ARIS 6-K 2024 - Equibles

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2024

Commission File Number: 001-41794

Aris Mining Corporation (Translation of registrant's name into English)

2400 - 1021 W. HASTINGS STREET, VANCOUVER, BRITISH COLUMBIA, CANADA V6C 0C3

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F [ ] Form 40-F [ X ]

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	ARIS MINING CORPORATION
Date: November 12, 2024	By:	"Ashley Baker" (signed)
		Ashley Baker
		General Counsel and Corporate Secretary

EXHIBIT INDEX

Exhibit Number	Description
99.1	Management’s Discussion and Analysis of Operations and Financial Condition for the Three and Nine Months Ended Sept ember 30 , 2024
99.2	Condensed Consolidated Interim Financial Statements as at and for the Three and Nine Months Ended September 30 , 2024

Document

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2024 and 2023

(all figures are presented in thousands of United States Dollars, unless otherwise stated)

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Index

Page	Section
3	Introduction and Business Overview
4	Highlights	Key Performance Indicators
4	Q3 2024 Highlights
7	Operating Performance	Segovia
9	Operating Performance	Marmato Upper Mine
10	Development Projects
11	Review of Financial Results
14	Summary of Quarterly Results
15	Financial Condition, Liquidity and Capital Resources
18	Contractual Obligations and Commitments
19	Non-GAAP Financial Measures
27	Accounting matters
30	Risks and Uncertainties
31	Technical Information
32	Cautionary Note Regarding Forward-looking Statements

Page | 2

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Introduction

The following management’s discussion and analysis (MD&A) of the results of operations and financial condition for Aris Mining Corporation (Aris Mining or the Company), is prepared as of November 12, 2024 and should be read in conjunction with the unaudited condensed interim consolidated financial statements for the three and nine months ended September 30, 2024 and 2023 (the Interim Financial Statements), as well as the audited consolidated financial statements for the years ended December 31, 2023 and 2022, and the related notes (the Annual Financial Statements), which have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board, and are available on Aris Mining’s website at www.aris-mining.com, under the Company’s profile on the System for Electronic Data Analysis and Retrieval+ (SEDAR+) at www.sedarplus.ca and in its filings with the U.S. Securities and Exchange Commission (the SEC) at www.sec.gov.

Additional information regarding Aris Mining, including its Annual Information Form (the AIF) for the year ended December 31, 2023 and dated March 6, 2024, as well as other information filed with the Canadian securities regulatory authorities, is also available under the Company’s SEDAR+ profile and in its filings with the SEC. Readers are encouraged to read the Cautionary Note Regarding Forward-looking Information section of this MD&A. The financial information in this MD&A is derived from the Interim Financial Statements prepared in accordance with International Accounting Standard (IAS) 34, Interim Financial Reporting, using accounting policies consistent with IFRS. Reference should also be made to the Non-GAAP Measures section of this MD&A for information about Non-GAAP measures referred to in this MD&A. All figures contained herein are expressed in thousands of United States dollars (USD), except as otherwise stated.

Aris Mining is a company incorporated under the laws of the Province of British Columbia, Canada. The address of the Company’s registered and records office is 2900-550 Burrard Street, Vancouver, British Columbia, V6C 0A3. The Company’s common shares are listed on the Toronto Stock Exchange (TSX) and trade under the symbol ARIS and are listed on the NYSE American LLC (the NYSE American) and trade under the symbol ARMN.

Business Overview

Aris Mining is a gold producer in Latin America operating two underground gold mines and expansions in Colombia. The Segovia Operations and Marmato Upper Mine produced a combined 226,000 ounces of gold in 2023. With ongoing expansion projects, Segovia and Marmato are targeting to produce approximately 500,000 ounces of gold per year in the second half of 2026. Colombia is home to an emerging industrial gold industry alongside an active small-scale mining sector, presenting a sizeable collaboration opportunity pursued by Aris Mining. We promote the formalization of small-scale mining units into contract mining partners (CMPs) as this process enables all miners to operate in a legal, safe and responsible manner that protects them and the environment.

Aris Mining also holds a 51% joint venture interest and is the operator of the Soto Norte project in Colombia (PSN), where studies are underway on a new, smaller scale development plan, with results expected in early 2025. Local CMPs will also be integrated into the updated PSN design and development plan. Aris Mining plans to present a fully redesigned project to the Colombian regulators, backed by strong local community support. Aris Mining also owns Toroparu, a gold exploration and development project in western Guyana, and the Juby project, an exploration stage gold project in the Abitibi greenstone belt of Ontario, Canada.

Aris Mining is committed to pursuing acquisitions and other growth opportunities to unlock value through scale and diversification. Additional information on Aris Mining and all our projects can be found at www.aris-mining.com, www.sedarplus.ca, and on www.sec.gov.

Page | 3

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Highlights | Key Performance Indicators

	Three months ended,				Nine months ended,
Financial Results	September 30, 2024	June 30, 2024	March 31, 2024	September 30, 20231	September 30, 2024	September 30, 20231
Gold revenue ($’000)	131,577	114,170	105,190	112,955	350,937	311,057
Income from mining operations ($’000)	37,982	29,838	25,313	34,563	93,133	102,592
EBITDA ($’000)2	27,764	30,791	22,386	40,179	80,942	92,453
Adjusted EBITDA ($’000)2	43,039	36,079	28,413	41,576	107,531	119,701
Net earnings (loss) ($’000)	(2,227)	5,713	(744)	13,833	2,743	17,363
Adjusted net earnings ($'000)2	12,939	12,739	5,361	14,431	31,039	40,458
Net earnings (loss) per share – basic ($)	(0.01)	0.04	(0.01)	0.10	0.02	0.13
Adjusted net earnings per share – basic ($)2	0.08	0.08	0.04	0.11	0.20	0.30
Sustaining capital	6,361	7,006	7,320	8,142	20,687	19,822
Growth and expansion capital	45,066	38,553	30,108	24,593	113,727	55,554
Gold sold (ounces)	53,769	49,469	51,044	59,040	154,282	162,426
Gold produced (ounces)	53,608	49,216	50,767	60,193	153,591	165,099
Average realized gold price ($ per oz sold)	2,447	2,308	2,061	1,913	2,275	1,915
Segovia Operations Results
Gold sold (ounces)	48,059	43,366	45,288	52,627	136,712	145,916
Total Segovia Operations AISC ($ per oz sold)2	1,540	1,571	1,434	1,194	1,515	1,139
AISC - Owner & On Title CMP ($ per oz sold)2,4	1,483	1,527	1,439	1,145	1,482	1,091
AISC - Third Party ($ per oz sold)2,4	1,834	1,790	1,386	1,488	1,706	1,448
AISC Margin - Total ($'000)2	44,064	32,174	28,467	37,881	104,705	113,681
AISC Margin - Owner & On Title CMP ($'000)2,4	39,199	28,388	25,064	34,671	92,650	104,423
AISC Margin - Third Party ($'000)2	4,868	3,785	3,403	3,210	12,056	9,257
Balance sheet, as at			September 30, 2024	June 30, 2024	March 31, 2024	December 31, 2023 1
Cash and cash equivalents			80,304	121,657	147,497	194,622
Total assets			1,828,921	1,810,132	1,353,266	1,352,871
Total debt3
Senior Notes			300,000	300,000	300,000	300,000
Gold Notes			47,534	51,229	54,923	58,618
Convertible Debentures			—	—	13,293	13,630
Equity attributable to owners of the Company			808,862	814,444	634,594	624,655

1.The comparative information for 2023 was recast as a result of a non-material error related to the warrant liability calculation.

2.Total cash costs per ounce, AISC ($ per oz sold), adjusted net earnings and adjusted net earnings per share, EBITDA and adjusted EBITDA, AISC margin, sustaining capital and non-sustaining capital, and the constituting components thereof, are Non-GAAP financial measures and Non-GAAP ratios in this document. These measures do not have any standardized meaning prescribed under IFRS, and therefore may not be comparable to other issuers. Refer to the Non-GAAP Measures section for a full reconciliation of total cash costs per ounce, AISC ($ per oz sold), adjusted net earnings and adjusted net earnings per share, EBITDA and adjusted EBITDA to the most directly comparable financial measure disclosed in the Financial Statements and refer to the Operations Review - Segovia Operations section for full details on AISC margin.

3.The face value of long-term debt as of September 30, 2024 is shown as the principle amount of Senior Notes outstanding and the total number of Gold Notes outstanding at their par value.

4.As of the second quarter of 2024, the Company changed the methodology on how costs are allocated between the different business units of the Segovia Operations, specifically on the determination of total cash cost and AISC. Information disclosed for comparative periods have been appropriately restated.

Q3 2024 Highlights

•As announced on October 7, 2024, we reported gold production of 53,608 ounces for Q3 2024, with 47,493 ounces from Segovia and 6,115 ounces from the Marmato Upper Mine. This represents a 9% increase over total gold production in Q2 2024.

•Revenue increased by 15% quarter over quarter (QoQ) in Q3 2024 primarily driven by 6% higher average realized gold prices and a 9% increase in gold ounces sold.

Page | 4

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

•During Q3 2024 we demonstrated effective cost management at the Segovia Operations (Segovia), as illustrated in Figure 1, with an AISC of $1,540 per ounce sold. This improvement as compared to $1,571 per ounce in Q2 2024 was achieved despite higher realized gold prices, up 6% QoQ, which raised the cost of high grade mill feed purchased from our CMPs.

Figure 1: YTD 2024 Realized Gold Prices and Segovia’s AISC/oz

•The combination of higher gold prices, increased production and effective cost control led to a 37% increase in AISC margin at Segovia reaching $44.1 million in Q3 2024 compared to $32.2 million in Q2 2024, as shown in Figure 2. On a year-to-date (YTD) basis, Segovia generated $104.8 million of total AISC margin, including $12.1 million from third party CMPs.

Figure 2: YTD 2024 Growth in Segovia’s AISC Margin ($ million)

•Income from mining operations increased 11% YoY to $38.0 million for Q3 2024.

•Adjusted EBITDA of $43.0 million for Q3 2024 increased 19% when compared to Q2 2024. Over the past 12 months, we generated adjusted EBITDA of $147.2 million.

•Despite generating strong income from mining operations, we recorded a net loss of $2.2 million in Q3 2024. This was primarily due to a $12.8 million loss on financial instruments including $11.0 million in non-cash warrant expense resulting from the 21% increase in Aris Mining share price and a $3.9 million loss on the Gold Notes driven from the impact of the rising gold price on the gold premium component of the Gold Notes. These losses were partially offset by $2.4 million in financial gains from the increase in value of our investments in Denarius.

•On an adjusted earnings basis, we generated $12.9 million or $0.08 per share for Q3 2024. Over the rolling 12 months, we have generated adjusted earnings of $42.8 million or $0.29 per share.

•As announced on October 7, 2024, we updated Segovia's mineral reserve and resource estimates effective July 31, 2024 reflecting growth of our mineral resources and full replacement of our mineral reserves. These new estimates build on the strong growth in 2023 and support the ongoing Segovia expansion project. The 2025 drilling program is expected to focus on these newly identified near-mine mineral resources, aiming to convert them into mineral reserves with low development costs, and improve our mining planning.

Page | 5

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Debt Offering

On October 31, 2024, we successfully completed the offering of $450 million of 8.000% Senior Notes due 2029 (the Notes). We will use a portion of the net proceeds from the offering to redeem the $300 million 6.875% Senior Notes that were issued in 2021. Redemption is expected to occur on or around November 20, 2024. The remaining net proceeds from the offering of $132.3 million are intended to be used for working capital and general corporate purposes. This strategic financing extends the maturity of our long-term debt to October 31, 2029, while increasing our cash reserves during our transformational growth period with ongoing expansions at both Segovia and Marmato.

Marmato Lower Mine Expansion and Stream Financing

On November 6, 2024, Aris Mining received a $40 million milestone payment under its precious metals purchase agreement (PMPA) with Wheaton Precious Metals International (WPMI). This payment was triggered when the Marmato Lower Mine project achieved the “25% construction spend” threshold in Q3 2024. Further payments to Aris Mining of $40 million and $42 million are expected to be received next year upon reaching the 50% and 75% construction spend milestones, respectively. Upon reaching commercial production of the Marmato Lower Mine in the second half of 2026, we expect the total Marmato Operations to produce an average of 162,000 ounces of gold per year over a 20-year mine life based on mineral reserves1.

