Welcome to Mongolia An introduction from a longstanding exploration junior - August 2019 - Kincora Copper
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Mandakh soum’s 95th annual Naadam festival – July, 2019 Welcome to Mongolia An introduction from a longstanding exploration junior August 2019
Disclaimer The data, analysis and views expressed in this presentation are based on information derived from Kincora Copper Ltd’s (“Kincora”) own internal and publicly available sources that have not be independently verified. The document has been generated to assist present a more informed view of the environment Kincora and other juniors experience operating in Mongolia, both risks and opportunities, and it is noted that previous experiences and particular groups views will differ from future experience and other groups position, so while informative, this presentation should not be the basis or relied upon for an investment decisions. This presentation contains certain forward-looking information and statements which may not be based on fact, including without limitation, statements regarding the Company’s expectations in respect of its future financial position, business strategy, future exploration and production, mineral resource potential, exploration drilling, permitting, access to capital and events or developments that the Company expects to take place in the future. All statements, other than statements of historical facts, are forward-looking information and statements. The words “believe”, “expect”, “anticipate”, “contemplate”, “target”, “plan”, “intends”, “continue”, “budget”, “estimate”, “may”, “will” and similar expressions identify forward-looking information and statements. In addition to the forward-looking information and statements noted above, this presentation includes those that relate to: the expected results of exploration activities; the estimation of mineral resources; the ability to identify new mineral resources and convert mineral resources into mineral reserves; ability to raise additional capital and complete future financings; capital expenditures and costs, including forecasted costs; the ability of the Company to comply with environmental, safety and other regulatory requirements; future prices of base metals; and the ability of the Company to obtain all necessary approvals and permits in connection with the development of its projects. Such forward-looking information and statements are based upon a number of estimates and assumptions that, while considered reasonable by the Company as of the date of such information and statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking information and statements. Such factors include, but are not limited to, fluctuations in the price of copper and other commodities, the inability of the Company to raise sufficient monies to carry out its business plan, changes in government legislation, taxation, controls, regulations and political or economic developments in Mongolia, the accuracy of the Company’s current estimates of mineral resources and mineral grades, the accuracy of the geology of the Company’s projects, risks associated with mining or development activities, including the ability to procure equipment and supplies, including, without limitation, drill rigs, and the speculative nature of exploration and development, including the risk of obtaining necessary licenses and permits. Many of these uncertainties and contingencies can affect the Company’s actual performance and could cause actual performance to differ materially from that expressed or implied in any forward-looking information and statements made by, or on behalf of, the Company. Readers are cautioned that forward-looking information and statements are not guarantees of future performance. There can be no assurance that such information and statements will prove to be accurate and actual results and future events could differ materially from those presented in such information and statements. Forward-looking information and statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking information and statements. Such risks include, but are not limited to, the volatility of the price of copper, uncertainty of mineral resources, exploration potential, mineral grades and mineral recovery estimates, delays in exploration and development plans, insufficient capital to complete development and exploration plans, risks inherent with mineral acquisitions, delays in obtaining government approvals or permits, financing of additional capital requirements, commercial viability of mineral deposits, cost of exploration and development programs, risks associated with competition in the mining industry, risks associated with the ability to retain key executives and personnel, title disputes and other claims, changes in governmental and environmental regulation that results in increased costs, cost of environmental expenditures and potential environmental liabilities, accidents or labour disputes. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking information and statements. The Company disclaims any intention or obligation to update or revise any forward-looking information and statements whether as a result of new information, future events or otherwise, except to the extent required by applicable laws. Exploration target at West Kasulu, Bronze Fox: The potential quantity and grade ranges are conceptual in nature. There has been insufficient exploration to define a mineral resource and it is uncertain if further exploration will result in the target being delineated as a mineral resource. For full disclaimers please refer to slide 29 of Kincora’s corporate presentation – link: https://www.kincoracopper.com/media/downloads/presentations/corporate-presentation-1-10-2019.pdf All information in this presentation is at close of business August 27th, 2019 and is in US$, unless otherwise stated. 2
