed work and economic analysis and internal studies to ensure satisfactory operational conditions and decisions regarding future targeted production. In addition, the results of the Bulk Sample Program may impact on the projected capital and

• perating costs, with the result that the projected NPV, IRR and cash flows may be adversely impacted.

Readers are cautioned not to assume that any part or all of Mineral Resources used in this PEA will ever be converted into reserves. Inferred Mineral Resources, in particular, have a great amount of uncertainty as to their existence and/or economic and legal feasibility and readers are cautioned not to assume that they will ever be upgraded to a higher

• category. Under Canadian standards, estimates of Inferred Mineral Resources may form part of preliminary economic

assessment, but may not form the basis of feasibility or pre-feasibility studies, except in rare cases. Mineral Resources that are not Mineral Reserves, do not, by definition, have demonstrated economic viability. Note to United States Investors Great Panther prepares its disclosure in accordance with the requirements of securities laws in effect in Canada and Beadell prepares its disclosure in accordance with the requirements of securities laws in Australia, which differ from the requirements of U.S. securities laws. Terms relating to mineral resources and mineral reserves in this presentation in respect of Great Panther are defined in accordance with National Instrument 43-101-Standards of Disclosure for Mineral Projects under the guidelines set out in the Canadian Institute of Mining, Metallurgy, and Petroleum Standards on Mineral Resources and Mineral Reserves and in respect of Beadell are defined in accordance with the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. The Securities and Exchange Commission (the ‘‘SEC’’) permits mining companies, in their filings with the SEC, to disclose only those mineral deposits that a company can economically and legally extract or produce. This presentation uses certain terms, such as, ‘‘measured mineral resources’’, ‘‘indicated mineral resources’’ and ‘‘inferred mineral resources’’, that the SEC does not recognize (these terms may be used in this presentation and are included in the public filings of Great Panther which have been filed with securities commissions or similar authorities in Canada).

Cautionary Statements

4

Beadell Competency Statement The information in this presentation that relates to mineral resources and ore reserves of Beadell Resources Limited is based on information reviewed and approved by Ms. Aoife McGrath, a Competent Person (as defined in the JORC Code) who is a member of the Australasian Institute of Mining and Metallurgy (AusIMM) and of the Australian Institute of Geoscientists (AIG).

• Ms. McGrath is a full -time employee of Beadell Resources Limited. She has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to

the activity being undertaken to qualify as a Competent Person as defined in the JORC Code. Ms. McGrath consents to the inclusion in this presentation of the matters based on her information in the form and context in which it appears. Please see Beadell’s Interim Ore Reserve and Mineral Resource Update released to ASX on 19 December 2017 for a full JORC disclosure regarding the Tucano Project. Great Panther Competency Statement The information in this presentation that relates to resource estimates for Great Panther’s projects is based on information compiled from the following technical reports filed by Great Panther under Canadian securities laws: Guanajuato Mine Complex: Technical report entitled “NI 43-101 Mineral Resource Update Technical Report on the Guanajuato Mine Complex, Guanajuato Mine and San Ignacio Mine, Guanajuato State, Mexico”, dated February 28, 2018 prepared by Mr. Matthew C. Wunder, P.Geo. Topia Mine: Technical report entitled “NI 43-101 Report on the Topia Mine Mineral Resource Estimates as of November 30, 2014” dated July 6, 2015 prepared by Mr. Robert F. Brown, P.Eng. Coricancha: Technical report entitled “Resource Update Technical Report on the Coricancha Mine Complex, Huarochirí Province, Lima Region, Perú”, dated February 2, 2018 submitted by Golder Associates Inc. as Report Assembler of the work prepared by or under the supervision of the following “Qualified Persons” named as authors: Ronald Turner, MAusIMM CP(Geo); Daniel Saint Don, P.Eng.; and Jeffrey Woods, P.E. The information in this presentation derived from Great Panther’s technical reports has been reviewed and approved by Mr. Rob ert Brown, P.Eng. Mr. Brown, P.Eng is a Professional Engineer registered with the Association of Professional Engineers and Geoscientists of British Columbia. Mr. Brown, P.Eng has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr. Brown, P.Eng consents to the inclusion in this announcement of the matters based on his information in the form and context in which it appears. Mr. Brown, P.Eng was the VP Exploration of Great Panther until December 31, 2016 and is a consultant to Great Panther. Great Panther's disclosure of mineral resource information is governed by Canadian National Instrument 43 -101 under the guidelines set out in the Canadian Institute of Mining, Metallurgy and Petroleum (the "CIM") Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as may be amended from time to time by the CIM ("CIM Standards"). Great Panther’s mineral resources are classified according to the CIM Definition Standards in the manner of the JORC Code and NI 43-101 disclosure corresponds to that required by the JORC

• Code. Disclosure by Great Panther in its most recently filed NI 43-101 technical reports complies with the CIM Guidelines, which are closely related to the JORC Code in their key definitions.