Segovia Expansion Project

In early 2023, a strategic exploration and infill drilling program was launched along with a review of the geological interpretation and resource estimation methodology at Segovia. This effort resulted in a 75% increase in mineral reserves in 2023, extending Segovia’s estimated mine life to nearly seven years based on 2023 production rates. Building on this success, Aris Mining initiated a two-phase expansion of Segovia’s processing facilities from 2,000 tonnes per day (tpd) to 3,000 tpd, enabling us to increase annual gold production from a current rate of 185,000 to 195,000 ounces in 2024, to over 300,000 ounces following completion of the expansion and a ramp-up period. Phase 1 of the processing plant expansion was completed in October 2024, and Phase 2 is expected to be completed in the first quarter of 2025. The total cost of the expansion project is estimated at $15 million, with $7.7 million spent as of September 30, 2024.

Outstanding Share Data

As at the date of this MD&A, the Company has 170.9 million common shares issued and outstanding, 6.7 million shares issuable under stock options and 30.5 million shares issuable under share purchase warrants. As of November 12, 2024, all warrants are in-the-money and would result in a cash proceeds of up to $120.8 million if exercised in full; the two outstanding warrant classes expire on December 19, 2024 (up to $6.2 million in proceeds) and July 29, 2025 (up to $114.6 million in proceeds), respectively. A further 6 million common shares are issuable to MDC Industry Holding Company LLC (Mubadala) following receipt of an environmental license to develop PSN.

Outlook Guidance

As announced on October 7, 2024, the Company is targeting gold production of between 185,000 to 195,000 ounces in 2024 from Segovia, increasing to 250,000 ounces in 2025, and over 300,000 ounces in 2026. In addition, the Marmato Upper Mine is on track to deliver approximately 23,000 ounces in 2024, in line with full year 2023 production.

AISC guidance for Segovia in 2024 is expected to be between $1,400 and $1,500 per ounce, as updated in August 2024 when gold prices were around $2,400 per ounce. Currently, our YTD AISC stands at $1,515 per ounce, with $1,482 per ounce for the Owner and On Title CMPs segment, and $1,706 per ounce for the Third Party purchased mill feed segment. Given the expectation for continued high gold prices, which impacts the cost of mill feed purchased from our CMPs, Aris Mining expects that consolidated AISC may surpass the upper limit of the guidance range.

1 See section Qualified Person and Technical Information for references to the technical reports.

Page | 6

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Operating Performance | Segovia

The Segovia Operations are located in Antioquia, Colombia. Gold is produced through a distinctive community-based partnership model. We operate our own mines and collaborate with community-based mining partners, referred to as Contract Mining Partners (CMPs), to increase our total gold production. Some partners work within our infrastructure, while others manage their own mining operations on our tenements. In addition, we purchase high grade mill feed from third-party contractors operating off-title, which further optimizes production and increases operating margins. Approximately 45-55% of Segovia’s gold production is sourced from material mined by CMPs, who are compensated contractually based on the grade and quantity of mill feed delivered and the spot price of gold. In addition, off title mill feed is purchased from third party contractors to optimize production and further increase operating margins.

	Three months ended,				Nine months ended,
Operating Information	September 30, 2024	June 30, 2024	March 31, 2024	September 30, 2023	September 30, 2024	September 30, 2023
Tonnes of ore processed (t)	166,868	155,912	154,425	163,205	477,205	467,274
Tonnes per day (tpd)	1,940	1,834	1,817	1,898	1,864	1,832
Average gold grade processed (g/t)	9.23	9.14	9.42	10.77	9.26	10.34
Recoveries (%)	95.9%	96.0%	95.6%	95.5%	95.8%	95.4%
Gold produced (ounces)	47,493	43,705	44,908	53,826	136,106	148,221
Gold sold (ounces)	48,059	43,366	45,288	52,627	136,713	145,916
Financial Information
Gold revenue ($'000s)	$118,075	$100,302	$93,389	$100,712	$311,766	$279,840
Mining costs	33,552	33,105	32,294	30,412	98,951	76,323
Third Party material purchases	13,601	12,748	6,823	10,419	33,172	27,848
Processing costs	6,985	6,536	5,961	6,117	19,482	16,227
Administration and security costs	7,796	8,120	9,461	6,745	25,377	19,201
Finished goods & stockpile inventory adjustment	1,130	(1,306)	402	(352)	226	2,707
By-product and concentrate revenue	(2,665)	(2,862)	(2,318)	(3,153)	(7,845)	(10,785)
Total cash costs1	60,399	56,341	52,623	50,188	169,363	131,521
Cash cost per ounce sold1	1,257	1,299	1,162	954	1,239	901
Royalties	3,506	3,078	3,008	3,202	9,592	9,350
Social contributions	4,294	2,120	2,289	2,249	8,703	7,072
Sustaining capital - infill drilling1	608	2,006	990	1,298	3,604	2,454
Other sustaining capital and lease expenditures1	5,204	4,583	6,012	5,894	15,799	15,762
All-in sustaining costs1	74,011	68,128	64,922	62,831	207,061	166,159
All-in sustaining cost per ounce sold1	1,540	1,571	1,434	1,194	1,515	1,139
AISC Margin1	44,064	32,174	28,467	37,881	104,705	113,681

1.Refer to the Non-GAAP Measures section for a full reconciliation of sustaining capital, cash costs ($ per oz sold) and AISC ($ per oz sold) to the most directly comparable financial measure disclosed in the Interim Financial Statements.

Production

Gold production at Segovia of 47,493 ounces for Q3 2024 increased 9% over Q2 2024 due to higher tonnes processed with the mill operating at nameplate capacity during Q3 2024. However, when compared to Q3 2023, production was 12% lower due to lower grades in the Q3 2024 mine plan, partially offset by higher tonnes of processed mill feed from owner and CMP mining.

For YTD 2024 gold production of 136,106 ounces represented a decrease of 12,115 ounces, or 8%, compared to the prior year period. The shortfall was primarily caused by lower average gold grade mill feed from owner mining, and the 7 days of downtime for unplanned maintenance at the processing plant during Q2 2024, when compared to the prior year period. This was partially offset by higher grade mill feed purchases from third parties .

Page | 7

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Operating Performance | Segovia (continued)

Gold Revenue

Gold revenue at Segovia for Q3 2024 of $118.1 million increased $17.4 million, or 17%, compared to the same period of the prior year. This is attributable to a 28% increase in the average realized gold price offset by a 9% decrease in total ounces sold due to lower comparable production. Gold revenue of $311.8 million for the YTD 2024 increased by $31.9 million, or 11%, compared to the same period of the prior year. This is due to a 19% increase in the average realized gold price, offset by a 6% decrease in total ounces sold.

Cash Costs

Total cash costs increased 20% and 29% for Q3 and YTD 2024, respectively, when compared to the same prior year periods. Mining costs primarily increased due to higher labour costs resulting from government mandated wage increases, the impact of rising gold prices on internal and external CMP payments, inflation and foreign exchange. CMP mill feed purchases are made at a price calculated as a percentage of current spot gold prices, and increased in line with the gold price. Processing costs increased 14% and 20% for the Q3 and YTD 2024 respectively, due to the increase in tonnes of ore processed and inflation. Administration and security costs increased 16% and 32%, respectively, due to higher labour costs and expanded measures for security.

Social Contributions

Social Contributions for Q3 and YTD 2024 increased when compared to the same period of the prior year as they are linked to the prevailing gold price at the time. A one-time adjustment was recorded in Q3 2024 to ensure social payments for the first half of 2024 reflect the higher than expected gold prices.

All In Sustaining Costs (AISC)

Consolidated AISC for Q3 2024 was $1,540 per ounce decreased slightly QoQ due to higher production and lower sustaining capital, partially offset by higher CMP payments due to high grade mill feed purchased at rising gold prices during the quarter.

	Three months ended,				Nine months ended,
Operating Information	September 30, 2024	June 30, 2024	March 31, 2024	September 30, 2023	September 30, 2024	September 30, 2023
Owner Mining & On Title CMPs
Gold produced (ounces)	39,921	36,400	39,915	46,116	116,236	128,220
Gold sold (ounces)	40,248	36,117	40,253	45,089	116,618	126,220
Cash cost ($ per oz sold)1	1,145	1,201	1,134	864	1,158	816
AISC ($ per oz sold)1	1,483	1,527	1,439	1,145	1,482	1,091
AISC sales margin (%)1,2	40%	34%	30%	40%	35%	43%
AISC margin ($'000)1	39,199	28,388	25,064	34,671	92,650	104,423
Third Party Purchased Mill feed (Off Title CMPs)
Gold produced (ounces)	7,572	7,305	4,993	7,710	19,870	20,001
Gold sold (ounces)	7,811	7,248	5,036	7,538	20,095	19,696
Purchase & processing cost per ounce ($ per oz sold)1	1,834	1,790	1,386	1,488	1,706	1,448
Sales margin (%)1,2	25%	23%	33%	22%	25%	25%
Sales margin ($'000)1,2	4,868	3,785	3,403	3,210	12,056	9,257

Page | 8

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Operating Performance | Segovia (continued)

AISC Owner Mining & On Title CMPs

AISC for owner mining and on-title CMPs for Q3 2024 of $1,483 per ounce decreased 3% compared to Q2 2024 primarily due to increased gold ounces sold from higher production and lower sustaining capital QoQ, partially offset by the impact of higher gold prices on CMP payments. AISC increased 36% YoY from $1,091 per ounce in YTD 2023 mainly due to higher CMP payments to internal and external mine partners caused by the significant rise in gold price in 2024, and inflation and labour cost increases.

AISC Third party Purchased Mill feed (Off Title CMP)

AISC for third party purchased mill feed for Q3 2024 was $1,834 per ounce, or 3% higher than Q2 2024 mainly due to the increase in gold price QoQ. Third party margins of 25% improved somewhat QoQ from 23% in Q2 2024 and 22% in Q3 2023.

Segovia Expansion Project Update

The Segovia processing plant expansion project will increase processing capacity from 2,000 to 3,000 tonnes per day and is on schedule for completion in Q1 2025. Phase 1 of the work is now complete, with the newly expanded receiving area for our CMPs fully commissioned and handed over to operations in October 2024. The expanded receiving area enhances mill feed capacity and operational efficiencies. Phase 2, which involves installing a second ball mill in the former contractor receiving area, is underway and scheduled for completion in Q1 2025. The new ball mill is expected to increase throughput and gold production by enabling finer grinding and process efficiencies.

Operating Performance | Marmato Upper Mine

Aris Mining operates the Marmato Upper Mine while construction of the Lower Mine is underway.

	Three months ended,								Nine months ended,
Operating Information	September 30, 2024		June 30, 2024		March 31, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Tonnes of ore processed (t)	70,256		61,000		62,421		70,294		193,677		183,798
Average gold grade processed (g/t)	3.06		3.18		3.27		3.14		3.17		3.14
Gold recovery (%)	89.4	%	89.2	%	90.2	%	90.3	%	89.6	%	90.3	%
Gold produced (ounces)	6,115		5,511		5,859		6,367		17,485		16,878
Gold sold (ounces)	5,710		6,104		5,756		6,413		17,570		16,510
Gold Revenue ($'000)	13,502		13,867		11,801		12,243		39,171		31,217
Average realized gold price ($/ounce sold)	2,365		2,272		2,050		1,909		2,229		1,891

Gold production

Gold production for YTD 2024 increased by 4% to 17,485 ounces when compared to the same period of 2023. This is primarily attributable to a 5% increase in tonnes processed combined with a 1% increase in grade, partially offset by lower gold recovery. Gold production for Q3 2024 decreased by 4% when compared to the same period in 2023 due to a small decrease in grade.

Gold Revenue

Revenue increased by 13% and 25% for Q3 and YTD 2024, respectively, over the same periods in 2023, primarily driven by higher average realized gold prices. YTD there was a 7% increase in ounces of gold sold, however, for Q3 the ounces of gold sold decreased by 12% when compared to the same period of the prior year. This is attributable to the timing of gold pours and reduced production in Q3 2024. All gold sold from Marmato is subject to the PMPA in place with WPMI.