Mongolia Underpinned by its rich mineral and agricultural endowments, emerging Tier 1 mining operations and proximity to Asia’s vast markets, Mongolia has a favorable outlook to continue to be one of the fasting growing economics in the world. GDP has increased at over 10% pa for the last decade driven by foreign direct investment increasing 15% pa over this period. Continued strong growth and improvement to living standards is expected subject to a pro-investment legislative environment attracting the multi-billion dollar foreign direct investment required to continue to realize Mongolia’s endowment potential, particularly within the mineral resource sector. Mongolia is the world's most sparsely populated country, with just over 3 million people spread across an area larger than Western Europe. In the 20th century, as a satellite state of the former Soviet Union, Mongolia had a primarily agrarian and centrally planned economy. Following structural reforms and privatization since the 1990s, it has emerged as a developing and peaceful democracy. Mongolia has pursued a "third neighbor" policy which seeks to engage countries with similar views on human rights, democracy and free markets, and seeks to expand trade, investment, development cooperation and foreign policy contacts beyond its immediate neighbors, China and Russia. The emergence of delivering its previously untapped natural resources to the international markets, predominately China, has supported Mongolia becoming one of the fastest growing economies in the world, with a relatively small absolute base (US$13 billion GDP 2018 or US$4029/capita v only US$450 in 2000). Despite an estimated in-situ mineral endowment of >US$1trillion, Mongolia’s favorable geological potential remains still largely unknown with limited modern exploration. It is believed that there is significant potential for further Tier 1 copper and coal discoveries and operations in the Southern Gobi region. This is illustrated by the Oyu Tolgoi and Erdenes Tavan Tolgoi projects, both of which are within trucking distance of China and at critical junctions of their respective significant growth strategies. 3
programs should prioritize engaging and empower- with innovations by the Chinese government and tion-building efforts—such as strengthening the help counter Chinese state censorship and protect ing local citizens so that institutional improvements complicit Chinese firms. rule of law and ensuring free elections—democracy the public through accessible tools that keep pace are durable. programs should prioritize engaging and empower- with innovations by the Chinese government and Freedom in the world — 2019 • Focus ing local funding citizens soand thatdiplomatic engagement institutional on improvements complicit Chinese firms. are durable. • Focus funding and diplomatic engagement on FREEDOM IN THE WORLD 2019 FREEDOM IN THE WORLD 2019 Mongolia FREE PARTLY FREE NOT FREE FREE PARTLY FREE NOT FREE Source: Freedom House 6 6 4
Contents 6 Politics and democracy 9 Demographics 11 Economic snapshot 15 Mining sector 17 Oyu Tolgoi’s story 19 Exploration sector 21 Foreign listed players 22 Investment environment 23 Role of third neighbours/IFIs Appendix 24 Raising FDI 26 Kincora’s story 29 Foreign listed players map 30 References and sources 5
Politics and democracy In 1206, Genghis Khan founded the Mongol Empire, which became Country snapshot the largest contiguous land empire in history. His grandson Kublai 1992 1996 2000 2004 2008 2012 2016 Current Khan conquered China to establish the Yuan dynasty. Population (m) 2.2 2.3 2.4 2.5 2.7 2.9 3.1 3.2 In the 16th century, Tibetan Buddhism began to spread in Mongolia, GDP/capita (US$) 648 601 476 724 2,143 4,377 3,688 3,779 being further led by the Manchu-founded Qing dynasty, which US$/MNT 40 543 1,076 1,185 1,166 1,359 2,145 2,663 absorbed the country in the 17th century. After the collapse of the Qing dynasty in 1911, Mongolia declared independence, and achieved independence from the Republic of China in 1921. Shortly thereafter, the country came under the control of the Soviet Union, which had aided its independence from China. After the anti-Communist revolutions of 1989, Mongolia conducted its own peaceful democratic revolution in early 1990. This led to a multi-party system and transition to a market economy. Edited - sourced from Wikipedia, The DeFacto Gazette (#103, July’19)., the World Bank, National Statistical Office of Mongolia Mongolia’s socio-economic statistics (1990 and 2018) 1990 2018 GDP (billion USD) 2.56 13.01 GDP per capita (USD) 1,172,443 4,103,697 Population National 2,153,466 3,238,479 Capital city 586,228 1,491,375 Number of cars National 43,792 585,363 Capital city 13,578 401,725 6
Politics and democracy Notable democratic milestones — Presidents 1990 1997 2005 2009 2017 Ochirbat P. (2 terms) Elbegdori Ts. (2 terms) Battulga Kh. Bagabandi N. (2 terms) Enkhbayar N. DP/Coalition. MPP With democracy and free markets chosen Mongolia adopted its constitution in 1992, established a parliamentary democracy, guaranteeing freedom of religion, rights, expression, unalienable rights and this has underpinned Mongolia becoming the leading democracy in the region with significant improvement in key economic criteria (eg GDP/capita). The economic transition was not easy and with significant dependence on mineral and agricultural sectors seeing inherent cyclicality, with 6 IMF lead external financing packages since (including the current total package of $5.5 billion). Parliament has 76 members elected by one-seat electoral districts to serve 4-year terms and the President is elected by absolute majority vote through system to serve a 4-year term. Currently there is a discussion and debate within the Parliament for potential changes to the constitution, and the composition and term of Parliament. All transitions of government (ex-2008) and president have been orderly and peacefully. 7
Politics and democracy Notable democratic milestones — State Great Hural (Parliament) elections 70 60 50 40 MPP 30 DP/Coalition 20 Other 10 0 1992 1996 2000 2004 2008 2012 2016 Prime Ministers 1992 1996 2000 2004 2008 2012 2016 Gungaadorj Sh. Enkhsaikhan M Enkhbayar N. Enkhbold M. Altankhukag N. Erdenebat J. Byambasuren D. Elbegdorj Ts. Elbegdorj Ts. Terbishdagva D Khürelsükh U. Jasrai P. Narantsatsralt J. Bayar S. Saikhanbileg Ch. Tuya N. Batbold S. Amarjargal R. 8
Demographics § World’s 18th largest sovereign State, 1,564,116 km2 Average salary/wage § Educated, young population with favorable demographics § Relatively homogenous in terms of ethnicity, language, religion and low crime rate § Largest landlocked country that does not border a closed sea § Ulaanbaatar (“UB”) is the world's coldest capital city (with Moscow, Ottawa and Astana) and home to ~45% of Mongolia’s ~3.2 million population § ~30% of the population still nomadic or semi-nomadic § ~4.5% living aboard; 144,566 Mongolians in 67 countries Mining Professional National Average Agriculture, Services Forestry and § Poverty rate 28.4% in 2018 (from 38.8% in 2010) Fishing § Average interest rate (2018) on personal loans at 18% pa and 15.5% pa for business loans § Rapid and unsustainable growth in livestock head § Significant mining culture, and being large employer with highest median pay § ~1.7m citizens receive funding from the State Budget – ~900k children/child money; – ~400k retirement allowance; – ~150k various social welfare; and, – ~190k state employees 9