The Great Panther mineral resources can therefore be quoted as ‘qualifying foreign estimates’ according to ASX Listing rules. The most recent disclosure of Great Panther’s mineral resources can be found on SEDAR at www.sedar.com. The most recent disclosure by Great Panther is in the Great Panther Annual Information Form dated March 23, 2018. The qualifying foreign estimates have not been reported in accordance with the JORC Code. A competent person has not done suf ficient work to classify the foreign estimates as mineral resources or ore reserves in accordance with the JORC Code. It is uncertain that following evaluation and/or further exploration word that the foreign estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code. Qualified Persons The technical information contained in this presentation as it relates to Beadell has been reviewed and approved by Aoife McG rath, who is a member of the Australasian Institute of Mining and Metallurgy (AusIMM) and a member of the Australian Institute of Geoscientists (AIG), and is a Qualified Person under the meaning of NI 43-101. The technical information contained in this presentation as it relates to Great Panther has been reviewed and approved by Rob ert F. Brown, P. Eng., the Qualified Person for Great Panther’s projects under the meaning of NI 43-101.

Competent Persons & NI 43-101

5

Transaction Highlights

Emerging Intermediate Gold Producer

• Significant pro forma gold and silver production, with Great Panther contributing 4 million

silver-equivalent ounces of production in 2018(1), and Beadell contributing 130,000 gold

• unces in 2018 and a further 163,000 ounces in 2019(2), with potential for further increase upon

a positive restart decision for Coricancha

• Increase in pro forma market capitalization leading to enhanced capital markets profile and

trading liquidity Extensive Resource and Reserve Base

• Pro forma attributable proven and probable reserves of ~1.5 million gold ounces with Beadell

contributing measured and indicated resources (exclusive of reserves) of ~0.8 million ounces

• f gold and inferred resources of ~1.5 million ounces of gold, supplementing Great Panther’s

measured and indicated resources of ~49.4 million ounces silver-equivalent and inferred resources of ~48.5 million ounces silver-equivalent Strong Balance Sheet to Support Complementary Assets

• Pro forma cash balance of US$74 million as at June 30, 2018
• Enhanced balance sheet of combined company to accelerate completion of Tucano plant

improvements and other optimization initiatives Diversified Portfolio

• Diversified operations with the inclusion of Brazil as a new core jurisdiction, representing 38% of

pro forma asset NAV(3)

• Combined company will have three operating mines in Mexico and Brazil along with the

Coricancha project located in Peru Robust Growth Profile

• Near-term optionality from Coricancha with a restart decision expected in early 2019
• Longer-term exploration optionality from Beadell’s 2,500 km2 highly prospective land package

Attractive Re- Rating Potential

• Combined company well positioned for a significant value re-rating to the benefit of both

Great Panther and Beadell shareholders

1.

See Great Panther’s news release dated August 1, 2018.

2.

See Beadell’s news release dated September 20, 2018.

3.

Based on the median of available broker estimates

6

Transaction Summary

Transaction Summary

• Great Panther and Beadell have entered into a Scheme Implementation Deed pursuant to

which both companies will be combined through the acquisition by Great Panther of all the Beadell shares outstanding

• Great Panther and Beadell shareholders will own 62% and 38% of the combined company,

respectively Consideration

• Each Beadell ordinary share to be exchanged for 0.0619 shares of Great Panther
• Implies a value of A$0.086 per Beadell share based on the closing price of Great Panther on

the NYSE American on September 21, 2018

• Offer represents an equity value for Beadell of approximately A$144M (US$105M(1))
• Consideration represents a 51% premium to Beadell’s closing price on September 21, 2018 and

a 69% premium to Beadell’s 20-day VWAP

• The combined company’s shares will continue to trade on both the TSX and the NYSE American

Key Conditions

• Beadell shareholder approval subject to 75% of the total number of votes cast, as well as 50%
• f the number of Beadell shareholders present and voting
• Great Panther majority shareholder approval subject to a simple majority of votes
• Australian court approvals and approval by the TSX

Management Team

• Current Great Panther management team will lead the combined company
• James Bannantine, President and CEO of Great Panther, brings operating experience in Brazil

and is fluent in Portuguese

• Dr. Nicole Adshead-Bell, CEO and Managing Director of Beadell, will join the Board of Directors

Anticipated Timeline

• Shareholder votes expected to be held in late December 2018 or early January 2019
• Transaction expected to close in January 2019

1.

The Beadell news release dated September 24, 2018, incorrectly referenced an implied equity value of US$135M.

7

Pro Forma Capitalization

1.