Page | 9

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Development Projects

Marmato Lower Mine

The Marmato Lower Mine project, initiated in 2023, is designed to provide access to the broader porphyry mineralization located beneath the currently operating Marmato Upper Mine. Upon completion, the combined operations of both mines are expected to produce approximately 162,000 ounces of gold annually over a 20-year mine life2.

As of September 30, 2024, the project reached the "25% spend" milestone pursuant to the PMPA with WPMI, with the site access road and portal face now complete and the contractor preparing to initiate work on the twin declines. Both the semi-autogenous grinding (SAG) and ball mill fabrication are progressing on schedule for completion before the end of 2024. On November 6, 2024. we received the first $40 million installment from WPMI to fund the Marmato Lower Mine project. Additional $40 million and $42 million payments are expected to be received at the 50% and 75% spend milestones, respectively.

During Q3 2024, the primary capital expenditures for the Lower Mine construction included $3.7 million for the process plant, $2.1 million for power and electrical infrastructure, $1.8 million for non-process infrastructure, and $0.9 million for underground mining. The project remains on plan and on budget.

Marmato Lower Mine - Construction Budget	’000
Construction spend (August 2023 to September 2024)1
Estimated cost to complete (as of September 30, 2024)	235,284
Total construction budget	279,584
Received stream funding on November 6, 2024	40,000
Remaining stream funding (at 50% and 75% project spend thresholds)	82,000
Remaining net construction budget	113,284
1Relates to costs directly associated with the construction of the plant, mining and other surface infrastructure of the Marmato Lower Mine Project, exclusive of costs associated with other ancillary activities supporting the wider Marmato Mine complex.

All values are in US Dollars.

Soto Norte Project

The PSN team has been integrated into the Aris Mining's management structure and procedures following the acquisition of a controlling interest on June 28, 2024. During the pre-licensing period, the Company will fund certain operating costs in full, while non-operating and project construction expenses will be shared with Mubadala based on pro-rata ownership. New studies are underway with several optimizations including (i) reduced environmental footprint, (ii) building a smaller processing plant with a longer operating life, (iii) adopting a flexible mining method to target higher-grade ore earlier in the mine life, and (iv) optimal water usage. The results of the new study are expected in early 2025.

Toroparu Project

Aris Mining continues to advance the Toroparu project, including analysis of the available options for power generation and access routes to the project and order of magnitude studies on the associated capital and operating costs. We have renewed our environmental license with the Guyana Environmental Protection Agency for a further term of five years. Total capital expenditure for Toroparu is anticipated to be $10 million for the year ending December 31, 2024.

2 See section Qualified Person and Technical Information for references to the technical reports.

Page | 10

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Review of Financial Results

	Three months ended,				Nine months ended,
($’000)	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
			Recast1				Recast1
Revenue	$	134,723	$	116,469	$	359,528	$	322,691
Costs and expenses
Cost of sales	(83,243)		(68,534)		(231,570)		(185,186)
Depreciation and depletion	(9,019)		(10,938)		(24,620)		(27,409)
Social contributions	(4,479)		(2,434)		(10,205)		(7,504)
Income from mining operations	37,982		34,563		93,133		102,592
General and administrative costs	(3,962)		(3,925)		(10,222)		(10,300)
Revaluation of investment in Denarius	—		—		—		(10,023)
Loss from equity accounting in investees	(17)		1,063		(2,871)		(3,608)
Share-based compensation	(2,533)		(528)		(5,748)		(2,134)
Other expenses	428		(21)		(2,252)		31
Income from operations	31,898		31,152		72,040		76,558
Loss on financial instruments	(12,842)		374		(22,728)		351
Finance income	1,351		3,672		5,288		8,203
Interest and accretion	(6,493)		(6,757)		(19,792)		(22,384)
Foreign exchange gain (loss)	(311)		(2,285)		7,010		(11,865)
Earnings before income tax	13,603		26,156		41,818		50,863
Income tax (expense) recovery
Current	(17,280)		(12,153)		(36,590)		(35,289)
Deferred	1,450		(170)		(2,485)		1,789
	(15,830)		(12,323)		(39,075)		(33,500)
Net earnings	$	(2,227)	$	13,833	$	2,743	$	17,363
Earnings per share – basic	$	(0.01)	$	0.10	$	0.02	$	0.13
Weighted average number of outstanding common shares – basic	169,873,924		137,192,545		153,304,168		136,710,913
Earnings per share – diluted	(0.01)		0.10		0.02		0.11
Weighted average number of outstanding common shares – diluted	169,873,924		137,484,041		153,826,303		140,898,278

1.The financial statements of the company were recast for the 2023 comparatives due to a non-material error in the warranties liability calculation from 2022 and IAS 1 retroactive application effective January 1, 2024

Revenue

Revenue increased 16% and 11% for the Q3 and YTD 2024, respectively when compared to the same periods of the prior years. This was attributable to an increase in average realized gold price offset by a decrease in gold ounces sold. The decrease in gold ounces sold was primarily due to reduced gold grade combined with unplanned downtime in the mill at Segovia during Q2 2024.

Cost and expenses

The cost of sales for the Q3 and YTD 2024, increased 21% and 25%, respectively, over the same periods of the prior year. This was primarily attributable to the impact of higher cash costs for mill feed supplied by CMPs which is calculated as a percent of current spot gold prices, higher labour costs from government mandated wage increases, inflation and foreign exchange.

Page | 11

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Review of Financial Results (continued)

Depreciation and depletion

Depreciation and depletion for the Q3 and YTD 2024 decreased 18% and 10% YoY, respectively, due to the 75% increase in mineral reserves at Segovia in 2023, effective September 30, 2023. Depletion is recognized on a units of production basis over the total mineral reserve base.

Social contributions

Loss on financial instruments

Aris Mining has financial instruments that are recognized at fair value through profit and loss. In 2024, losses recognized on financial instruments in Q3 2024 and YTD 2024 is primarily attributable to changes in the fair value of our listed warrants, due to a 39% increase in our share price since January 1, 2024. Additional losses were incurred from fair-value adjustments on the Gold Notes, which trade on the Cboe Canada. Our valuation model for the Gold Notes considers credit spread, risk free rates, volatility and gold future prices. The primary factor of the losses incurred in 2024 of the Gold Notes has been the impact of the 45% increase in the gold price YTD on the gold premium component of the Gold Notes.

	Three months ended,				Nine months ended,
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
			Recast1				Recast1
Financial Assets
Investment in Denarius	$	671	$	(1,192)	$	1,134	$	(362)
Denarius convertible debenture	1,732		—		3,019		—
Denarius warrants	1		(172)		(170)		(248)
Other gain on financial instruments	—		—		2		1
	2,404		(1,364)		3,985		(609)
Financial Liabilities
Gold Notes	(3,891)		(1,201)		(11,250)		(5,313)
Convertible debenture	—		609		565		32
Unlisted Warrants	(395)		51		(209)		762
Listed Warrants	(10,960)		2,279		(15,819)		5,479
	(15,246)		1,738		(26,713)		960
Total (loss) gain	(12,842)		374		(22,728)		351

Interest and accretion

Interest and accretion decreased 4% and 12% for Q3 and YTD 2024, respectively, when compared to the same periods of the prior year. Interest and accretion charges are incurred for interest expense on the Senior Notes, fees associated with financings, and accretion of provisions. The decrease in the YTD 2024 comparison is primarily attributable to the settlement of the note payable to Mubadala in the first quarter of 2023.

Foreign exchange gain

For the YTD 2024 we have recorded a foreign exchange gain compared to the same period of the prior year which was a foreign exchange loss. Aris Mining’s reporting currency is the USD, which is also the functional currency of the Company and certain of its subsidiaries. The functional currency of the subsidiaries which hold the Segovia Operations and the Marmato Mine is the Colombian Peso (COP). Foreign exchange gains (losses) reported in net income (loss) arise on the translation of monetary assets and liabilities denominated in a currency other than the functional currency of each entity, and these fluctuate based on foreign exchange rate movements during the period.

Page | 12

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Review of Financial Results (continued)

Non-controlling interest

On June 28, 2024, the Company acquired an additional 31% interest in the Soto Norte Project, bringing its total ownership to 51% (Soto Norte Transaction). As a result, income (loss) attributed to the non-controlling interest (NCI) has been recognized for the first time in the three-month period ended September 30, 2024, reflecting the share of net loss attributable to the non-controlling interest during this period.

Acquisition of Additional Interest in the Soto Norte Project

On June 28, 2024, the Company completed the acquisition of an additional 31% interest in PSN, increasing its total ownership to 51%. As part of this transaction, Mubadala received 15,750,000 common shares of Aris Mining, representing approximately 9.3% ownership as of June 30, 2024. The market value of the Aris Mining shares on the NYSE issued to Mubadala as of June 30, 2024 was approximately $59.2 million. In addition, Mubadala is entitled to 6 million common shares of Aris Mining upon the receipt of an environmental license for the development of PSN.

This transaction has been accounted for as an asset acquisition under IFRS, with the consideration allocated to the acquired assets and assumed liabilities based on their relative fair values. The shares issued and the contingently issuable shares were recognized in accordance with IFRS 2, Share-based payment, and the value ascribed to the shares was determined with reference to the fair value of the assets acquired and liabilities assumed. The costs incurred by the Company in relation to the PSN acquisition have been capitalized in accordance with applicable accounting standards. The total consideration paid was allocated based on the relative fair value of the assets and the liabilities acquired as detailed below:

Consideration paid
15,750,000 common shares issued and 6,000,000 contingently issuable common shares of Aris Mining	$	180,920
Previously held interest in the Soto Norte Project	108,363
Acquisition costs and project funding	6,085
Total consideration paid	$	295,368
Fair value of assets acquired and liabilities assumed
Cash and cash equivalents	$	5,251
Prepaid expenses and other receivables	213
Mining interests, plant and equipment	4,790
Exploration and evaluation assets	578,110
Accounts payable and accrued liabilities	(2,511)
Provisions	(1,690)
Other long term liabilities	(5,010)
Non-controlling interest	(283,785)
Assets acquired and liabilities assumed	$	295,368

Page | 13

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Summary of Quarterly Results


Quarterly results	Jun 30, 2024	Mar 31, 2024	Dec 31, 2023	Sep 30, 2023	Jun 30, 2023	Mar 31, 2023	Dec 31, 2022
				Recast2	Recast2	Recast2	Recast2
Revenue (000s)	117,185	107,620	124,983	116,469	109,315	96,907	103,361
Gold sold (ounces)	49,468	51,044	62,083	59,040	54,228	49,158	59,157
Segovia Operations AISC ( per oz sold)1	1,571	1,434	1,264	1,194	1,111	1,104	1,015
Earnings from mine operations (000s)	29,838	25,313	38,215	34,563	34,877	33,152	37,744
EBITDA	30,791	22,386	19,690	40,179	32,138	20,136	27,331
Adjusted EBITDA	36,079	28,413	39,650	41,556	39,529	38,647	30,892
Net earnings (loss) (000s)	5,713	(744)	(5,944)	13,833	9,899	(6,370)	(711)
Adjusted earnings (loss) (000s)	12,739	5,361	11,795	14,431	14,872	11,177	3,199
Earnings (loss) per share – basic ()	0.04	(0.01)	(0.04)	0.10	0.07	(0.05)	(0.01)
Earnings (loss) per share – diluted ()	0.04	(0.01)	(0.04)	0.10	0.02	(0.05)	(0.05)
Adjusted earnings per share - basic ()	0.08	0.04	0.09	0.11	0.11	0.04	0.11
1.Refer to the Non-GAAP Measures section for a full reconciliation of cash costs ( per oz sold) and AISC ( per oz sold) to the most directly comparable financial measure disclosed in the Interim Financial Statements. Comparative AISC values have been adjusted from amounts previously disclosed following a change in the methodology used to calculate total cash costs ( per oz sold) and AISC ( per oz sold) in Q3 of 2022. 2.The comparative information for 2023 was recast as a result of a non-material error related to the warrant liability calculation.

All values are in US Dollars.

Over the last eight quarters, earnings from mine operations have ranged from $25 million to $42 million, supported by gold sales of between 49,000 and 62,000 ounces per quarter. During this period, net earnings and earnings per share have experienced fluctuations, primarily influenced by revaluations of financial instruments, acquisition and restructuring costs, and gains and losses from fair value adjustments related to investments from acquisitions and divestitures.