Demographics Significant shift to urbanisation and growth in livestock Mongolia enjoys a very young population 3.5 70 100% Mongolia’s population (million) Reported livestock (million) 3.0 60 Age demographics 80% 2.5 50 2.0 40 60% 1.5 30 40% 1.0 20 0.5 10 20% 0.0 0 0% 1990 1995 2000 2005 2010 2015 2017 2018 2000 2005 2010 2015 2018 Rural Urban non-UB Ulaanbaatar Livestock (RHS)
Economic snapshot — recent history Handful of projects increases commodity price, end market, counterparty and technical risks 25% 6,500 Construction OT Phase 2 OT Phase FDI GDP Growth OT Phase 1 & 2 halted 2 resumes 5,500 20% Exploration licenses moratorium Official Effective 4,500 15% WFPT Enacted SEFIL % GDP Growth FDI US$m 3,500 OT Investment Ivanhoe Mines 10% Agreement Minerals Law Discovery of OT 2,500 Milestone 5% 1,500 0% 500 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 (500) -5% Asia Financial Crisis Global Financial Crisis # # # # IMF Facility III IV V VI Four IMF facilities have been recently implemented covering ~1/2 of recent economic period; impacted by commodity/agri. cyclicality and government influence on the private sector IMF – International Monetary Fund *OT – Oyu Tolgoi LLC Sources: Mongolian Statistical Information Service; Mongol Bank; Industry data (including: SEFIL – Strategic Entities Foreign Investment WFPT - Windfall Profits Tax https://www.imf.org/external/np/fin/tad/extarr2.aspx?memberKey1=675&date1key=2017-08-31) 11
Economic snapshot — recent history Quantitative easing and maiden bond issuances, coupled with rapid private sector debt, has resulted in unprecedented debt, and fueled “one time” economic growth FDI lead investment now needed for return to sustainable growth, ensure debt profile management, noting government policy issue of private sector v SoE FDI/investment. 120 14 100 12 10 80 8 60 6 40 4 20 2 0 0 2010 2011 2012 2013 2014 2015 2016 2017 2018 Govt External Debt Private Sector Debt GDP FDI 12
Economic snapshot — key sectors “ Mongolia was hit hard by the sharp decline GDP, Industrial Comp (US$bn) 2018 of commodity prices and the slowdown in $1.3 Agricul, Forestry and Fishing key export markets. Efforts to mitigate $3.0 Mining these shocks through expansionary $2.1 Industry, construction policies were unsuccessful and resulted in $5.8 Services unsustainable public debt, falling international reserves, and lower growth.” State Budget Contribution 2011–2018 IMG Executive Board Approves Financial Arrangement for Mongolia (May 2017) 29% Coal Non-mining Mining (77%) 51% Copper 4% Gold 15% Other GDP growth >10% pa for the last Exports (US$bn) 2018 decade while foreign direct $2.8 Coal (one basin/one market) investment grew at almost 15% pa $2.0 Copper (two projects) $0.7 Other mining $1.5 Non-mining $1.5 billion Non-Mining, incl: $0.7 billion Other mining, incl: § $0.57 Tourism § $0.34 Iron ore § $0.39 Crude oil § $0.20 Zinc/Lead § $0.25 Raw cashmere § $0.15 Gold Source: National Statistics Office, iKon.mn Ministry of Mining and Heavy Industry § $0.16 Meat, meat products 13
Economic snapshot — mining sector contribution 24% 57% 24% Mining sector’s direct Industrial contribution to state GDP output budget (2011–18) 78% 78% GDP Export 2.4 billion MNT Other 8 of the top 10 taxpayers in Mongolia are mining or mining service entities 30% Royalty tax Within 24 hours 50 40% families to be housed SI Pays one day retirement 10% CIT, VAT allowance to 70,887 elderly people within 20% 24 hours Within 24 hours, a day’s salary of 37,720 state employees Source: National Statistics Office, MNMA March 2019 14
Mining sector — Driven by Erdenet, then coal and Oyu Tolgoi Heavily dependent on (existing) large/long life The Mongolian economy is heavily reliant on FDI, which is heavily projects dependent on the mining sector. – two at critical stages of large expansion plans Globally competitive legislation is needed to win back FDI or risk First production missing the next commodity cycle upturn and another decade of exploration, project development and diversification. Erdenet Mining Corp OT contribution to FDI 1978 7 Source for Oyu Tolgoi (51% GoM/49% Private) contribution to FDI disclosed 6 below, not available for all years Copper-Molybdenum (at least, that we are aware of) 5 Erdene Tavan Tolgoi 2011 4 (100% GoM/ proposed part IPO) US$ (billion) OT Metallurgical/Thermal Coal 3 OT Proposed rapid expansion post IPO, including construction of rail 2 Oyu Tolgoi LLC 2013 1 OT (34% GoM/ 66% TRQ – controlled OT OT and operated by Rio Tinto) 0 Copper-Gold-Silver-Molybdenum Ongoing construction of underground -1 expected to result in >2.5x in volume 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Oyu Tolgoi FDI sourced from - Mining Industry Discussion Feb’13 Mining FDI Non-Mining FDI 2018 FDI and Oyu Tolgoi $ from Subeedei Strategic Forecasts – 23rd Feb’19 15
Mining sector — Driven by Erdenet, then coal and Oyu Tolgoi The impact of OT Stage 1 and marginal coal production is Step change in export volumes from ETT and ramp up of Aspires’ operations? significant for the Mongolian economy Coal prices back at/near previous highs (for how long) and risk of Chinese caps to export volumes (per Dec’18?)? Step change in export volumes from Oyu Technical risks of OT underground expansion illustrated from 2019 capex blow outs and delays Tolgoi open pit production (stage 2 exports from the underground to be >2.5x in volume). Scope for MAK’s Tsagaan Suvarga project to enter (copper) production? 7 7 Marginal nature of coal sector evident by volatility of export 6 volumes and price. 6 Mongolian Exports (US$ billion) Mongolian Exports (US$ billion) 5 5 Erdenet Copper has been a key contributor 4 the Mongolian economy since the 1980s. 4 3 3 2 2 1 1 0 0 95 96 9597 9698 9799 9800 9901 0002 0103 0204 0305 0406 0507 0608 0709 0810 0911 1012 11 13 1214 1315 1416 1517 1618 17 Mid 18 2020’s? Non-mining Other Mining Erdenet OT Coal Non-mining Other Mining Erdenet OT Coal 16