Translated using September 21 Bank of Canada exchange rates of 0.774 USD:CAD and 0.728 USD:AUD

2.

As reported at June 30, 2018

Great Panther Beadell Pro Forma

Basic Shares Outstanding 169 1,674 273 Market Cap (Local) C$206 A$95 C$333 Market Cap (US$)(1) US$160 US$69 US$258 Cash and Short-Term Investments(2) US$60 US$15 US$74 Debt(2) US$0 US$85 US$85 Enterprise Value US$100 US$140 US$269

8

Immediate 51% premium to Beadell’s closing share price on September 21, 2018 and 69% premium to its 20-day VWAP Exposure to substantial value creation from successful execution of the Tucano turn-around which will be enhanced by Great Panther’s strong balance sheet and management’s experience with similar assets in Brazil; most notably CEO James Bannantine’s experience operating mines in Brazil and his fluency in Portuguese

Benefits to Shareholders



Beadell shareholders to maintain meaningful exposure to Tucano via 38% pro forma ownership



Combined company’s substantial cash balance provides means to accelerate Tucano plant upgrade and other optimization initiatives



Provides near-term growth optionality with the addition of Coricancha

 

Increased production profile and market capitalization to enhance capital markets profile and trading liquidity of the combined company



Diversifies Great Panther’s asset base to include Brazil as a new core jurisdiction



Accretive on key metrics including NAV, cash flow, production, and resources before anticipated synergies including reduction in G&A



Enhanced optionality via Beadell’s 2,500 km2 highly prospective exploration land package



Ongoing participation in combined company with strong re-rating potential



Broadened shareholder base and TSX and NYSE American listing will enhance trading liquidity



Ongoing participation in combined company with strong re-rating potential



Diversifies Beadell’s geographic footprint into Mexico and Peru



Stronger balance sheet allows for increased exploration spend which will result in mine life extension and bring-forward of NPV



9

Topia GMC Coricancha Tucano Tartaruga El Horcón Santa Rosa

Emerging Intermediate Gold Producer

El Horcón

• Gold, silver, zinc and lead exploration project

north of Guanajuato State

• Inferred Resources:

18 koz Au; 0.4 Moz Ag

Tartaruga

• Located 120 km northeast of the Tucano Mine

covering 357 km2 of the Tartarugalzinho greenstone Belt

• Inferred Resources:

337 koz Au

Coricancha Mine

• Closed acquisition of the Coricancha Mine in

June 2017

• Currently conducting engineering and

environmental studies in order to determine the viability of restarting operations

• M&I Resources:

140 koz Au; 4.8 Moz Ag

Guanajuato Mine Complex (GMC)

• Gold and silver producing underground

mines located in Guanajuato, Mexico

• Consistent production since acquisition in

2005

• 2018 Guidance(1):
• M&I Resources(1):

20 koz Au; 1.4 Moz Ag 107 koz Au; 6.2 Moz Ag

Santa Rosa

• Silver and gold exploration project located

northeast of Guanajuato

Topia Mine

• Underground mine located in Durango

State, Mexico that produces silver, gold, lead, and zinc

• Plant capacity is approximately 275 tonnes

per day

• 2018 Guidance:
• M&I Resources:

1,000 oz Au; 0.6 Moz Ag 15 koz Au; 6.9 Moz Ag

Tucano Mine

• Gold mine located in Amapá State in

northern Brazil

• Covers approximately 2,500 km2 of mostly

contiguous exploration licences and a mining concession with district scale exploration potential

• Forecast completion of Tucano plant

upgrade with processing capacity ~3.5Mt/year enabling greater ore type processing flexibility at Tucano

• 2018 Guidance:
• M&I Resources(2):

130 koz Au 2.24 Moz Au

Producing Mine Development Project

1.

Includes San Ignacio

2.

M&I Resources are inclusive of reserves

10

22 22 23 19 24 122 146 130 130 163 144 168 152 149 198 2015A 2016A 2017A 2018E 2019E GPR (Producing) Beadell (Producing)

Pro Forma Production Profile

Pro Forma Production Profile (koz Au) Potential for further growth if positive restart decision made at Coricancha Excludes ~2.2 Moz of GPR Silver Production

11

Diversified, Americas-Focus Portfolio

Geographic Exposure by Net Asset Value(2)

Current Pro Forma

Commodity Exposure by 2P Reserves & M+I Resources(1)

Current Pro Forma Gold Silver Base Metals Mexico Peru Brazil

1. AuEq calculated using a gold price of $1,335/oz Au, silver price of US$19.15/oz, lead price of $1.15/lb, zinc price of $1.50/lb, and copper price of $3.00/lb 2. Based on median of available broker estimates

Pro Forma Mineral Reserves & Resources (Moz AuEq)(1)