During the year ended December 31, 2023, the Company identified a non-material error in the fair value of the listed warrant liability previously reported as at December 31, 2022. As a result of these adjustments, there was a reduction in net income of $5.5 million ($0.06 per share, basic and $0.05 per share diluted) for the three months ended December 31, 2022, a reduction in net income of $1.0 million ($0.01 per share basic and diluted) in the three months ended March 31, 2023, an increase in net income of $1.6 million ($0.01 per share basic and diluted) in the three months ended June 30, 2023 and an increase in net income of $1.4 million ($0.01 per share basic and diluted) in the three months ended September 30, 2023. The counter adjustment to each of the above recast adjustments was made on the statement of financial position to the warrant liability.

Page | 14

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Financial Condition, Liquidity and Capital Resources

	Three months ended,			Nine months ended,
($000s)	September 30, 2024	June 30, 2024	March 31, 2024	September 30, 2024
Gold Revenue	$131,577	$114,170	$105,190	$350,937
Total cash cost1	(75,116)	(69,775)	(64,811)	(209,702)
Royalties	(4,849)	(4,204)	(4,092)	(13,145)
Social contributions	(4,479)	(2,271)	(3,455)	(10,205)
Sustaining exploration1	(608)	(2,006)	(990)	(3,604)
Sustaining capital - other1	(6,142)	(5,364)	(6,836)	(18,342)
All in sustaining cost (AISC) 1	(91,194)	(83,620)	(80,184)	(254,998)
AISC Margin	40,383	30,550	25,006	95,939
Taxes paid2	(4,705)	(8,497)	—	(13,202)
General and administration expense2	(3,962)	(2,053)	(4,207)	(10,222)
Increase in VAT receivable	(11,429)	(8,345)	(9,090)	(28,864)
Other changes in working capital	(2,491)	(1,781)	(17,816)	(22,087)
Impact of foreign exchange losses on cash balances2	(578)	(2,240)	(322)	(3,140)
Cash flow from operations	17,218	7,634	(6,429)	18,424
Expansion and growth capital expenditure1 at:
Marmato Lower Mine	(10,825)	(19,143)	(14,865)	(44,833)
Segovia Operations	(14,040)	(11,765)	(8,472)	(34,277)
Marmato Upper Mine	(10,275)	(1,046)	(1,878)	(13,199)
Regional exploration	(2,924)	(4,518)	(2,951)	(10,393)
Toroparu Project	(1,970)	(2,079)	(1,939)	(5,988)
PSN	(5,033)	—	—	(5,033)
Corporate	—	(1,112)	—	(1,112)
Total expansion and growth capital	(45,067)	(39,663)	(30,105)	(114,835)
Cash flow from operations after expansion capital	(27,849)	(32,029)	(36,534)	(96,411)
Proceeds from warrant/option exercises2	4,309	16,827	7,671	28,807
Principal repayment of Gold Notes2	(3,694)	(3,695)	(3,694)	(11,083)
Net transaction costs from Soto Norte Acquisition2	—	(834)	—	(834)
Capitalized interest paid2	(3,737)	(3,549)	(2,594)	(9,880)
Repayment of convertible debenture2	—	(1,325)	—	(1,325)
Interest (paid) received - net	(10,382)	35	(10,598)	(20,945)
Total financing and other costs	(13,504)	7,459	(9,215)	(15,260)
Cash flow after expansion capital, financing and other costs	(41,353)	(24,570)	(45,749)	(111,671)
Cash contributions to investment in associate2	—	(1,270)	(1,376)	(2,646)
Net change in cash2	(41,353)	(25,840)	(47,125)	(114,317)
Opening cash balance at beginning of period2	121,657	147,497	194,622	194,622
Closing cash balance at end of period2	80,304	121,657	147,497	80,304

1.Refer to the Non-GAAP Measures section for full details on cash costs ($ per oz sold), AISC ($ per oz sold), and additions to mining interests split by nature and site.

2.As presented in the Interim Financial Statements and notes for the respective periods.

Page | 15

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Financial Condition, Liquidity and Capital Resources (continued)

Working Capital

Aris Mining had a working capital surplus of $64.3 million (being current assets less current liabilities) at September 30, 2024 (December 31, 2023: $143.9 million), and has sufficient cash and cash equivalents to fund its current operating and administration costs. Subsequent to the quarter-end, the Company bolstered liquidity with its recently closed debt offering on October 31, 2024 for gross proceeds of $450 million. We will use a portion of the proceeds to redeem the $300 million Senior Notes on or around November 20, 2024. The remaining net proceeds received of $132.3 million will be used for working capital and general corporate purposes. In addition, we received the first $40 million installment from WPMI to fund the Marmato Lower Mine on November 6, 2024.

The Company is, however, in a growth phase as it progresses its expansion projects, including (1) the construction of the Marmato Lower Mine project, (2) ongoing optimization and exploration activities at the Segovia Operations, (3) ongoing studies at the Toroparu project and (4) the funding of project development expenses of the Soto Norte Project during the pre-licensing period. The Company is in a strong financial position to fund growth projects based on cash flow from operations from the Segovia Operations, cash on hand and the remaining milestone payments from WPMI.

Cash flow from operations

Net cash provided from operations was $31.1 million in Q3 2024, which increased QoQ from $12.4 million in Q2 2024. The increase in cash flow was generated by higher AISC margin from increased gold ounces sold and higher realized gold prices. The positive trend in AISC margin was partially offset by a build up of working capital described below:

•Trade and other receivables increased from $49 million at December 31, 2023 to $72.6 million as at September 30, 2024. The increase is attributable to the build of 2024 VAT rated expenditures and administrative delays in the collection of our 2023 VAT rated expenditures. Subsequent to September 30, 2024, we received credit for $29.6 million of VAT, of which $16.2 million has been applied to 2023 corporate income tax with the remainder collected.

•Income tax payable has increased from $6.2 million at December 31, 2023 to $27.9 million as at September 30, 2024 due to tax expense recorded of $36.6 million.

•Prepaid expense and deposits increased from $4.6 million at December 31, 2023 to $6.2 million as at September 30, 2024 due to corporate activities.

•Inventory increased from $38.9 million at December 31, 2023 to $46.2 million as at September 30, 2024 due to a build up of materials and supplies, and ore stockpiles.

•Accounts payable and accrued liabilities decreased from $69.3 million at December 31, 2023 to $61.7 million as at September 30, 2024 due to the timing of supplier payments made subsequent to December 31, 2023.

Cash used in investing activities

Aris Mining's net cash used in investing activities increased $25.9 million and $12.4 million for Q3 and YTD 2024, respectively, when compared to the same periods of the prior year due to the construction of the Marmato Lower Mine project where we have invested $44.8 million YTD 2024, and the Segovia Operations where we have invested $34.4 million YTD 2024.

Cash used financing activities

Aris Mining's net cash used in financing activities decreased $2.4 million and $24.3 million for Q3 and YTD 2024, respectively, when compared to the same periods of the prior year. This decrease is primarily attributable to $28.8 million received from warrant and stock option exercises YTD 2024, offset by $11 million YTD 2024 cash spent on the Gold Notes' premium payments when compared to the same periods of the prior year.

Page | 16

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Off-balance Sheet Arrangements

Aris Mining has no off-balance sheet arrangements.

Transactions with Related Parties

The Company’s related parties include its subsidiaries, affiliates, and key management personnel. The Company’s key management personnel consists of executive and non-executive directors and the Company’s executive officers.

Other than normal-course intercompany transactions and compensation in the form of salaries or directors’ fees, and share based payments (options, PSUs, DSUs) there were no related party transactions.

Financial Instruments and Financial Risk Management

The nature of the acquisition, exploration, development and operation of gold properties exposes the Company to risks associated with fluctuations in commodity prices, foreign currency exchange rates and credit risk. The Company may at times enter into risk management contracts to mitigate these risks. It is the Company’s policy that no speculative trading in derivatives shall be undertaken.

Gold Notes

Aris Mining has Gold Notes that trade on the Cboe Canada Exchange under the symbol “AMNG.NT.U” as described in note 10 of our 2023 annual financial statements. As of September 30, 2024, the outstanding principal value is $47.5 million. The Gold Notes bear interest at 7.5% per annum, payable monthly. In addition to the interest, the Gold Notes pay a gold premium calculated each quarter as the excess of the floor price of $1,400 compared to the London Bullion Market Association Gold Price on the measurement date. We have not entered into any instruments to hedge against the market movement of gold, and there is risk that rising gold prices would result in higher premiums to be paid. However, there is a natural hedge to this risk as rising gold prices result in higher cash flows from increased AISC margins to be able to fund the potential exposure.

Page | 17

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Contractual Obligations and Commitments

The Company enters into contracts in the normal course of business that give rise to commitments for future payments. The following table summarizes the contractual maturities of the Company’s financial liabilities, and operating and capital purchase commitments, at September 30, 2024:

Aris Mining’s contractual obligations and commitments (including any related interest) at September 30, 2024 were as follows:

	Less than 1 year		1 to 3 years		4 to 5 years		Over 5 years		Total
Trade, tax and other payables	$	89,617	$	—	$	—	$	—	$	89,617
Reclamation and closure costs	1,544		3,345		6,212		27,850		38,951
Lease payments	1,831		2,439		877		2,435		7,582
Gold Notes	29,432		53,843		—		—		83,275
Senior Notes1	20,625		317,646		—		—		338,271
Other purchase and contractual commitments2	375		—		—		—		375
Total	$	143,424	$	377,273	$	7,089	$	30,285	$	558,071

1.Subsequent to September 30, 2024, the Senior Notes will be redeemed for $310,943 on or around November 20, 2024. On October 31, 2024 Aris Mining successfully completed its offering of $450 million of 8.000% Notes due 2029.

2.Other purchase and contractual commitments include all contractual agreements to purchase goods or services that are enforceable and legally binding on the Company, including expenditures required to comply with current mining and exploration license requirements.

Aris Mining’s current silver and gold production from the Marmato Mine and future production from the Toroparu Project are subject to the terms of the respective WPMI streaming agreements.

As part of the acquisition of the Soto Norte Project, after the first 5.7 million gold ounces have been produced, Mubadala retained a streaming interest of 7.35% of payable gold and 100% of payable silver on the Soto Norte Project. Mubadala will make payments upon delivery equal to 15% of the spot gold and silver prices. In addition, subsequent to the transaction, Aris Mining has the obligation to fund Mubadala's 49% share of certain operating costs until the earlier of the receipt of the environmental license for the Soto Norte Project or December 31, 2027.

Liquidity risk

Associated with the contractual obligations and commitments summarized above, the Company manages its liquidity risk by continuously monitoring forecasted cash flow requirements, as well as any requirements that arise by virtue of the financial instruments held by the Company. The Company believes it has sufficient cash resources to pay its obligations associated with its financial liabilities as at September 30, 2024.

Contingencies

In the ordinary course of business, the Company is involved in and potentially subject to legal actions and proceedings. The Company records provisions for such claims when considered material and an outflow of resources is considered probable.

The Company is subject to tax audits from various tax authorities on an ongoing basis. As a result, from time to time, tax authorities may disagree with the positions and conclusions taken by the Company in its tax filings or legislation could be amended or interpretations of current legislation could change, and any of these events could lead to reassessments. The Company records provisions for such claims when it determines it is not probable that the taxation authority will accept its filing position.

No such provisions have been recorded by the Company.

Page | 18

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Non-GAAP Financial Measures

This document refers to a number of non-GAAP financial measures and non-GAAP ratios, which are not measures recognized under International Financial Reporting Standards (IFRS) and do not have a standardized meaning prescribed by IFRS or by Generally Accepted Accounting Principles (GAAP). The non-GAAP financial measures and non-GAAP ratios described below do not have standardized meanings under IFRS, may differ from those used by other issuers, and may not be comparable to similar financial measures and ratios reported by other issuers. These financial measures and ratios have been derived from our financial statements and applied on a consistent basis as appropriate. We disclose these financial measures and ratios because we believe they assist readers in understanding the results of our operations and financial position and provide further information about our financial results to investors. These measures should not be considered in isolation or used as a substitute for other measures of performance prepared in accordance with IFRS.