Oyu Tolgoi story Discover/studies 590m @ 1.1g/t Au and 0.8% Cu 638m @ 1.6% Cu ‘Discovery’ hole ‘Discovery’ Hugo Investment Regional anomaly OTD150 SW Oyu OTD270 Agreement 1980s 1990s 2001/02 2006 2009 Initial steps/recon Rio Tinto strategic § Erdenet-Magma partnership § BHP acquired Magma § BHP secures OT from State § 23 holes (3,789m) drilled § After US$2m offers up OT § Ivanhoe strikes deal in 2000 § Commitment to drilling and technology driven by R Friedland 100x valuation uplift since Ivanhoe Mines § Backing a world-class team § 2 phases of exploration success: secured Oyu Tolgoi from BHP to Rio Tinto’s – Lower grade open pit: Oyu initial investment 6 years later – High grade underground: Hugo (Hugo and Hugo Nth, then Heruga) § Estimated investment of up to US$900m 17
Oyu Tolgoi story Construction/production “the project’s (Oyu Tolgoi) sovereign risk profile has Commence open pit improved significantly over the last 3 years with the First sustainable 3rd largest production/exports introduction of project finance & supportive commentary from Mongolian government officials” production copper mine + (post delay announced - Jul’19) (SailingStone Capital Partners - Apr’19) 100-year mine life potential 2013 2015/16 2019 2022/23 Now Project financing/restart § Largest national private sector employer underground development/2016 § 17,000 at site (93% local) feasibility study for underground § 55,000 est. total direct/indirect (>200,000 family members) § Industry-leading safety track record (best record Rio Tinto group 2017) § >US$2.3b in taxes/royalties since 2010 § >US$2.7b nationally in procurement since 2010 § >US$8.7b invested in Mongolia since 2010 § Geotechnical driven delays, increased capex and risks to underground development being reviewed One of a few new large scale copper mines Kincora keynote: built in recent decades § R Friedland indirect shareholder via HPX § P Leaman VP of Exploration (previously lead BHP Falcon JV) Largest expansion project currently in the § Key members of the ex-Ivanhoe team now KCC advisors mining industry (any commodity, any location) § C McRae chairman (previously President of OT) 18
Exploration sector Why the focus? § Driven by handful of emerging Tier 1 assets § Recognition of very limited exploration but very prospective geology § Emerging discoveries in neighboring jurisdictions sharing the same mineral belts § (Previously) District scale land being available and new land becoming available (effective moratorium currently in place) § On the doorstep/within trucking distance to the largest consumer of both copper and New Competitive Existing Issued ground coal, China Tender ground Deposit § Relatively low barriers to entry from a Released permitting and infrastructure perspective Kincora Proposed – proven by the rapid and continued Exploration emergence of OT and ETT - flat Gobi Mining § Sparsely populated § Skilled labor force Valid mining and Percent of total area in Valid licensed area size exploration licenses Mongolia’s territory § Relatively cheap exploration costs 8,2 Mn Ha 2,953 4.3% § Within 4Mn Ha (2019.VI.03) § From >40% will lapse with >90% of § Australia currently ~25% historical expenditure Source: MRPAM, Kincora Copper 19
Exploration sector One of the last, very prospective frontiers for exploration § Rich in natural resources with only 30% of the country explored § Most copper and/or coal majors were seeking an entry into the Southern Gobi last commodity cycle § Legislative environment has at various periods, including current, stifled exploration, new project development/diversification § Areas of advocacy focus: Legend Terrance – legislative stability; Large Med. Small – amount of land available; Copper Arc – age of land available; Ulaanbaatar Microcontinent Ferrous and non-ferrous – system to issue new licenses; Gold Border crossing Passive margin – state involvement in the sector/strategic Lake Structure designation concept, and Coal – tax regimes Rare Earth Elements Railroad Wedge Source: MRPAM Jun’19 and SEG presentation Sep’13 “Tectonic and Metallogenic development of Mongolia” - Rodney W. Graham 20
Noted foreign listed players Foreign listed metals and mining peer group that all have significant experience operating in Mongolia with demonstrated commitment to their flagship projects Market cap Name Ticker Exchange (US$m) Flagship asset(s) Mongolia since Stage Turquoise Hill TRQ TSX/NYSE 937 Oyu Tolgoi 2000 Prod/construction 66% interest in Oyu Tolgoi, invested capital >US$10bn, which commenced open pit operations in 2013 and post ramp up of the ongoing underground development is forecast to be the 3rd largest copper mine in the world with a multi-generational mine life Copper porphyries Entrée ETG TSXV 45 Hugo North 2002 Construction Entrée/Oyu Tolgoi JV has the characteristics of a royalty, with the benefits of a producer, with first production from the Hugo North extension forecast from mid’2020’s as part of the delivery of the underground development of Oyu Tolgoi Xanadu XAM ASX/TSX 28 Kharmagtai 2005 PEA/Exploration Advancing the studies phases for a proposed open pit development of the Kharmagtai copper-gold porphyry project, with exploration currently focused on the nearer term potential for a gold oxide development project. Kincora KCC TSXV 14 Bronze Fox/East TS 2011 Exploration First modern systematic exploration across a dominant district landholding in the Southern Gobi copper belt, with "discovery" drilling ongoing this field ongolia’s Next Gold and Silver Producer season at two large scale projects Steppe STOG TSX 30 ATO 2017 Construction Advanced construction of the ATO gold project, with exploration upside from the Mungu discovery (adjacent to ATO) and UK project (in South West Precious Metals Company Gobi) Gold INITIAL PUBLIC OFFERING PRESENTATION NEXT MONGOLIA’SErdene ERD/ERDN TSX/MSE 32 Khundii 2002 Studies/Expl GOLD AND SILVER PRODUCER Developing a new high-grade gold district underpinned by exciting regional and project specific exploration coupled with proposed nearer-term March 16, 2018 production from a high grade open pit development of Bayan Khundii ed preliminary prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each ada, except for Quebec. A copy of the preliminary prospectus, and any amendment, is required to be delivered with this document. The preliminary prospectus is still subject to not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued. This document does not provide full disclosure of all Aspire o the securities offered. Investors should read the preliminary prospectus, the final prospectus and any amendment for disclosure of those facts, especially risk factors relating to efore making an investment decision. AKM ASX 34 Ovoot 2010 Studies Develop Coal 1 Fast tracking development scenarios of a high value washed premium “fat” coking coal from Ovoot, as its dedicated rail subsidiary, Northern Railways, seeks larger scale and lower cost rail solutions See ‘Appendix – Noted Foreign Listed Players’ for location of respective projects 21