58% 4% 38% 38% 37% 25% 85% 9% 6% 94% 6% 0.69 1.47 2.24 1.47 2.93 2P M&I Beadell Great Panther Silver

12

Tucano Overview

Mine Type Open Pit

• Avg. Ore Tonnes Mined (Mt/Yr)

~4.8

• Avg. Waste Tonnes Mined

(Mt/Yr) ~27.2

Processing Type Conventional CIL

• Avg. Ore Tonnes Processed/Yr

~3.5 Recovery - Current ~88% Recovery - 2019 On ~93% Current LOM Sulphide Ore (%) ~73% Tailings Type Conventional TSF

Resources & Reserves* Au oz (000) Au Grade (g/t)

Tucano Total Reserves 1,473 1.83 Open Pit 1,051 1.77 Underground 345 3.61 M&I Resources Inc. Reserves 2,240 1.71 Open Pit 1,671 1.65 Underground 470 3.71 Inferred Resources 1,150 2.19 Open Pit 164 1.32 Underground 986 2.45

*Totals include stockpiles

Tucano – 100% Owned, Amapá, Brazil

Brazil is one of the world’s great mining jurisdictions

13

Plant Upgrade – Ball Mill Complete

• Mine plan previously constrained

to maximum 30% sulphide feed

• Plant upgrade provides sulphide

blend flexibility up to 80%

• Gold recoveries projected to

increase ~5% from ~88% to ~93%

• Will result in greater ore type

processing flexibility allowing a greater focus on mining for grade rather than ore type Plant Upgrade Status:

• Ball Mill: complete
• Additional CIL tank: late Oct-18
• Pre-leach thickener: early Nov-18
• Oxygen plant: early Nov-18

14

Tucano Mine Corridor

7 km long mineralized mine sequence Exceptional gold grades intersected down-plunge from lodes that contribute to ore reserve

Tap AB2: F02019 13m @ 164.00g/t Tap AB1: F01866 7m @ 15.59g/t 24m @ 58.71g/t Tap AB3: F02080: 29m @ 4.27g/t

Urso: FD01466: 1m @ 2.02g/t

Urucum North: FD1346: 4m @ 17.50g/t 9m @ 16.2g/t Tap AB1: F02202 26m @ 1.86g/t 64m @ 4.29g/t 6m @ 1.14g/t

15

Near-Mine Exploration Targets

1. 1 km gap from Tap C3 North to Urucum South 2. Urso Prospect – 700 m potential strike length 3. All Neo Lodes – yet to be drilled systematically (potential Neo- type mineralisation intersected at 700 m vertical) 4. Torres & Torres South lodes 5. Very high grades at depth in Urucum North require follow-up 6. Potential gold mineralisation in the schist

New resource opportunities within 5 km of plant

LEGEND

1 2 3 4 6 5

Plant

FD01466 13 m @ 2.02 g/t Au GCRC2161 14m @ 4.32g/t Au GCPF29598 3m @ 52.15g/t Au F1622 17m @ 3.51g/t Au F02509 12m @ 22.5g/t Au

1 2 3

Tap AB Deposits Urucum Deposits Tap C Deposits Neo Lodes (off plane of long section) Gap from Tap C3N to Urucum South (mostly untested) Urso Prospect

4

Torres Lodes – further south

16

Regional Exploration Targets

Regional program focused within 20 km of plant >10 gold-in-soil anomalies identified Additional untested structural targets Data organization and data mining underway Systematic exploration to commence at the end of 2018

Aeromagnetics overlain by soils Tucano Mine Corridor

Janaina Sentinela Tap East Dragao Mutum T4 Joseph J9 Joseph J5 T3 Bicicleta Saraminda Tap D4 Timbo

10 km

17

Historically one of Mexico’s most prolific mining districts with past production of more than one billion Ag oz over 400 years Steadily grew production at GMC to current level of capacity Commercial production at San Ignacio commenced June 2014 Excellent infrastructure. Other projects in the district have potential to be satellite

• perations

Guanajuato District (Ag-Au)

18

1. Includes mill feed from San Ignacio. 2. Silver equivalent ounces for 2017 are calculated using a 70:1 Ag:Au ratio. 3. Cash cost per silver payable ounce and all-in sustaining cost per silver payable ounce (“AISC”) are non-GAAP performance measures. Refer to the “Non- GAAP Measures” section of the Company’s MD&A for an explanation of these measures and reconciliation to the Company’s reported financial results in accordance with IFRS. As these are not standardized measures, they may not be directly comparable to similarly titled measures used by others.