Total cash costs

Total cash costs and total cash costs per ounce sold are a non-GAAP financial measure and a non-GAAP ratio, respectively, and are common financial performance measures in the gold mining industry; however, they have no standard meaning under IFRS. Total cash costs per ounce sold are calculated by dividing total cash costs by volume of gold ounces sold. Aris Mining believes that, in addition to conventional measures prepared in accordance with IFRS such as cost of sales, certain investors use this information to evaluate the Company's performance and ability to generate operating income and cash flow from its mining operations. Management uses this metric as an important tool to monitor operating costs. Management has included a secondary total cash cost and total cash cost per ounce measure, that includes the cost of royalties incurred on precious metal shipments from its Segovia Operations. This measure adds back the cost of royalties to total cash cost and is intended to be reflective of the total cash cost associated with operating in Colombia. Adoption of the World Gold Standard methodology is voluntary and other companies may quantify this measure differently because of different underlying principles and policies applied.

Page | 19

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Non-GAAP Financial Measures (continued)

Total cash costs (continued)

Reconciliation of total cash costs to the most directly comparable financial measure disclosed in the Interim Financial Statements

	Three months ended Sep 30, 2024		Three months ended Sep 30, 2023
($000s except per ounce amounts)	Segovia	Total	Segovia	Total
Total gold sold (ounces)	48,059	53,769	52,627	59,040
Cost of sales1	66,570	83,243	56,543	68,534
Less: materials and supplies inventory provision	—	—	—	(190)
Less: royalties1	(3,506)	(4,849)	(3,202)	(4,189)
Add: by-product revenue1	(2,665)	(3,278)	(3,153)	(3,514)
Total cash costs	60,399	75,116	50,188	60,641
Total cash costs ($ per oz gold sold)	1,257		954
Total cash cost including royalties	63,905		53,390
Total cash cost including royalties <br>($ per oz gold sold)	1,330		1,014
	Nine months ended Sep 30, 2024		Nine months ended Sep 30, 2023
($000s except per ounce amounts)	Segovia	Total	Segovia	Total
Total gold sold (ounces)	136,712	154,282	145,916	162,426
Cost of sales1	186,801	231,570	151,656	185,186
Less: materials and supplies inventory provision	—	—	—	(190)
Less: royalties1	(9,592)	(13,145)	(9,350)	(12,214)
Add: by-product revenue1	(7,845)	(8,723)	(10,785)	(11,634)
Less: other adjustments	—	—	—	77
Total cash costs	169,364	209,702	131,521	161,225
Total cash costs ($ per oz gold sold)	1,239		901
Total cash cost including royalties	178,956		140,871
Total cash cost including royalties <br>($ per oz gold sold)	1,309		965

All values are in US Dollars.

	Three months ended June 30, 2024		Three months ended March 31, 2024
($000s except per ounce amounts)	Segovia	Total	Segovia	Total
Total gold sold (ounces)	43,366	49,469	45,288	51,044
Cost of sales1	62,282	76,994	57,949	71,333
Less: royalties1	(3,078)	(4,204)	(3,008)	(4,092)
Add: by-product revenue1	(2,862)	(3,015)	(2,318)	(2,430)
Less: other adjustments	—	—	—	—
Total cash costs	56,342	69,775	52,623	64,811
Total cash costs ($ per oz gold sold)	1,299		1,162
Total cash cost including royalties	59,420		55,631
Total cash cost including royalties <br>($ per oz gold sold)	1,370		1,228

All values are in US Dollars.

1.As presented in the Interim Financial Statements and notes thereto for the respective periods.

Page | 20

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Non-GAAP Financial Measures (continued)

Total cash costs (continued)

Reconciliation of total cash costs by business unit at the Segovia Operations to the cash costs as disclosed above.

	Three months ended September 30, 2024			Three months ended September 30, 2023
($000s except per ounce amounts)	Owner	Off-title CMP	Total	Owner	Off-title CMP	Total
Total gold sold (ounces)	40,248	7,811	48,059	45,089	7,538	52,627
Cost of sales1	52,245	14,325	66,570	45,044	11,216	56,259
Less: royalties1	(3,506)	—	(3,506)	(2,918)	—	(2,918)
Add: by-product revenue1	(2,665)	—	(2,665)	(3,153)	—	(3,153)
Total cash costs	46,073	14,325	60,399	38,973	11,216	50,189
Total cash costs ($ per oz gold sold)	$1,145	$1,834	$1,257	$864	$1,488	$954
	Nine months ended September 30, 2024			Nine months ended September 30, 2023
($000s except per ounce amounts)	Owner	Off-title CMP	Total	Owner	Off-title CMP	Total
Total gold sold (ounces)	116,618	20,095	136,712	126,220	19,696	145,916
Cost of sales1	152,517	34,283	186,800	123,139	28,516	151,655
Less: royalties1	(9,592)	—	(9,592)	(9,350)	—	(9,350)
Add: by-product revenue1	(7,845)	—	(7,845)	(10,785)	—	(10,785)
Total cash costs	135,080	34,283	169,364	103,004	28,516	131,521
Total cash costs ($ per oz gold sold)	$1,158	$1,706	$1,239	$816	$1,448	$901
	Three months ended June 30, 2024			Three months ended June 30, 2023
($000s except per ounce amounts)	Owner	Off-title CMP	Total	Owner	Off-title CMP	Total
Total gold sold (ounces)	36,117	7,248	43,365	41,855	6,526	48,381
Cost of sales1	49,304	12,977	62,282	41,056	9,974	51,030
Less: royalties1	(3,078)	—	(3,078)	(3,488)	—	(3,488)
Add: by-product revenue1	(2,862)	—	(2,862)	(2,755)	—	(2,755)
Total cash costs	43,364	12,977	56,342	34,813	9,974	44,787
Total cash costs ($ per oz gold sold)	$1,201	$1,790	$1,299	$832	$1,528	$926
	Three months ended March 31, 2024			Three months ended March 31, 2023
($000s except per ounce amounts)	Owner	Off-title CMP	Total	Owner	Off-title CMP	Total
Total gold sold (ounces)	40,253	5,035	45,288	39,276	5,632	44,908
Cost of sales1	50,968	6,980	57,948	36,756	7,326	44,082
Less: royalties1	(3,008)	—	(3,008)	(2,660)	—	(2,660)
Add: by-product revenue1	(2,318)	—	(2,318)	(4,877)	—	(4,877)
	0	0	0	0	0	0
Total cash costs	45,643	6,980	52,624	29,219	7,326	36,545
Total cash costs ($ per oz gold sold)	$1,134	$1,386	$1,162	$744	$1,301	$814

1.As presented in the Interim Financial Statements and notes thereto for the respective periods.

Page | 21

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Non-GAAP Financial Measures (continued)

All-in sustaining costs

AISC and AISC ($ per oz sold) are a non-GAAP financial measure and a non-GAAP ratio, respectively, and are common financial performance measures in the gold mining industry; however, they have no standard meaning under IFRS. AISC ($ per oz sold) is calculated by dividing AISC by volume of gold ounces sold. The methodology for calculating AISC was developed internally and is calculated below, and readers should be aware that this measure does not have a standardized meaning. This non‐GAAP measure provides investors with transparency to the total period‐attributable AISC of producing an ounce of gold and may aid in the comparison with other gold mining peers. Management uses this metric as an important tool to monitor operating costs. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.

Reconciliation of all-in sustaining costs to the most directly comparable financial measure disclosed in the Interim Financial Statements.

	Three months ended Sep 30, 2024		Three months ended Sep 30, 2023
($000s except per ounce amounts)	Segovia	Total	Segovia	Total
Total gold sold (ounces)	48,059	53,769	52,627	59,040
Total cash costs	60,399	75,116	50,188	60,641
Add: royalties1	3,506	4,849	3,202	4,189
Add: social programs1	4,294	4,479	2,249	2,434
Add: sustaining capital expenditures	5,423	6,361	6,685	8,143
Add: lease payments on sustaining capital	389	389	507	507
Total AISC	74,011	91,194	62,831	75,914
Total AISC ($ per oz gold sold)	1,540		1,194
	Nine months ended Sep 30, 2024		Nine months ended Sep 30, 2023
($000s except per ounce amounts)	Segovia	Total	Segovia	Total
Total gold sold (ounces)	136,712	154,282	145,916	162,426
Total cash costs	169,364	209,702	131,521	161,225
Add: royalties1	9,592	13,145	9,350	12,214
Add: social programs1	8,703	10,205	7,072	7,504
Add: sustaining capital expenditures	18,143	20,687	16,467	19,822
Add: lease payments on sustaining capital	1,259	1,259	1,749	1,749
Total AISC	207,061	254,998	166,159	202,514
Total AISC ($ per oz gold sold)	1,515		1,139
	Three months ended June 30, 2024		Three months ended March 31, 2024
($000s except per ounce amounts)	Segovia	Total	Segovia	Total
Total gold sold (ounces)	43,366	49,469	45,288	51,044
Total cash costs	56,342	69,775	52,623	64,811
Add: royalties1	3,078	4,204	3,008	4,092
Add: social programs1	2,120	2,271	2,289	3,455
Add: sustaining capital expenditures	6,224	7,006	6,496	7,320
Add: lease payments on sustaining capital	364	364	506	506
Total AISC	68,128	83,620	64,922	80,184
Total AISC ($ per oz gold sold)	1,571		1,434

All values are in US Dollars.

1.As presented in the Interim Financial Statements and notes thereto for the respective periods.

Page | 22

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Non-GAAP Financial Measures (continued)

All-in sustaining costs (continued)

Reconciliation of total AISC by business unit at the Segovia Operations to the AISC as disclosed above.

	Three months ended September 30, 2024			Three months ended September 30, 2023
($000s except per ounce amounts)	Owner Mining & On-title CMP	Off-title CMP	Total Segovia	Owner Mining & On-title CMP	Off-title CMP	Total Segovia
Total gold sold (ounces)	40,248	7,811	48,059	45,089	7,538	52,627
Total cash costs	46,073	14,325	60,399	38,973	11,216	50,189
Add: royalties1	3,506	—	3,506	3,202	—	3,202
Add: social programs1	4,294	—	4,294	2,249	—	2,249
Add: sustaining capital expenditures	5,423	—	5,423	6,685	—	6,685
Add: lease payments on sustaining capital	389	—	389	507	—	507
Total AISC	59,685	14,325	74,011	51,616	11,216	62,832
Total AISC ($ per oz gold sold)	$1,483	$1,834	$1,540	$1,145	$1,488	$1,194
	Nine months ended September 30, 2024			Nine months ended September 30, 2023
($000s except per ounce amounts)	Owner Mining & On-title CMP	Off-title CMP	Total Segovia	Owner Mining & On-title CMP	Off-title CMP	Total Segovia
Total gold sold (ounces)	116,618	20,095	136,712	126,2203	19,696	145,915
Total cash costs	135,080	34,283	169,363	103,004	28,516	131,521
Add: royalties1	9,592		9,592	9,350		9,350
Add: social programs1	8,703		8,703	7,072		7,072
Add: sustaining capital expenditures	18,143		18,143	16,468		16,468
Add: lease payments on sustaining capital	1,259		1,259	1,749		1,749
Total AISC	172,777	34,283	207,060	137,644	28,516	166,160
Total AISC ($ per oz gold sold)	$1,482	$1,706	$1,515	$1,091	$1,448	$1,139
	Three months ended June 30, 2024			Three months ended June 30, 2023
($000s except per ounce amounts)	Owner Mining & On-title CMP	Off-title CMP	Total Segovia	Owner Mining & On-title CMP	Off-title CMP	Total Segovia
Total gold sold (ounces)	36,117	7,248	43,365	41,855	6,526	48,381
Total cash costs	43,364	12,977	56,341	34,813	9,974	44,787
Add: royalties1	3,078	—	3,078	3,488	—	3,488
Add: social programs1	2,120	—	2,120	2,419	—	2,419
Add: sustaining capital expenditures	6,224	—	6,224	2,450	—	2,450
Add: lease payments on sustaining capital	364	—	364	588	—	588
Total AISC	55,150	12,977	68,127	43,758	9,974	53,731
Total AISC ($ per oz gold sold)	$1,527	$1,790	$1,571	$1,045	$1,528	$1,111
	Three months ended March 31, 2024			Three months ended March 31, 2023
($000s except per ounce amounts)	Owner Mining & On-title CMP	Off-title CMP	Total Segovia	Owner Mining & On-title CMP	Off-title CMP	Total Segovia
Total gold sold (ounces)	40,253	5,035	45,287	39,276	5,632	44,908
Total cash costs	45,643	6,980	52,623	29,219	7,326	36,545
Add: royalties1	3,008	—	3,008	2,660	—	2,660
Add: social programs1	2,289	—	2,289	2,404	—	2,404
Add: sustaining capital expenditures	6,496	—	6,496	7,332	—	7,332
Add: lease payments on sustaining capital	506	—	506	656	—	656
Total AISC	57,942	6,980	64,922	42,270	7,326	49,597
Total AISC ($ per oz gold sold)	$1,439	$1,386	$1,434	$1,076	$1,301	$1,104

1.As presented in the Interim Financial Statements and notes thereto for the respective periods.

