Transaction|July 2, 2015

Alamos Gold and AuRico Gold combine to create leading intermediate gold producer

Torys acted as counsel to Alamos Gold with a team led by Kevin Morris and that included John Emanoilidis, Huw Evans, Mile Kurta, Melissa Prado, Braden Jebson, Jason Zhou and Sean Adair (corporate/M&A), Mike Amm (royalty agreement), Adam Delean, Jonathan Wiener and Meno Tessema (lending), Andrew Gray (litigation), Mitch Frazer and Brad Tartick (employment and pensions), Corrado Cardarelli (Canadian tax), James Guadiana, Peter Keenan and Ari Feder (U.S. tax).

On July 2, 2015, Alamos Gold Inc. ("Alamos") and AuRico Metals Inc. ("AuRico Metals") announced the completion of the previously announced arrangement involving Alamos Gold Inc., a predecessor to Alamos ("Former Alamos"), and AuRico Gold Inc., a predecessor to Alamos (Former AuRico).

Pursuant to the arrangement announced on April 13, 2015, Former Alamos and Former AuRico amalgamated to form Alamos with a transaction equity value of approximately US$1.5 billion. As part of the transaction, certain assets of Former AuRico, including the Kemess project, certain royalties and cash were transferred to AuRico Metals. Approximately 95.1% of the common shares of AuRico Metals were distributed to Former Alamos and Former AuRico shareholders. Following completion of the arrangement, Alamos holds an equity interest of approximately 4.9% in AuRico Metals.

Under the terms of the merger, each Former Alamos share held was ultimately exchanged for 1 Class A common share of Alamos, US$0.0001 in cash, and 0.4397 AuRico Metals shares, and each Former AuRico share held was ultimately exchanged for 0.5046 Class A shares and 0.2219 AuRico Metals shares. Upon closing, Alamos has approximately 255,505,000 Class A shares outstanding with Former Alamos and Former AuRico shareholders each owning approximately 50% and AuRico Metals has approximately 118,120,000 shares outstanding with Former Alamos and Former AuRico shareholders each owning approximately 50% of the shares not held by Alamos.

Alamos is an established Canadian-based gold producer that owns and operates the Mulatos Mine in Mexico, and has exploration and development activities in Mexico, Turkey and the United States.

AuRico is a leading Canadian gold producer with mines and projects in North America that have significant production growth and exploration potential.

Further information can be found on Alamo's website and at theglobeandmail.com.