Investment Environment Key sign posts for foreign 2006–09 Windfall Profits Tax Ratified and removed by Parliament investors Oyu Tolgoi Investment Agreement Ratified by Parliament, required to commence open pit construction Positive precedents since last Various Other Tax Stabilization Agreements issued commodity cycle: Including Boroo mine, Tsagaan Suvarga development and others i. International standard investment 2009–15 Khan Resources International Arbitration, Award and Settlement License revoked, international rule of law upheld via award/settlement agreements 2013–15 106 exploration licenses revoked ii. Security of tenure and sanctity of Equitable resolution achieved, ratified by Parliament contract upheld Oyu Tolgoi Underground Development and Financing Plan Commercial agreement between OT investors, facilitated restart of underground development and completion of US$4.4b project financing 2013–18 Standard Bank loan dispute London Court International Arbitration in favor of private sector v State Kincora Experience: 2016–18 Erdenet 49% transaction KCC lost 2 of its then 3 licenses as part of the 106-license Mongolian courts upheld transaction in favor of private sector v State dispute, resulting in a C$7 million impairment and 2017–19 2017 Budget Corporate Income Tax changes sterilisation of West Kasulu target at Bronze Fox. KCC Resolved post consultation with Business Community amendment passed played a leading role in the equitable resolution of this through Parliament dispute that was achieved via an amendment to the 2017–20 IMF lead External Financing Package Minerals Law as approved by Parliament. Protection of Investment Agreements (removal sub-clause 11) and proposed structural legislative changes KCC completed a transactional and tax precedent via the 2016 merger with the IBEX entities with a pre-closing audit Oyu Tolgoi 2018 taskforce / 2019 working group and review prior to required Government approvals and as a Unresolved – working group discussions ongoing regarding: i) loan interest condition precedent for the transaction closing. rate; 2) tax dispute; 3) power source; and, 4) regional development. Delay and capex blow out of underground development announced Jul’19. 22
Role of third neighbours, IFIs, business counsels and advisory panels § Support to broaden and expand a high quality natural resource sector, encouraging the platform to diversify and grow the economy, and realize a sustained improved standards of living § Strong representation from “Third Neighbor” free market ambassadors, trade offices and investment from associated agencies § Significant invested capital and support from International Financing Institutions (IFIs) § Multiple Business Associations and NGOs § Increasing recognition of aligned public and private sector advocacy for improved legislation and global completeness § Trade dependence with landlocked “super power” neighbors § New Silk Road and strategic position to Asia’s vast markets § Well positioned for changing economic and demographic balance Kincora Experience: Chairman, Cameron McRae, is Vice-Chair of the Business Council of Mongolia (BCM) and chairman of the International Advisory Panel (IAP) to the Minister of Mining and Heavy Industry of Mongolia (MoMHI) which was formed in 2019. President and CEO, Sam Spring, is Vice Chair of the BCM’s Resources & Environment Working Group, US President Trump meeting Mongolian’s and a member of the IAP. President Battulga in Washington August 2019. 23
Appendix—Raising FDI Oyu Tolgoi Stage 2 restart - Catalyst for subsequent public/private sector capital Oyu Tolgoi Stage 2 - largest expansion project Jun’19 – Proposed minority investment in MCS Group by Cerberus globally and largest project finance in industry Frontier - US$110m for 25% stake in subsidiary history Oct’17 – 7x oversubscribed international Government of Mongolia bond § IMF lead US$5.5 billion financing package US$800m @ 5.6% for 5.5 years (till 2020) and protection of investment IMF Reaches Staff-Level Agreement with Mongolia on Three-Year Extended Fund Facility 1/3/17, 5(31 pm agreements INTERNATIONAL MONETARY FUND May’17 – Protection of existing Investment Agreements (removal of sub-clause 11) Project financing – flow of funds § Listed juniors illustrating geological potential: >$185m raised since OT Stage 2 Delay in IMF approval of EFP until Parliament legislation confirms investor agreements recommenced PRESS RELEASE NO. PR17/54 IMF Reaches Staff-Level Agreement with Mongolia on Three-Year Extended Fund Facility 1/3/17, 5(31 pm SHARE: Feb’17 – “Total INTERNATIONAL External MONETARY IMF Reaches Staff-Level Agreement with FUND Financing Package (EFP) will be around US$5.5 billion” Mongolia IMF lead withExtended on Three-Year MongolianFundGovernment 1 Facility Update on Oyu Tolgoi Today underground project Jul’19 Mongolian At project financing drawdown PRESS RELEASE May’16 –NO. “Approval PR17/54 of a US$5.3 billion investment” for underground development of (http://www.imf.org/external/lang/mongolian/np/sec/pr/2017/pr1754m.pdf) February 19, 2017 First sustainable production delayed 16-30 Oyu Tolgoi - Rio Tinto, Turquoise Hill Resources, Oyu Tolgoi LLC months until Payable May’22-Jun’23, to Turquoise Hill* and totalfrom Receivable capex of Oyu Tolgoi* SHARE:End-of-Mission press Proceeds: findings $4.4 billion 2 releases include statements of IMF staff teams that $4.1 billion convey preliminary 3,4 after a visit to a country. The views expressed in this statement are those of the IMF $4.1 billion4 between $6.5-$7.2bn, an increase of $1.2-$1.9bn staff and do not necessarily represent the views of the IMF’s Executive Board. Based on the Shareholder loan: $7.0 billion Shareholder loan: $7.0 billion IMF Reaches Staff-Level Agreement with preliminary findings of this mission, staff will prepare a report that, subject to management Payable to approval, Turquoise Hill* to the IMF's Executive Receivable from and Oyu Tolgoi* Deposit from Turquoise Hill Mongolia on Three-Year ofExtended Fund will be presented Board for discussion decision. from the original 2016 feasibility study guidance loan: $7.0Draw Facility Shareholder billion down ShareholderUS$4.4 billion loan: $7.0 billion projectInvestment: financing $4.1 facility billion4 to $2.9 billion 4 The Mongolian toreached government and the IMF team billion4agreement on an economic and $2.9 staff-level Waive 2.5%** guarantee fee Mongolian financial program to be supported by a three-year EFF for about $440 million. (http://www.imf.org/external/lang/mongolian/np/sec/pr/2017/pr1754m.pdf) with amount on deposit All alternatives being explored for a 2021 raising. 