3As presented in the Interim Financial Statements and notes thereto for the respective periods.

Page | 23

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Non-GAAP Financial Measures (continued)

Additions to mineral interests, plant and equipment

The below table reconciles sustaining and non-sustaining capital expenditures (also referred to as growth capital, expansion capital and growth and expansion investments) as disclosed in this MD&A to the additions to mining interest, plant, and equipment in the supporting notes to the Financial Statements.

	Three months ended,				Nine months ended,
($’000)	30-Sep-24	30-Jun-24	31-Mar-24	30-Sep-23	30-Sep-24	30-Sep-23
Sustaining capital
Segovia Operations	5,423	6,224	6,496	6,685	18,143	16,467
Marmato Upper Mine	938	782	824	1,457	2,544	3,355
Total	6,361	7,006	7,320	8,142	20,687	19,822
Non-sustaining capital
Marmato Lower Mine	10,825	19,143	14,865	8,413	44,833	18,420
Segovia Operations	16,962	16,284	11,023	6,569	44,269	16,849
Marmato Upper Mine	10,275	1,046	2,278	5,737	13,599	7,063
Toroparu Project	1,970	2,079	1,939	3,874	5,988	13,189
PSN	5,033	—	—	—	5,033	—
Juby Project	1	1	3	—	5	33
Total	45,066	38,553	30,108	24,593	113,727	55,554
Corporate Assets		3,895	—	—	3,895	—
Additions to mining interest, plant and equipment1	51,427	49,454	37,428	32,735	138,309	75,376
1.As presented in the Interim Financial Statements and notes thereto for the respective periods.

Page | 24

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Non-GAAP Financial Measures (continued)

Adjusted net earnings and adjusted net earnings per share

Adjusted net earnings and adjusted net earnings per share (basic) are a non-GAAP financial measure and non-GAAP ratios, respectively, and are common financial performance measures in the gold mining industry; however, they have no standard meaning under IFRS. Adjusted net earnings per share (basic) are calculated by dividing adjusted net earnings by the number of shares outstanding on a basic basis, respectively.

Adjusted net earnings and adjusted net earnings per share (basic) are used by management and investors to measure the underlying operating performance of the Company. Presenting these measures from period to period helps management and investors evaluate earnings trends more readily in comparison with results from prior periods.

Adjusted net earnings is defined as net income adjusted to exclude specific items that are significant but not reflective of the underlying operating performance of the Company, such as: share-based payments, change in fair value of financial instruments, foreign exchange gains and losses, foreign exchange gains, income and losses from equity accounting in investees, and other non-recurring items. Adjusted net earnings per share amounts are calculated using the weighted average number of shares outstanding on a basic basis as determined under IFRS. In the table below the Company has provided the reconciliation of adjusted net earnings to the most directly comparable financial measure disclosed in the Interim Financial Statements.

	Three months ended,				Nine months ended,
($000s except shares amount)	30-Sep-24	30-Jun-24	31-Mar-24	30-Sep-23	30-Sep-24	30-Sep-23
Basic weighted average shares outstanding	169,873,924	151,474,859	138,381,653	137,192,545	153,304,168	136,710,913
Net loss1	(2,227)	5,713	(744)	13,833	2,743	17,363
Add back:
Share-based compensation1	2,533	1,373	1,842	528	5,748	2,134
Revaluation of investment in Denarius1	—	—	—	—	—	10,023
(Income) loss from equity accounting in investee1	17	2,301	552	(1,063)	2,871	3,608
(Gain) loss on financial instruments1	12,842	6,144	3,742	(374)	22,728	(351)
Other (income) expense1	(428)	2,681	—	21	2,252	(31)
Foreign exchange (gain) loss1	311	(7,211)	(109)	2,285	(7,010)	11,865
Income tax effect on adjustments	(109)	1,738	78	(800)	1,707	(4,153)
Adjusted net (loss) / earnings	12,939	12,739	5,361	14,431	31,039	40,458
Per share – basic ($/share)	0.08	0.08	0.04	0.11	0.20	0.30

1.As presented in the Interim Financial Statements and notes for the respective periods.

Page | 25

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Non-GAAP Financial Measures (continued)

Earnings before interest, taxes, depreciation, and amortization (EBITDA) and Adjusted EBITDA

EBITDA and Adjusted EBITDA are Non-GAAP financial measures and are common financial performance measures in the gold mining industry; however, they have no standard meaning under IFRS. EBITDA represents earnings before interest (including non-cash accretion of financial obligations and lease obligations), income taxes and depreciation, depletion and amortization.

EBITDA is then adjusted to exclude specific items that are significant but not reflective of the underlying operating performance of the Company, such as: share-based payments, change in fair value of financial instruments, foreign exchange gains and losses, income and losses from equity accounting in investees, and losses on deferred and current income taxes, and other non-recurring items (Adjusted EBITDA). In the table below the Company has provided the reconciliation of EBITDA and adjusted EBITDA to the most directly comparable financial measure disclosed in the Interim Financial Statements.

	Three months ended,				Nine months ended,
($000s)	30-Sep-24	30-Jun-24	31-Mar-24	30-Sep-23	30-Sep-24	30-Sep-23
Earnings (loss) before tax1	13,603	17,904	10,310	26,156	41,818	50,863
Add back:
Depreciation and depletion1	9,019	8,082	7,519	10,938	24,620	27,409
Finance income1	(1,351)	(1,691)	(2,246)	(3,672)	(5,288)	(8,203)
Interest and accretion1	6,493	6,496	6,803	6,757	19,792	22,384
EBITDA	27,764	30,791	22,386	40,179	80,942	92,453
Add back:
Share-based compensation1	2,533	1,373	1,842	528	5,748	2,134
Revaluation of investment in Denarius1	—	—	—	—	—	10,023
(Income) loss from equity accounting in investee1	17	2,301	552	(1,063)	2,871	3,608
(Gain) loss on financial instruments1	12,842	6,144	3,742	(374)	22,728	(351)
Other (income) expense1	(428)	2,681	—	21	2,252	(31)
Foreign exchange (gain) loss1	311	(7,211)	(109)	2,285	(7,010)	11,865
Adjusted EBITDA	43,039	36,079	28,413	41,576	107,531	119,701

1.As presented in the Interim Financial Statements and notes for the respective periods.

Page | 26

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Accounting matters

Critical Accounting Estimates and Judgements

The preparation of consolidated financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed at each period end. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. For further information on our significant judgements and accounting estimates, refer to note 4 of our audited annual consolidated financial statements for the years ended December 31, 2023 and 2022. The significant judgments, estimates and assumptions made by management in applying the Company’s accounting policies are the same as those that applied to the consolidated financial statements for the years ending December 31, 2023 and 2022, in addition to the following:

Asset Acquisition - The Soto Norte Project

The assessment of whether an acquisition of assets and liabilities meets the definition of a business or whether it is an acquisition of assets requires judgment. In this assessment, management considers whether the acquired set of assets and activities consists of inputs and a substantive process and whether these inputs and substantive processes have the ability to contribute to the creation of outputs. Management concluded that the Soto Norte Project did not constitute a business and accounted for the acquisition as an asset acquisition

Fair value of assets acquired and liabilities assumed of the Soto Norte Project

Determining the fair value of assets acquired and liabilities assumed in an asset acquisition requires management to make estimates and assumptions, giving consideration to both market and income-based valuation methodologies to determine the fair value of the exploration project to be recognized. In the case of an asset acquisition, the measurement of common shares and contingently issuable common shares paid as consideration for the acquisition is also determined with reference to the fair value of the net assets acquired and liabilities assumed.

Determination of Control or Significant Influence in the Soto Norte Project

The Soto Norte Transaction resulted in the Company obtaining a 51% interest in the Soto Norte Project. Judgment is required to determine whether the Company controls or has significant influence over the Soto Norte Project, which impacts the accounting treatment to consolidate or account for the investment using the equity method, respectively. The assessment required judgment related to factors including, but not limited to, the relevant activities of the Soto Norte Project, and the substantive rights of the shareholders to approve, amongst other things, operating policies, budgets, and financing plans. The Company determined that it had obtained control over Soto Norte as of June 28, 2024.

Page | 27

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Accounting matters (continued)

Changes in Accounting Policies

Aris Mining’s Interim Consolidated Financial Statements for the three and nine months ended September 30, 2024 were prepared in accordance with IFRS, as issued by the IASB, under IAS 34 - Interim Financial Reporting and were approved by the Company’s board of directors on November 12, 2024. These financial statements were prepared using the same basis of presentation, accounting policies and methods of computation as outlined in Note 3, Material accounting policies in Aris Mining’s consolidated financial statements for the year ended December 31, 2023.

New accounting standards issued | IAS 1 – Presentation of Financial Statements

The IASB issued an amendment to IAS 1, Presentation of Financial Statements that clarifies that the classification of liabilities as current or non-current depends on the rights existing at the end of the reporting period as opposed to the expectations of exercising the right for settlement of the liability. The amendments were effective January 1, 2024 and have been applied retrospectively. Under existing IAS 1 requirements, companies classify a liability as current when they do not have an unconditional right to defer settlement for at least 12 months after the reporting date. The IASB has removed the requirement for a right to be unconditional and instead now requires that a right to defer settlement must exist at the reporting date and have substance. The amendments therefore resulted in a change in the classification of liabilities that can be settled in an entity's own shares. Previously, counterparty conversion options were not considered when classifying the related liabilities as current or non-current. Subsequent to the application of the amendments, when a liability includes a counterparty conversion option that may be settled by a transfer of an entity's own shares, the Company takes into account the conversion option in classifying the liability as current or non-current. The Company's convertible debentures and warrant liabilities were impacted by the amendments.

Previously, the Company's convertible debentures were recorded as long-term debt and were classified as current when the instrument was maturing within 12 months after the reporting period. However, given the holders of the debenture have the option from issuance to maturity to convert the principal into common shares of the Company, the related liability is classified as current as at January 1, 2023 under the revised policy because the conversion option can be exercised by the holders within 12 months after the reporting period. Similarly, the Company's warrant liabilities were previously classified as non-current and warrants expiring within 12 months after the reporting period were classified as current. Under the revised policy, the warrant liabilities are classified as current as at January 1, 2023 and December 31, 2023 because the warrants can be exercised by the holders at any time subsequent to issuance.

As a result of the adoption of the IAS 1 amendments, the statement of financial position as at January 1, 2023 has been restated, with a reclassification of $13.2 million from non-current portion of long-term debt to current portion of long-term debt, and a reclassification of $21.8 million from non-current portion of warrant liabilities to current portion of warrant liabilities. The statement of financial position as at December 31, 2023 has also been restated, with a reclassification of $11.0 million from non-current portion of warrant liabilities to current portion of warrant liabilities.

There was no impact on the statement of income (loss), statement of other comprehensive income (loss), statement of equity, and statement of cash flows for the three and nine months ended September 30, 2023.

Page | 28

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Accounting matters (continued)

Adopted accounting policies not previously disclosed

The following previously adopted accounting policies not disclosed in the annual financial statements were applied in preparing the interim financial statements.

Non-Controlling interest

Non-controlling interest represents equity interests in subsidiaries owned by outside parties. The share of net assets of subsidiaries attributable to non-controlling interests is presented as a component of equity. The non-controlling interest is allocated a share of net income and other comprehensive income, which is recognized directly in equity even if the results of the non-controlling interest have a deficit balance.

The Company recognizes transactions with non-controlling interest as transactions with equity shareholders. Changes in the Company's ownership interest in subsidiaries that do not result in the loss of control are accounted for as equity transactions.