Guanajuato Mine Complex (Ag-Au)(1)

• Accounted for 73% of total production in FY 2017(1)

1H 2018 FY 2017

Metal Production(2) Ag eq oz 1,339,341 2,892,068 Silver Production Ag oz 581,516 1,386,964 Recoveries Ag/Au (%) 88.3 / 88.1 89.2 / 86.9 Average Grades Ag/Au (g/t) 131 / 2.45 151 / 2.41 Ore processed Tonnes 155,933 319,963 Cash Cost(3) /Ag oz US$6.92 US$4.32 All-in Sustaining Cost(3) /Ag oz US$11.36 US$9.17

19

Property covers most of district – more than 6,500 hectares High grade, narrow vein underground mining with central plant Operating 10 separate mines provides flexibility Ability to expand production at profitable mines; can temporarily close others as needed Lead and zinc concentrates sold to metal trader in Mexico Plant upgraded & new tailings storage facility construction has commenced

Topia Mine (Ag-Pb-Zn-Au)

20

1. Silver equivalent ounces for 2017 are calculated using a 70:1 Ag:Au ratio, and ratios of 1:0.0559 and 1:0.0676 for the price/ounce of silver to lead and zinc respectively. 2. Cash cost per silver payable ounce and all-in sustaining cost per silver payable ounce (“AISC”) are non-GAAP performance measures. Refer to the “Non- GAAP Measures” section of the Company’s MD&A for an explanation of these measures and reconciliation to the Company’s reported financial results in accordance with IFRS. As these are not standardized measures, they may not be directly comparable to similarly titled measures used by others.

Topia Mine (Ag-Pb-Zn-Au)

1H 2018 FY 2017*

Metal Production(1) Ag eq oz 694,764 1,086,663 Silver Production Ag oz 389,356 595,721 Recoveries Ag / Au (%) 93.3 / 60.0 91.7 / 65.3 Pb / Zn (%) 94.5 / 93.5 93.1 / 94.2 Average Grades Ag / Au (g/t) 360 / 0.71 376 / 0.89 Pb / Zn (%) 2.67 / 3.14 2.58 / 3.47 Ore processed tonnes 36,105 53,745 Cash Cost(2) /Ag oz US$6.07 US$9.53 All-in Sustaining Cost(2) /Ag oz US$7.48 US$14.98

* Reflects plant upgrades & dry tails handling facility completed in Q1:17

• Accounted for 27% of total production in FY 2017

21

Underground mine placed

• n care & maintenance in

August 2013 90 km east of Lima in prolific mining district Operating history dating back to 1906 Permitted & operational existing processing plant and gold bio-leaching facility 80% precious metals, 20% base metals by value Bulk Sample Program underway

Coricancha Mine (Au-Ag-Pb-Zn-Cu)

22

Coricancha PEA Highlights

Potential for Average Annual Production of 3M Silver-Equivalent Ounces

• Head Grade: 768 g/t silver-equivalent
• Net Smelter Return: $295/t

Robust Economics

• 81% after-tax IRR
• $16.6 M after-tax NPV (7.5% discount rate)
• Significant leverage to metal price changes

Low Capital Costs

• $8.8 M Initial Capital Cost
• Can be funded from existing cash reserves

Opportunities for Enhancement

• Several areas to enhance economics and increase mine life
• Potential to optimize mine plan

All figures in US dollars

23

Bulk Sample Program

• 6,000 tonne bulk sample from

Constancia Vein

• Designed to test key mine inputs and

assumptions

• Two trial stopes to test cut-and-fill

and resue mining methods

• Aiming to confirm:
• Mining rate
• Grades
• Recoveries
• Concentrate product specifics
• Program Duration: ~8 months
• Expected Completion: Q1-2019

Slusher Blades Double Drum Motor

24

$0M $200M $400M $600M $800M $1,000M $1,200M $1,400M $1,600M $1,800M $2,000M 100 200 300 400 500 600 Enterprise Value (US$M) 2019E Gold Production (koz Au)

Great Panther McEwen TMAC Argonaut Guyana SSR Mining Torex Leagold Pretium Atlantic Gold Premier Gold Beadell Equinox Gold Pro Forma Great Panther Alio Wesdome Torex Endeavour Silver Sierra Metals

Transition to Intermediate Producer

Enterprise Value to 2019E Production (koz Au)(1),(2)

1. Peer EV sourced from S&P Capital IQ 2. Peer 2019E Production sourced from Bloomberg consensus estimates

25

Strong Re-Rating Potential

P/NAV(1),(2) (x)

1. Market data as of September 21, 2018 2. As per S&P Capital IQ consensus estimates

0.0x 0.1x 0.2x 0.3x 0.4x 0.5x 0.6x 0.7x 0.8x 0.9x 1.0x Great Panther Beadell Leagold Argonaut Guyana TMAC Pretium Torex McEwen SSR Mining Endeavour Silver Sierra Metals