1. In accordance with the ARSHA, Turquoise Hill funded the common share investments in The IMF financial assistance will help catalize up to $3 billion in budget and project support, and 2. Project February finance China is facility expected 19, made directly with Oyu Tolgoi 2017 to extend RMB 15 billion swap line. Oyu Tolgoi on behalf of Erdenes Oyu Tolgoi LLC; at March 31, 2016 the balance is 3. Amount received net of withholding tax and facility fees approximately $999.4 million 4. Approximate The amount government’s economic program intends to restore economic stability and debt sustainability, * Balances as of March 31, 2016 | Interest rate LIBOR + 6.5% * Calculated and on will facilitate strong, sustainable and inclusive growth, while protecting the most vulnerable. balances as End-of-Mission of March press releases 31, 2016 include | Interest statements ratestaff of IMF LIBOR teams + 6.5% that convey preliminary ** When guarantee team fee A stafffindings paid, ofafter the visitOyu aInternationalTolgoi to a country. pays The Monetary 1.9% views Fund and expressed (IMF) Turquoise led by in Hillvisited this statement Koshy Mathai pays 0.6% are those of the IMF Ulaanbaatar during staff1-19 February and do not necessarily to continue represent discussions with the views of theauthorities Mongolian IMF’s Executive on a setBoard. Based onpolicies of economic the preliminary that could findingsby be supported of IMF this financial mission, assistance. staff will prepare At theaend report that, of the subject visit, to management Mr. Mathai made the approval, following will be presented to the IMF's Executive Board for discussion and decision. statement: “The Mongolian government and the IMF team have reached staff-level agreement on an economic and financial program to be supported by a three-year Extended Fund Facility (EFF) for SDR 314.505 The (435 million Mongolian percentgovernment and of quota), or the IMF about $440team reached million. Otherstaff-level agreement international partnerson an plan also economic and to support Priority of funding used for development the financial program government’s to be supported program: Oyu Tolgoi cash call by a three-year the Asian Development EFF(ADB), Bank for about $440 World million. Bank, and bilateral partners including The IMF support; Japan Chinaand and Korea financial the People’s is expected are together assistance will help expected Bank of to extend RMBChina catalize up is expected 15 billion Bank of Mongolia for at least another three years. toto provide up to $3 billion in $3 billion budget in budget and project and project support, to extend its RMB 15 billion swap line with the swap line. and 24 The government’s economic program intends to restore economic stability and debt sustainability, ! Oyu Tolgoi operating cash flow “The total and willexternal financing facilitate package willand strong, sustainable thus be around inclusive $5.5 while growth, billionprotecting and will support thevulnerable. the most authorities’ “Economic Stabilization Program,” which intends to restore economic stability and debt sustainability
Appendix — Raising FDI Oyu Tolgoi Stage 2 restart - Catalyst for subsequent public/private sector capital imited - Mongolia’s Next Gold and Silver Producer Precious Metals Company July 2019 Steppe Gold US$8.4m convertible debentures INITIAL PUBLIC OFFERING PRESENTATION MONGOLIA’S NEXT GOLD AND SILVER July 2019 Erdene Res $2m placement PRODUCER March 16, 2018 and restated preliminary prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each es of Canada, except for Quebec. A copy of the preliminary prospectus, and any amendment, is required to be delivered with this document. The preliminary prospectus is still subject to here will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued. This document does not provide full disclosure of all relating to the securities offered. Investors should read the preliminary prospectus, the final prospectus and any amendment for disclosure of those facts, especially risk factors relating to July 2019 ASX/MEDIA RELEASE Xanadu Mines $2.1m rights issue By electronic lodgement | Page 1 of 28 offered, before making an investment decision. 1 22 December 2016 June 2019 Kincora Copper $6.25m oversubscribed placement August THREE NEW 2018 MINERALISED Aspire Mining PORPHYRY CENTRES $15m financing package IDENTIFIED AT KHARMAGTAI June 2018 Kincora Copper $2.6m secondary overhangs crossed HIGHLIGHTS Bedrock drilling delivers immediate success at Kharmagtai; June 2018 ASX/MEDIA RELEASE Xanadu Mines $10m placement By electronic lodgement | Page 1 of 28 New drilling identifies copper and gold mineralisation under shallow (20 to 50m) cover in at imited - Mongolia’s Next Gold and Silver Producer least seven new targets; 22 December 2016 June 2018 Erdene Res $4.1m placement and dual list $1.4m on Mongolian Stock Market High-density stockwork mineralisation intersected in three targets, including grades MayMINERALISED 2018 Steppe Gold greater than 0.3% Cu and 3g/t Au over two metre intervals; THREE NEW Precious Metals Company PORPHYRY CENTRES $25m TSX IPO, having raised US$34.8m privately New gravity data enhance the prospectivity of the Kharmagtai copper-gold district; INITIAL PUBLIC OFFERING PRESENTATION IDENTIFIED AT KHARMAGTAI A priority NEXT MONGOLIA’S GOLD AND SILVER follow-up drill program to commence immediately; and November 2017 Aspire Mining $16.5m rights issue HIGHLIGHTS Drilling activities are fully funded from existing cash reserves of $9.8 million. PRODUCER March 16, 2018 Xanadu Mines drilling Bedrock Ltd (ASX: XAM – “Xanadu” delivers immediate or success “Company”)at Kharmagtai; and restated preliminary prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each es of Canada, except for Quebec. A copy of the preliminary prospectus, and any amendment, is required to be delivered with this document. The preliminary prospectus is still subject to received from an undercover bedrock drilling program over the Kharmagtai copper-gold here will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued. This document does not provide full disclosure of all relating to the securities offered. Investors should read the preliminary prospectus, the final prospectus and any amendment for disclosure of those facts, especially