The Company has elected an accounting policy to measure the non-controlling interest in an acquisition of assets that does not constitute a business at either the fair value of the non-controlling interest or at the non-controlling interest's proportionate share of the net assets recognized. The Company measured the non-controlling interest in the Soto Norte Project at the date the Company acquired control based on the proportionate share of the entity's recognized net assets.

Measurement of previously held interest in an asset acquisition

In an acquisition of assets that does not constitute a business, the previously held interest forms a part of the consideration paid for the assets acquired and liabilities assumed at the time control of the assets and liabilities is obtained. The Company has elected an accounting policy not to remeasure the carrying amount of previously held investments in associates on acquisition of additional interests that do not constitute a business.

Page | 29

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Risks and Uncertainties

Exploration, development and mining of precious metals involves numerous inherent risks. As such, Aris Mining is subject to financial, operational and political risks that could have a significant impact on its profitability and levels of operating cash flows. Although Aris Mining assesses and minimizes these risks by applying high operating standards, including careful management and planning of its facilities, hiring qualified personnel and developing their skills through training and development programs, these risks cannot be eliminated.

Readers are encouraged to read and consider the risk factors which are more specifically described under the caption "Risk Factors" in the Company's AIF for the year ended December 31, 2023 dated as of March 6, 2024, which is available on www.aris-mining.com, under the Company's profile on SEDAR+ at www.sedarplus.ca and in its filings with the SEC at www.sec.gov.

If any of these risks materialize into actual events or circumstances or other possible additional risks and uncertainties of which the Company is currently aware or which it considers to be material in relation to the Company's business actually occur, the Company's assets, liabilities, financial condition, results of operations (including future results of operations), business and business prospects, are likely to be materially and adversely affected. In such circumstances, prices of the Company's securities could decline, and investors could lose all or part of their investment. In addition, such risk factors could cause actual amounts to differ materially from those described in the forward-looking statements related to the Company.

Disclosure Controls and Procedures and Internal Controls Over Financial Reporting

Internal controls over financial reporting

Disclosure controls and procedures have been designed to provide reasonable assurance that all material information required to be disclosed by the Company is accumulated and communicated to senior management as appropriate and recorded, processed, summarized and reported to allow timely decisions with respect to required disclosure, including in its annual filings, interim filings or other reports filed or submitted by it under securities legislation.

The Company's management, including the Chief Executive Officer and Chief Financial Officer, are responsible for establishing adequate internal controls over financial reporting.

Changes in internal controls

During the three months ended September 30, 2024, there were no changes in the Company's internal controls over financial reporting that materially affected or are reasonably likely to materially affect the Company's internal controls over financial reporting.

Limitations of controls and procedures

The Company's management, including the Chief Executive Officer and Chief Financial Officer, believe that any disclosure controls and procedures or internal controls over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, they cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any systems of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Page | 30

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Technical Information

Pamela De Mark, P.Geo., Senior Vice President Geology and Exploration of Aris Mining, is a Qualified Person as defined by National Instrument 43-101 (NI 43-101), and has reviewed and approved the technical information contained in this Management's Discussion and Analysis.

Measured and indicated mineral resources are inclusive of mineral reserves. Mineral resources and mineral reserves are as defined by the Canadian Institute of Mining, Metallurgy, and Petroleum's 2014 Definition Standards for Mineral Resources & Mineral Reserves. Mineral resources are not mineral reserves and have no demonstrated economic viability. Inferred mineral resources are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves. There are no known legal, political, environmental, or other risks that could materially affect the potential development of the mineral resources.

Unless otherwise indicated, the scientific disclosure and technical information included in this MD&A are based upon information included in the following documents and NI 43-101 compliant technical reports:

•"Technical Report for the Marmato Gold Mine, Caldas Department, Colombia, Pre-Feasibility Study of the Lower Mine Expansion Project" dated November 23, 2022 with an effective date of September 30, 2022 (the “2022 Marmato Pre-Feasibility Study). The 2022 Marmato Pre-Feasibility Study was prepared by Ben Parsons, MAusIMM (CP), Anton Chan, Peng, Brian Prosser, PE, Joanna Poeck, SME-RM, Eric J. Olin, SME-RM, MAusIMM, Fredy Henriquez, SME, ISRM, David Hoekstra, PE, NCEES, SME-RM, Mark Allan Willow, CEM, SME-RM, Vladimir Ugorets, MMSA, Colleen Crystal, PE, GE, Kevin Gunesch, PE, Tommaso Roberto Raponi, P.Eng, David Bird, PG, SME-RM, and Pamela De Mark, P.Geo., each of whom is a "Qualified Person" as such term is defined in NI 43-101, and with the exception of Pamela De Mark of Aris Mining, are independent of the Company within the meaning of NI 43-101.

•“NI 43-101 Technical Report Feasibility Study of the Soto Norte Gold Project, Santander, Colombia”, dated March 21, 2022 with an effective date of January 1, 2021 (the “Soto Norte Technical Report”). The Soto Norte Technical Report was prepared by Ben Parsons, MSc, MAusIMM (CP), Chris Bray, BEng, MAusIMM (CP), and Dr John Willis PhD, BE (MET), AusIMM (CP), and Dr Henri Sangam, Ph.D., P.Eng., each of whom is independent of the Company within the meaning of NI 43-101 and is a “Qualified Person” as such term is defined in NI 43-101. The report was also prepared by Robert Anderson, P.Eng., a Qualified Person who is considered non-independent of the Company.

•“NI 43-101 Technical Report for the Segovia Operations, Antioquia, Colombia” dated December 5, 2023 with an effective date of September 30, 2023 (the Segovia Technical Report). The Segovia Technical Report was prepared by Pamela De Mark, P.Geo., Inivaldo Diaz, CP and Cornelius Lourens, FAusIMM, each of whom is a “Qualified Person” as such term is defined in NI 43-101 and Cornelius Lourens was independent of Aris Mining within the meaning of NI 43-101 as of the date of the Segovia Technical Report.

•"Technical Report on the Updated Mineral Resource Estimate for the Juby Gold Project, Tyrrell Township, Shining Tree Area, Ontario" dated October 5, 2020 with an effective date of July 14, 2020 (the “Juby Technical Report”). The Juby Technical Report was prepared by Joe Campbell, B.Sc., P.Geo., Alan Sexton, M.Sc., P.Geo., Duncan Studd, M.Sc., P.Geo. and Allan Armitage, Ph.D., P.Geo., each of whom is independent of the Company within the meaning of NI 43-101 and is a "Qualified Person" as such term is defined in NI 43-101.

•“Updated Mineral Resource Estimate NI 43-101 Technical Report for the Toroparu Project, Cuyuni-Mazaruni Region, Guyana” dated March 31, 2023 with an effective date of February 10, 2023 (the “Toroparu Technical Report”). The Toroparu Technical Report was prepared by Ekow Taylor, FAusIMM (CP), Maria Muñoz, MAIG, and Karl Haase, P.Eng., each of whom is independent of the Company within the meaning of NI 43-101 and is a “Qualified Person” as such term is defined in NI 43-101.

All the documents and technical reports listed above are available for download on the Company’s website at www.aris-mining.com and are available for review in the Company's filings with the SEC at www.sec.gov. The Soto Norte Technical Report and the Juby Technical Report are available for download on the SEDAR+ profile of Aris Holdings at www.sedarplus.ca. Aris Holdings is now a subsidiary of the Company. The other technical reports are available for download on the Company’s profile on SEDAR+ at www.sedarplus.ca.

Page | 31

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Cautionary Note Regarding Forward-looking Statements

Certain statements in this MD&A constitute forward-looking information. Often, but not always, forward-looking statements use words or phrases such as: "anticipate", "believe", "continue", "estimate", "expect", "future", "goal", "guidance", "intend", "likely", "objective", "opportunity", "plan", "possible", "potential", "probable", "project", "target" or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such forward-looking statements, include but are not limited to statements with respect to the Company’s targeted production of 500,000 ounces of gold in 2026 at Segovia and Marmato, the timing and results of the updated PSN development plan, including the Company’s intention to present the plan to regulators, the expected results of the 2025 drilling program at Segovia, the expected redemption of the Senior Notes, receipt of milestone payments under the PMPA, the expected production increases at the Segovia Operations and the Marmato Mine following their expansions and the costs thereof, the plans, benefits, costs and timing pertaining to the expansions at the Segovia Operations and the Marmato Lower Mine, plans pertaining to the Soto Norte Project and the details, timing and costs thereof, the use of proceeds from the offering of the Notes, plans pertaining to the Toroparu project and the details thereof, the Company’s growth phase and the requirements thereof, the Company’s ability to fund growth projects, the Company’s ability to pay its obligations associated with its financial liabilities, statements made under the heading “Outlook Guidance”, the Company’s anticipated business plans and strategies, financing sources, the WPMI Stream, estimates of future gold production, gold prices, projected future revenues, expected future production costs and capital expenditures, total cash costs and AISC per ounce sold, critical accounting estimates, recent accounting pronouncements, risks and uncertainties, limitations of controls and procedures and capital and exploration expenditures.

Forward-looking information and forward-looking statements, while based on management’s best estimates and assumptions, are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information or forward looking statements, including but not limited to: local environmental and regulatory requirements and delays in obtaining required environmental and other licenses, changes in national and local government legislation, taxation, controls, regulations and political or economic developments, uncertainties and hazards associated with gold exploration, development and mining, risks associated with tailings management, risks associated with operating in foreign jurisdictions, risks associated with capital cost estimates, dependence of operations on infrastructure, costs associated with the decommissioning of the Company’s properties, fluctuations in foreign exchange or interest rates and stock market volatility, operational and technical problems, the ability to maintain good relations with employees and labour unions, competition; reliance on key personnel, litigation risks, uncertainties relating to title to property and mineral resource and mineral reserve estimates, risks associated with acquisitions and integration, risks associated with the Company’s ability to meet its financial obligations as they fall due, volatility in the price of gold, or certain other commodities, risks that actual production may be less than estimated, risks associated with servicing indebtedness, additional funding requirements, risks associated with general economic factors, risks associated with secured debt, changes in the accessibility and availability of insurance for mining operations and property, environmental, sustainability and governance practices and performance, risks associated with climate change, risks associated with the reliance on experts outside of Canada, , pandemics, epidemics and public health crises, potential conflicts of interest, uncertainties relating to the enforcement of civil liabilities outside of Canada, cyber-security risks, risks associated with operating a joint venture, volatility of the share price, the Company’s obligations as a public company; the ability to pay dividends in the future, as well as those factors discussed in the section entitled "Risk Factors" in the Company's AIF for the year ended December 31, 2023 and dated March 6, 2024 which is available on the Company’s website at www.aris-mining.com, on SEDAR+ at www.sedarplus.ca and on the Company's profile with the SEC at www.sec.gov.

Page | 32

Management's Discussion and Analysis <br>Three and nine months ended September 30, 2024 and 2023<br><br>(all figures are expressed in thousands of United States Dollars, unless otherwise stated)

Cautionary Note Regarding Forward-looking Statements (continued)

Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information and forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information or statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information or statements. The Company has and continues to disclose in its Management's Discussion and Analysis and other publicly filed documents, changes to material factors or assumptions underlying the forward-looking information and forward-looking statements and to the validity of the information, in the period the changes occur. The forward-looking statements and forward-looking information are made as of the date hereof and the Company disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements or forward-looking information contained herein to reflect future results, unless so required by Canadian securities laws. Accordingly, readers should not place undue reliance on forward-looking statements and information.

This MD&A contains information that may constitute future-orientated financial information or financial outlook information (collectively, “FOFI”) about the Company’s prospective financial performance, financial position or cash flows, all of which is subject to the same assumptions, risk factors, limitations and qualifications as set forth above. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise or inaccurate and, as such, undue reliance should not be placed on FOFI. The Company’s actual results, performance and achievements could differ materially from those expressed in, or implied by, FOFI. The Company has included FOFI in order to provide readers with a more complete perspective on the Company’s future operations and management’s current expectations relating to the Company’s future performance. Readers are cautioned that such information may not be appropriate for other purposes. FOFI contained herein was made as of the date of this MD&A. Unless required by applicable laws, the Company does not undertake any obligation to publicly update or revise any FOFI statements, whether as a result of new information, future events or otherwise.