Intermediate Producer Average: 0.62x P/NAV

26

Experienced Leadership Team

Name Position Background

James Bannantine President and CEO

• Appointed President & CEO in August 2017
• More than 20 years experience in senior

management level roles in both private and public companies Jim Zadra CFO

• CFO since 2012
• Over 15 years of experience in senior

corporate finance roles with significant experience in financial reporting, taxation, strategic planning, capital markets, and M&A

• Previous roles at Deloitte and Canaccord

Brian Peer VP Operations, Mexico

• Appointed VP of Operations, Mexico in

August 2017

• Over 30 years of mining experience; prior

roles with Alamos, Coeur and Barrick Samuel Mah VP Technical Services

• Joined Great Panther in April 2017 as VP

Corporate Development

• 20 years experience in the mining industry

and was most recently employed at Silver Wheaton Mariana Fregonese VP Social Responsibility

• Joined Great Panther Silver in 2007
• Focused on building strategic partnerships

and fostering relationships with various stakeholders

Name Position Background

R.W. (Bob) Garnett Chair

• Currently serves as the Commissioner for

the Financial Institutions Commission of BC and on the board of MediValet

• Previously on the board of South Coast

British Columbia Transportation Authority James Bannantine President and CEO

• Appointed President & CEO in August 2017
• More than 20 years experience in senior

management level roles in both private and public companies Jeffrey R. Mason Director

• Over 25 years of public company

experience in mineral exploration, development, construction and

• perations in precious and base metals

and other minerals Robert Archer Director

• Co-founder of Great Panther Silver, served

as President and CEO from 2004-2017

• Over 35 years of experience in mining

John Jennings Director

• 25 years of investment banking

experience W.J. (James) Mullin Director

• Over 30 years of industry experience

working for Newmont Mining Corporation Elise Rees Director

• Currently sits on the Boards of Enmax

Corporation, EasyPark, and Westland Insurance

• Previously worked as a Partner for Ernst

and Young for 18 years, with a focus on M&A and corporate reorganization

• Dr. Nicole

Adshead- Bell Director

• Currently CEO of Beadell, will join Great

Panther as a Director

• Over 20 years of capital markets and

natural resource sector experience

Board of Directors Management Team

27

Transaction Highlights

Emerging Intermediate Gold Producer

• Significant pro forma gold and silver production, with Great Panther contributing 4 million

silver-equivalent ounces of production in 2018(1), and Beadell contributing 130,000 gold

• unces in 2018 and a further 163,000 ounces in 2019(2), with potential for further increase upon

a positive restart decision for Coricancha

• Increase in pro forma market capitalization leading to enhanced capital markets profile and

trading liquidity Extensive Resource and Reserve Base

• Pro forma attributable proven and probable reserves of ~1.5 million gold ounces with Beadell

contributing measured and indicated resources (exclusive of reserves) of ~0.8 million ounces

• f gold and inferred resources of ~1.5 million ounces of gold, supplementing Great Panther’s

measured and indicated resources of ~49.4 million ounces silver-equivalent and inferred resources of ~48.5 million ounces silver-equivalent Strong Balance Sheet to Support Complementary Assets

• Pro forma cash balance of US$74 million as at June 30, 2018
• Enhanced balance sheet of combined company to accelerate completion of Tucano plant

improvements and other optimization initiatives Diversified Portfolio

• Diversified operations with the inclusion of Brazil as a new core jurisdiction, representing 38% of

pro forma asset NAV(3)

• Combined company will have three operating mines in Mexico and Brazil along with the

Coricancha project located in Peru Robust Growth Profile

• Near-term optionality from Coricancha with a restart decision expected in early 2019
• Longer-term exploration optionality from Beadell’s 2,500 km2 highly prospective land package

Attractive Re- Rating Potential

• Combined company well positioned for a significant value re-rating to the benefit of both

Great Panther and Beadell shareholders

1.

See Great Panther’s news release dated August 1, 2018.

2.

See Beadell’s news release dated September 20, 2018.

3.

Based on the median of available broker estimates

APPENDIX

29

Historic underground mine with two operating shafts & two ramps Currently mining & developing to 600m depth on several zones over 4km strike length Produces precious metal-rich concentrate for transportation to leading global smelters

Guanajuato Mine (Ag-Au)

30

Ramp access from surface Ore trucked 22 km to Cata Plant in Guanajuato Accounted for 62%

• f the total ore

processed at the GMC in 2017 Significant potential for resource expansion

• ver 4 km strike length

Currently producing at between 500 - 600 tpd

San Ignacio Mine (Ag-Au)

31

Beadell Reserves & Resources

As at June 30, 2017; Mineral Resources are inclusive of Mineral Reserves * The June 2017 Tap AB UG Resource includes 173kt @ 4.68g/t of Inferred Oxide in the Inferred fresh category