risk factors relating to September 2017 is pleased to announce that first assays have been ASX/MEDIA RELEASE district, in the 1South Xanadu Mines $15.4m placement offered, before making an investment decision. By electronic lodgement | Page of 28 GobiNew drilling region identifies of Mongolia (Figurecopper and gold mineralisation 1), as foreshadowed underReport. in the last Quarterly shallowThe(20 1 drillto 50m) cover program in at consisted of 259 least holes seven for approximately 11,140m of drilling designed to systematically test district-scale anomalies buried under 22 shallow2016 December new targets; August/September 2017 cover identified through 2015 and 2016, and new conceptual structural targets not previously Kincora Copper $5.9m two tranche placement ($1.4m with EBRD) tested by drilling. High-density stockwork mineralisation intersected in three targets, including grades Newgreater top of basement drilling results confirms continuity of mineralisation intervals; under shallow (20 to 50m) cover with than 0.3% March Cu and THREE NEW 2017 3g/t Au over MINERALISED two metre Erdene Res PORPHYRY CENTRES drilling intersecting anomalous bedrock copper and gold mineralisation over a widespread area, approximately $0.5m non-brokered placement (Teck Resources) New gravity 25 square dataAtenhance kilometres. the prospectivity least seven new targets were of the Kharmagtai identified, with 38 copper-gold district; drill holes returning gold grades IDENTIFIED AT KHARMAGTAI greater than 0.1 g/t Au and 12 holes more than 0.1% Cu over two metre intervals (Figure 2). A priority follow-up drill program to commence immediately; and February 2017 The drilling also provided important information on depth of cover gravels, which typically ranged from 20 to Erdene Res $13.8m bought deal financing HIGHLIGHTS 50m. The shallow Drilling depths activities aresignificantly fully funded enhance the prospectivity from existing for further cash reserves open million. of $9.8 pit resources within the Kharmagtai district. XanaduBedrock Mines drilling Ltd (ASX: delivers immediate XAM – “Xanadu” or success “Company”) at Kharmagtai; January 2017 is pleased to announce that first assays have been Xanadu‟s Managing Director & Chief Executive Officer, Dr Andrew Stewart, said “The results of this targeted received from an undercover bedrock drilling program over the Kharmagtai copper-gold district, in the South Entrée Gold $7.6m equity offering bedrock drilling program havecopper proved andvery gold exciting. We set out tounder test several shallow to (within 50m)50m surface) GobiNewregion drilling identifies of Mongolia (Figure 1), as foreshadowed mineralisation in the last Quarterly shallow Report. The(20 drill program cover in at consisted of high-potential copper-gold and gold targets that occur under shallow cover, looking for both high-grade gold-rich 259 least holes for approximately 11,140m of drilling designed to systematically test district-scale anomalies buried stockwork seven new targets; mineralisation December 2016 and tourmaline breccia mineralisation. The identification of the high-density stockwork under shallow cover identified through 2015 and 2016, and new conceptual structural targets not previously copper-gold mineralisation in at least three of the new targets associated with copper over 0.3% Cu and gold Kincora Copper $0.5m placement tested by drilling. High-density stockwork mineralisation intersected in three targets, including grades over 3g/t Au is an outstanding result, and is validation of our belief that there are undiscovered porphyry centres New at top of basement greater Kharmagtai than under drilling 0.3% only Cu results 20 and to 50m confirms 3g/t of Au continuity over cover. two Drill of is metre testing mineralisation intervals; expected to under shallow (20 and start immediately to 50m) we are cover with looking drilling intersecting forward anomalous to what we might bedrock learn from copper the next and gold program mineralisation of RC drilling.” June 2016 ASX/MEDIA over a widespread RELEASE area, approximately By electronic lodgement | Page 1 of 28 Xanadu Mines $12.2m placement New gravity 25 square dataAtenhance kilometres. least seventhe prospectivity new targets were of the Kharmagtai identified, with 38 copper-gold drill district; holes returning gold grades At Kharmagtai most previous exploration has focused on the three outcropping porphyry deposits (Altan Tolgoi, greater than 0.1 g/t Au and 12 holes more than 0.1% Cu over two metre intervals (Figure 2). Tsagaan Sudal follow-up A priority and Zesen drill Uul; Figure program 2) where Xanadu has to commence already defined immediately; and over 1.5 Mlb copper and over 2 TheDecember million 22 drilling ounces alsoof provided 2016 important gold resource (see information Xanadu‟s ASX on depth of cover gravels, announcement April/June 2016 – 19 March which typically 2015). Away ranged from 20 from these Erdene Res to three $2.5m royalty placement (Sandstorm)/ $0.5m Teck placement 50m.Drilling depositsThethe activities shallow prospective are depths fullyoffunded significantly rocks from existing enhance the Kharmagtai theIgneous cash prospectivity reserves Complex (KIC)ofare for further $9.8 open million. pit resources covered by eitherwithin youngerthe Kharmagtai district. unconsolidated gravels or are obscured by younger volcanic rocks (Figure 2). Xanadu Mines Ltd (ASX: XAM – “Xanadu” or “Company”) is pleased to announce that first assays have been Xanadu‟sfrom received bedrock Managing drilling THREE NEW MINERALISED PORPHYRY CENTRES Director &bedrock an undercover program(Figure Chief Executive have proved Officer,over drilling program very exciting. in We Dr Andrew Stewart, said the Kharmagtai “The results copper-gold of this district, in thetargeted South 25 Gobi region of Mongolia IDENTIFIED AT KHARMAGTAI 1), as foreshadowed theset lastout to test Report. Quarterly several Theshallow drill (within program50m surface) consisted of high-potential 259 holes for copper-gold approximately and gold targets 11,140m that occur of drilling undertoshallow designed cover, looking systematically for both high-grade test district-scale anomalies gold-rich buried stockwork under mineralisation shallow and tourmaline cover identified through 2015brecciaandmineralisation. 2016, and new Theconceptual identification of the high-density structural stockwork targets not previously
Appendix — Kincora’s story Industry leading team undertaking the first modern systematic district scale exploration § Hole F62: > 37m @ >1% § Bottom of cycle (Anglo A and § $5.9m raising § 3 of 5 board turned over § $6.25m over- CuEq within 800m @ 0.4% Teck exit Mongolia/ copper (2 new instos) subscribed Maiden “Target (discovery) testing” § 2 overhangs crossed: new CuEq1
Appendix — Kincora’s team 1 1 Team Exceptional exploration record 6 22 + “Skin in the game” 7% register 4 4 Internationally ü Multiple Tier 1 Discoveries, includes: § Cadia Au/Cu (Newcrest, Australia) 1 § Reko Diq Cu/Au (for BHP, Pakistan) 2 Mongolia ü Ex BHP South Gobi (Falcon) Ivanhoe JV team § Exploration Manager (Mongolia) 2 § Chief Geophysicist (Global) 3 ü Chief geophysicist: BHP/Ivanhoe/HPX § Consultant geophysicist KCC: Barry de Wet 3 ü Executive from Oyu Togoi's Exploration Team 4 ü Mongolia Project Generation head Trafigura 5 ü Senior geologist Teck & Vale 6 1 John Holliday Director, Technical Committee Chair 4 Imants Kavalieris Advisor, Technical Committee 2 Peter Leaman 6 Tsolmon Amgaa Senior VP of Exploration, Technical Committee Project Generation Geologist Further information: www.kincoracopper.com 27
Appendix — Kincora’s team Board 8 8 7 Know Mongolia 5 6 > 40 years experience Full development cycle > 150 years specific sector experience ü Chairman7 : ex President/CEO Oyu Tolgoi/chair of Exploration Committee ü CEO8: 7 years leading Kincora ü Head of Business Development for Oyu Tolgoi § Independent Director KCC: Ray Nadarajah9 ü Trader for Marc Rich & Co/Glencore International § Trading copper and other commodities in Mongolia/Asia region § LIM Advisors’ nominee director KCC: Lewis Marks10 ü Recent former director of Steppe Gold § Current construction project in Mongolia10 5 Molor Erdenebat 8 Sam Spring Full biographies at: https://www.kincoracopper.com/about-us/management Head Geologist President and CEO,Technical Committee, Director https://www.kincoracopper.com/about-us/board-of-directors 7 Cameron McRae Independent Chairman Further information: www.kincoracopper.com 28
Appendix — noted foreign listed players Turquoise Hill www.turquoisehill.com Entrée www.entreeresourcesltd.com ! ! ! Xanadu www.xanadumines.com Steppe Gold Limited - Mongolia’s Next Gold and Silver Producer ! ! ! ! ! ! ! ! ! Steppe Gold Limited - Mongolia’s Next Gold and Silver Producer Kincora www.kincoracopper.com Precious Metals Company ! Steppe http://steppegold.com INITIAL PUBLIC OFFERING PRESENTATION ! ! MONGOLIA’S NEXT Precious Metals Company ! GOLD AND SILVER INITIAL PUBLIC OFFERING PRESENTATION PRODUCER MONGOLIA’S NEXT March 16, 2018 GOLD AND SILVER PRODUCER Erdene www.erdene.com !^ An amended and restated preliminary prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada, except for Quebec. A copy of the preliminary prospectus, and any amendment, is required to be delivered with this document. The preliminary prospectus is still subject to completion. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the preliminary prospectus, the final prospectus and any amendment for disclosure of those facts, especially risk factors relating to March 16, 2018 An amended and restated preliminary prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each the securities offered, before making an investment decision. of the provinces of Canada, except for Quebec. A copy of the preliminary prospectus, and any amendment, is required to be delivered with this document. The preliminary prospectus is still subject to completion. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued. This document does not provide full disclosure of all Aspire https://aspiremininglimited.com 1 material facts relating to the securities offered. Investors should read the preliminary prospectus, the final prospectus and any amendment for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision. 1 ! ! ! ! ! ! Tsagaan Suvarga – Steppe Gold Limited - Mongolia’s Next Gold and Silver Producer Private Strategic Deposit Precious Metals Company INITIAL PUBLIC OFFERING PRESENTATION MONGOLIA’S NEXT GOLD AND SILVER PRODUCER Private and/or SoE March 16, 2018 An amended and restated preliminary prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each Strategic Deposits of the provinces of Canada, except for Quebec. A copy of the preliminary prospectus, and any amendment, is required to be delivered with this document. The preliminary prospectus is still subject to completion. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the preliminary prospectus, the final prospectus and any amendment for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision. 1 29
Appendix — useful references (and sources) Wikipedia: https://en.wikipedia.org/wiki/Mongolia National Statistics Office (NSO): http://1212.mn - incl. “Yearbook”: http://1212.mn/BookLibrary.aspx?category=007 Business Counsel of Mongolia (BCM): http://bcmongolia.org Government of Mongolia (GoM): http://zasag.mn/en/ Ministry of Mining & Heavy Industry (MoMHI): http://www.mmhi.gov.mn Mineral Resource and Petroleum Authority (MRPAM): https://mrpam.gov.mn - incl. “Statistical Information”: https://mrpam.gov.mn/article/131/ Embassy of Canada to Mongolia: https://www.canadainternational.gc.ca/mongolia-mongolie/ - incl. trade: https://www.tradecommissioner.gc.ca/mongolia-mongolie/index.aspx?lang=eng Australian Embassy Mongolia: https://mongolia.embassy.gov.au - incl. trade: https://dfat.gov.au/geo/mongolia/Pages/mongolia-country-brief.aspx U.S. Embassy in Mongolia: https://mn.usembassy.gov 30
Appendix — useful references (and sources) News Services / Market Intelligence Cover Mongolia: https://www.covermongolia.com Jargal DeFacto: http://jargaldefacto.com Mongolia Business Database: www.mongolianbusinessdatabase.com Monstame: www.montsame.mn News.Mn: https://news.mn/en/ Key Documents Rio Tinto: Oyu Tolgoi “Past, present, and future” www.riotinto.com/documents/RT_Oyu_Tolgoi_Past_Present_and_Future_EN.pdf World Bank Group: Doing Business in Mongolia 2019 www.doingbusiness.org/content/dam/doingBusiness/country/m/mongolia/MNG.pdf World Bank Group: Investment Reform Map for Mongolia (Jun’18) https://www.ifc.org/wps/wcm/connect/f2a8f76b-16cf-4a63-a1ee-ffcd35f31d78/Mongolia+Investment+Reform+Map+2018.pdf?MOD=AJPERES Canada-Mongolia Foreign Investment Promotion and Protection Agreement https://www.canada.ca/en/global- affairs/news/2017/03/canada-mongolia_investmentagreemententersintoforce.html U.S. Department of State: Investment Climate Statements for 2018 https://www.state.gov/e/eb/rls/othr/ics/investmentclimatestatements/index.htm?year=2018&dlid=281519#wrapper 31
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