Tucano Detail Oxide Open Pit Tonnes (000) Au Grade (g/t) Au oz (000) Cut-off (g/t) Tonnes (000) Au Grade (g/t) Au oz (000) Tonnes (000) Au Grade (g/t) Au oz (000) Cut-off (g/t) Urucum Open Pit Oxide 554 1.2 21 0.7 1,021 1.13 37 70 0.97 2 0.5 Urucum East Open Pit Oxide 151 1.71 8 0.7 200 1.88 12 9 1.58 0.5 Tap AB Open Pit Oxide 4,408 1.98 280 0.6 6,759 1.94 421 796 1.11 28 0.5 Tap C Open Pit Oxide 553 1.05 19 0.6 878 0.95 27 88 0.7 2 0.5 Duck Head Open Pit Oxide 229 2.71 20 60 1.56 3 1 Total Oxide Open Pit 5,666 1.8 329 9,087 1.77 517 1,022 1.1 36 Primary Open Pit Urucum Open Pit Primary 9,692 1.76 547 0.8 12,903 1.63 678 393 1.57 20 0.5 Urucum East Open Pit Primary 16 1.5 1 0.7 211 1.45 10 84 0.94 3 0.5 Tap AB Open Pit Primary 2,462 1.86 147 0.8 6,531 1.63 342 1,053 1.34 45 0.5 Tap C Open Pit Primary 615 1.39 28 0.8 2,462 1.22 97 1,044 1.35 45 0.5 Duck Head Surface Primary 379 2.26 28 262 1.81 15 1 Total Primary Open Pit 12,785 1.76 723 22,486 1.6 1,154 2,837 1.41 128 Oxide & Primary Open Pit Urucum Open Pit Total 10,245 1.72 568 13,924 1.6 715 463 1.48 22 0.5 Urucum East Open Pit Total 167 1.69 9 411 1.66 22 92 1 3 0.5 Tap AB Open Pit Total 6,870 1.94 428 13,290 1.79 764 1,849 1.24 74 0.5 Tap C Open Pit Total 1,168 1.23 46 3,340 1.15 123 1,133 1.3 47 0.5 Duck Head Open Pit Total 608 2.43 48 322 1.76 18 1 Total Oxide & Primary Open Pit 18,450 1.77 1,051 31,573 1.65 1,671 3,859 1.32 164 Stockpiles Open Pit Stockpile 1,985 0.66 42 0.5 1,985 0.66 42 0.5 Spent Ore Stockpile 1,311 0.61 26 0.5 1,311 0.61 26 0.5 ROM Expansion Stockpile 345 0.8 9 0.5 345 0.8 9 0.5 Marginal Ore Stockpiles 1,586 0.44 22 0.3 Total Stockpiles 3,642 0.66 77 5,228 0.59 99 Total Tucano Open Pit & Stockpiles 22,092 1.59 1,128 36,801 1.5 1,770 3,859 1.32 164 Underground Tap AB Underground Primary* 1,047 2.28 77 3,653 3.19 375 1.2 Urucum Underground Primary - PFS 2,972 3.61 345 1.6 2,894 4.22 393 5,106 2.71 445 1.6 Urucum Underground Primary - Non PFS 3,733 1.38 166 1.2 Total Underground Primary 2,972 3.61 345 3,941 3.71 470 12,492 2.45 986 Total Open Pit & Underground 25,064 1.83 1,473 40,742 1.71 2,240 16,351 2.19 1,150 2.19 Tartaruga Tonnes (000) Au Grade (g/t) Au oz (000) Cut-off (g/t) Tonnes (000) Au Grade (g/t) Au oz (000) Tonnes (000) Au Grade (g/t) Au oz (000) Cut-off (g/t) Tartaruga 6,451 1.63 337 0.5 Total Tartargua 6,451 1.63 337 Proven & Probable Measured & Indicated Inferred Proven & Probable Measured & Indicated Inferred

32

Measured Tonnes Ag (g/t) Au (g/t) Pb (%) Zn (%) Cu (%) Ag (oz) Au (oz) Ag Eq Oz San Ignacio 801,468 142 3.09

• 3,655,447

79,724 9,283,955 Guanajuato 170,978 227 1.50

• 1,245,568

8,268 1,829,281 Topia 180,400 606 1.44 4.26 4.52

• 3,515,800

8,332 6,000,200 Coricancha 404,205 210 5.94 2.16 3.43 0.54 2,731,628 77,244 13,490,000 Total Measured 11,148,443 173,568 30,603,436 Indicated San Ignacio 196,949 139 2.68

• 878,805

16,991 2,078,368 Guanajuato 43,929 215 1.25

• 383,530

2,088 428,190 Topia 165,800 644 1.17 4.75 3.82

• 3,437,712

6,243 5,570,000 Coricancha 348,554 189 5.59 1.95 3.05 0.52 2,120,168 62,636 10,710,000 Total Indicated 6,820,215 87,958 18,786,558 Total Measured & Indicated 17,968,658 261,526 49,389,994 Inferred San Ignacio 573,431 130 2.44

• 2,395,220

44,911 5,565,972 Guanajuato 158,846 136 2.04

• 694,917

10,432 1,431,334 Topia 357,400 592 1.31 3.44 3.96

• 6,806,791

15,060 11,050,000 Coricancha 943,160 209 5.02 1.45 3.25 0.64 6,335,000 152,200 28,360,000 El Horcón 162,140 76 3.44 2.69 3.79

• 398,094

17,942 2,092,913 Total Inferred 16,630,022 240,545 48,500,219

Great Panther Resources

See following slide for Notes to the Mineral Resources

33

Notes to Great Panther Resources

Full NI 43-101 disclosure of Mineral Resource Estimates can be found in Great Panther’s Annual Information Form for the year ended December 31, 2017, available on SEDAR. San Ignacio and Guanajuato Mineral Resource Estimates use an effective date of August 31, 2017; and all used a metal price

• utlook of US$17.00/oz silver and US$1,300/oz gold. Matthew Wunder, P. Geo., was the Qualified Person for the mineral resource

update under NI 43-101. Topia uses an effective date of November 30, 2014 - US$1,200/oz Au, US$17.00/oz Ag, US$0.90/lb Pb, and US$0.95/lb Zn. Silver equivalent calculations used the same metal pricing. Silver equivalent calculations for El Horcón include lead content but not zinc, as the zinc would not be recovered in the Guanajuato plant. Robert F. Brown, P. Eng. is designated as the Qualified Person under NI 43-101. Coricancha uses an effective date of December 20, 2017. Matthew Wunder, P. Geo., was the Qualified Person for the mineral resource update under NI 43-101. The information in this presentation that relates to resources reported by Great Panther has been prepared in accordance with NI 43-101 published by the Canadian Securities Administrators. NI 43-101 is different from the reporting standard ordinarily applicable to Australian publicly listed companies, the JORC Code. NI 43-101 requires that mineral resource estimates be prepared in accordance with, and have the meaning ascribed by, the Canadian Institute of Mining and Petroleum (CIM) Definition Standards. NI 43-101 Companion Policy identifies the Australian JORC Code as an “acceptable foreign code” for the estimation of mineral resources and that it is substantially similar to CIM Definition Standards as both are based on and are consistent with the International Reporting Template, published by the Committee for Mineral Reserves International Reporting Standards (CRIRSCO Template).The Great Panther resources can be quoted as ‘qualifying foreign estimates’ according to the ASX Listing Rules. Notes for Coricancha Mineral Resource Estimates: 1. Cut-offs are based on an estimated $140 Net Smelter Return (“NSR”) per tonne 2. Metal prices used to calculate NSR: $1,300 per ounce (oz) Au, $17/oz Ag, $1.15 per pound (lb) Pb, $1.50/lb Zn, $3.00/lb Cu 3. Block model grades converted to United States Dollars (US$) value using plant recoveries of 92.1% Ag, 80.2% Au, 77.3% Pb, 82.6% Zn, 52.7% Cu 4. Rock Density for Constancia: 3.3 tonnes per cubic meter (t/m³), Wellington, Constancia East, Escondida, San Jose: 3.2 t/m³, Colquipallana: 2.9 t/m³ 5. Totals may not agree due to rounding 6. Grades in metric units 7. All currencies in U.S. dollars 8. Ag equivalent ounces (eq oz) is calculated from gpt data 9. AgEq g/t = Ag g/t + (Pb grade x ((Pb price per lb/Ag price per oz) x 0.0685714 lbs per Troy Ounce x 10000 g per %)) +(Zn grade x ((Zn price per lb/Ag price per oz) x 0.0685714 lbs per Troy Ounce x 10000 g per %)) + (Cu grade x ((Cu price per lb/Ag price per oz) x 0.0685714 lbs per Troy Ounce x 10000 g per %)) + (Au grade x (Au price per oz/Ag price per oz))

• 10. See Great Panther Silver’s news release dated December 20, 2017 for further details

W W W . G R E A T P A N T H E R . C O M W W W . B E A D E L L R E S O U R C E S . C O M . A U

Alex Heath Director, Investor Relations +1 604 638 8956 1 888 355 1766 aheath@greatpanther.com Graham Donahue Head of Corp. Development +1 416 945 6640 +61 8 9429 0800 info@beadellresources.com.au