Page | 33

Document

Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2024 and 2023

(expressed in thousands of United States dollars)

(Unaudited)

| Condensed Consolidated Interim Statements of Financial Position (Unaudited; Expressed in thousands of US dollars) | | --- || | Notes | September 30, 2024 | | December 31, 2023 | | January 1, 2023 | | | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | (Restated - Note 3) | | (Restated - Note 3) | | | ASSETS | | | | | | | | | Current | | | | | | | | | Cash and cash equivalents | | $ | 80,304 | $ | 194,622 | $ | 299,461 | | Gold in trust | 10b | 1,704 | | 1,704 | | 907 | | | Trade and other receivables | 15b | 72,625 | | 49,269 | | 48,526 | | | Inventories | 6 | 46,172 | | 38,864 | | 26,633 | | | Prepaid expenses and deposits | | 6,195 | | 4,641 | | 2,674 | | | | | 207,000 | | 289,100 | | 378,201 | | | Non-current | | | | | | | | | Cash in trust | | 2,497 | | 1,612 | | 1,110 | | | Mining interests, plant and equipment | 8 | 1,605,435 | | 943,453 | | 749,146 | | | Investments in associates | 7 | 193 | | 108,780 | | 113,527 | | | Other financial assets | 7b | 13,744 | | 9,756 | | — | | | Other long-term assets | 15b | 52 | | 170 | | 136 | | | Total assets | | $ | 1,828,921 | $ | 1,352,871 | $ | 1,242,120 | | LIABILITIES AND EQUITY | | | | | | | | | Current | | | | | | | | | Accounts payable and accrued liabilities | 9 | $ | 61,697 | $ | 69,348 | $ | 47,282 | | Income tax payable | | 27,920 | | 6,285 | | 25,765 | | | Note payable | 7a | — | | — | | 51,504 | | | Current portion of long-term debt | 10 | 18,742 | | 36,826 | | 28,707 | | | Warrant liabilities | 13c | 27,429 | | 26,606 | | 21,794 | | | Current portion of deferred revenue | 12 | 1,723 | | 1,163 | | 1,606 | | | Current portion of provisions | 11 | 3,616 | | 2,950 | | 1,153 | | | Current portion of lease obligations | | 1,617 | | 2,015 | | 2,415 | | | | | 142,744 | | 145,193 | | 180,226 | | | Non-current | | | | | | | | | Long-term debt | 10 | 346,263 | | 341,005 | | 349,727 | | | Deferred revenue | 12 | 150,114 | | 147,383 | | 143,052 | | | Provisions | 11 | 28,543 | | 30,378 | | 20,963 | | | Deferred income taxes | | 58,129 | | 60,364 | | 48,255 | | | Lease obligations | | 3,302 | | 3,080 | | 3,710 | | | Other long-term liabilities | 5,13g | 7,332 | | 813 | | 292 | | | Total liabilities | | 736,427 | | 728,216 | | 746,225 | | | Equity | | | | | | | | | Share capital | 13a | 934,238 | | 719,806 | | 715,035 | | | Share purchase warrants | 13d | 4,491 | | 9,708 | | 10,183 | | | Contributed surplus | | 211,100 | | 181,758 | | 180,674 | | | Accumulated other comprehensive loss | | (128,425) | | (71,179) | | (183,140) | | | Retained deficit | | (212,542) | | (215,438) | | (226,857) | | | Equity attributable to owners of the Company | | 808,862 | | 624,655 | | 495,895 | | | Non-controlling interest | 14 | $ | 283,632 | $ | — | $ | — | | Total equity | | 1,092,494 | | 624,655 | | 495,895 | | | Total liabilities and equity | | $ | 1,828,921 | $ | 1,352,871 | $ | 1,242,120 || Commitments and contingencies | Note 11d,15c | | --- | --- | | Subsequent Events | Note 13c,e, 23 |

Approved by the Board of Directors and authorized for issue on November 12, 2024:

"Neil Woodyer" (signed)	Director	"David Garofalo" (signed)	Director

See accompanying notes to the Consolidated Financial Statements.

Page | 2

| Condensed Consolidated Interim Statements of Income (Loss) (Unaudited; Expressed in thousands of US dollars, except share and per share amounts) | | --- || | | Three months ended September 30, | | | | Nine months ended September 30, | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Notes | 2024 | | 2023 | | 2024 | | 2023 | | | | | | | (Recast - Note 13c) | | | | (Recast - Note 13c) | | | Revenue | 16 | $ | 134,723 | $ | 116,469 | $ | 359,528 | $ | 322,691 | | Cost of sales | 17 | (83,243) | | (68,534) | | (231,570) | | (185,186) | | | Depreciation and depletion | | (9,019) | | (10,938) | | (24,620) | | (27,409) | | | Social contributions | | (4,479) | | (2,434) | | (10,205) | | (7,504) | | | Income from mining operations | | 37,982 | | 34,563 | | 93,133 | | 102,592 | | | General and administrative costs | | (3,962) | | (3,925) | | (10,222) | | (10,300) | | | Derecognition of investment in associate | | — | | — | | — | | (10,023) | | | Income (loss) from investments in associates | 7 | (17) | | 1,063 | | (2,871) | | (3,608) | | | Share-based compensation | 13h | (2,533) | | (528) | | (5,748) | | (2,134) | | | Other income (expense) | | 428 | | (21) | | (2,252) | | 31 | | | Income from operations | | 31,898 | | 31,152 | | 72,040 | | 76,558 | | | Gain (loss) on financial instruments | 19 | (12,842) | | 374 | | (22,728) | | 351 | | | Finance income | | 1,351 | | 3,672 | | 5,288 | | 8,203 | | | Interest and accretion | 18 | (6,493) | | (6,757) | | (19,792) | | (22,384) | | | Foreign exchange gain (loss) | | (311) | | (2,285) | | 7,010 | | (11,865) | | | Income before income tax | | 13,603 | | 26,156 | | 41,818 | | 50,863 | | | Income tax (expense) recovery | | | | | | | | | | | Current | | (17,280) | | (12,153) | | (36,590) | | (35,289) | | | Deferred | | 1,450 | | (170) | | (2,485) | | 1,789 | | | Net income | | $ | (2,227) | $ | 13,833 | $ | 2,743 | $ | 17,363 | | Net income attributable to: | | | | | | | | | | | Owners of the Company | | (2,074) | | 13,833 | | 2,896 | | 17,363 | | | Non-controlling interest | 14 | (153) | | — | | (153) | | — | | | | | $ | (2,227) | $ | 13,833 | $ | 2,743 | $ | 17,363 | | Earnings per share – basic | 13i | $ | (0.01) | $ | 0.10 | $ | 0.02 | $ | 0.13 | | Weighted average number of outstanding common shares – basic | | 169,873,924 | | 137,192,545 | | 153,304,168 | | 136,710,913 | | | Earnings per share - diluted | 13i | $ | (0.01) | $ | 0.10 | $ | 0.02 | $ | 0.11 | | Weighted average number of outstanding common shares – diluted | | 169,873,924 | | 137,484,041 | | 153,826,303 | | 140,898,278 | |

See accompanying notes to the Consolidated Financial Statements.

Page | 3

| Condensed Consolidated Interim Statements of Comprehensive Income (Loss) (Unaudited; Expressed in thousands on US dollars) | | --- || | | Three months ended September 30, | | | | Nine months ended September 30, | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Notes | 2024 | | 2023 | | 2024 | | 2023 | | | | | | | (Recast - Note 13c) | | | | (Recast - Note 13c) | | | Net income | | $ | (2,227) | $ | 13,833 | $ | 2,743 | $ | 17,363 | | Other comprehensive earnings (loss): | | | | | | | | | | | Items that will not be reclassified to profit in subsequent periods: | | | | | | | | | | | Unrealized gain on Convertible Debentures due to change in credit risk ($nil tax effect) | 10c | — | | 86 | | 103 | | 198 | | | Actuarial gain (loss) on health plan obligation ($nil tax effect) | 11 | — | | — | | — | | (341) | | | Unrealized gain (loss) on Gold Notes due to changes in credit risk (net of tax effect) (1) | 10b | (5,818) | | 228 | | (4,505) | | 4,006 | | | Items that may be reclassified to profit in subsequent periods: | | | | | | | | | | | Equity accounted investees – share of other comprehensive income (loss) ($nil tax effect) | 7b | — | | — | | — | | 64 | | | Reclassification of OCI to net earnings due to Denarius dilution and derecognition ($nil tax effect) | 7b | — | | — | | — | | 2,417 | | | Foreign currency translation adjustment (net of tax effect) | | (2,632) | | 14,180 | | (52,844) | | 71,179 | | | Other comprehensive income (loss) | | (8,450) | | 14,494 | | (57,246) | | 77,523 | | | Comprehensive income (loss) | | $ | (10,677) | $ | 28,327 | $ | (54,503) | $ | 94,886 | | Comprehensive income (loss) attributable to: | | | | | | | | | | | Owners of the Company | | (10,524) | | 28,327 | | (54,350) | | 94,886 | | | Non-controlling interest | | (153) | | — | | (153) | | — | | | | | $ | (10,677) | $ | 28,327 | $ | (54,503) | $ | 94,886 |

(1)Tax effect for Gold Notes for the three and nine months ended September 30, 2024, respectively, were $(47) and $438 (2023 - $85 and $1,416).

See accompanying notes to the Consolidated Financial Statements.

Page | 4

| Condensed Consolidated Interim Statements of Equity (Unaudited; Expressed in thousands of US dollars, except share and per share amounts) | | --- || | | | | Share Capital - common shares | | | Share purchase warrants | | Contributed surplus | | Accumulated OCI | | Retained earnings | | Equity attributable to owners of the Company | | Non-controlling Interest | | Total equity | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Nine months ended September 30, 2024 | | Notes | | Number | Amount | | | | | | | | At December 31, 2023 | | | | 137,569,590 | $ | 719,806 | $ | 9,708 | $ | 181,758 | $ | (71,179) | $ | (215,438) | $ | 624,655 | $ | — | $ | 624,655 | | Exercise of options | | 13b,e | | 2,555,899 | 8,866 | | — | | (1,309) | | — | | — | | 7,557 | | — | | 7,557 | | | Exercise of warrants | | 13b,c,d | | 11,340,437 | 41,673 | | (5,217) | | — | | — | | — | | 36,456 | | — | | 36,456 | | | Stock-based compensation | | 13h | | — | — | | — | | 1,704 | | — | | — | | 1,704 | | — | | 1,704 | | | Conversion of convertible debenture | | 10c | | 3,410,526 | 11,920 | | — | | — | | — | | — | | 11,920 | | — | | 11,920 | | | Acquisition of PSN | | 5, 13b | | 15,750,000 | 151,973 | | — | | 28,947 | | — | | — | | 180,920 | | 283,785 | | 464,705 | | | Comprehensive earnings (loss) | | | | — | — | | — | | — | | (57,246) | | 2,896 | | (54,350) | | (153) | | (54,503) | | | At September 30, 2024 | | | | 170,626,452 | $ | 934,238 | $ | 4,491 | $ | 211,100 | $ | (128,425) | $ | (212,542) | $ | 808,862 | $ | 283,632 | $ | 1,092,494 | | | | Notes | | Share Capital - common shares | | | Share purchase warrants | | Contributed surplus | | Accumulated OCI | | Retained earnings | | Equity attributable to owners of the Company | | Non-controlling Interest | | Total equity | | | Nine months ended September 30, 2023 | | | (Recast - Note 13c) | | | | | | | | Number | | | Amount | | | | | | At December 31, 2022 | | | | 136,057,661 | $ | 715,035 | $ | 10,183 | $ | 180,674 | $ | (183,140) | $ | (226,857) | $ | 495,895 | $ | — | $ | 495,895 | | Exercise of options | | 13e | | 452,941 | 1,411 | | — | | (323) | | — | | — | | 1,088 | | — | | 1,088 | | | Exercise of warrants | | 13c,d | | 705,668 | 2,295 | | (278) | | — | | — | | — | | 2,017 | | — | | 2,017 | | | Stock based compensation | | | | — | — | | — | | 1,064 | | — | | — | | 1,064 | | — | | 1,064 | | | Comprehensive earnings | | | | — | — | | — | | — | | 77,523 | | 17,363 | | 94,886 | | — | | 94,886 | | | At September 30, 2023 | | | | 137,216,270 | $ | 718,741 | $ | 9,905 | $ | 181,415 | $ | (105,617) | $ | (209,494) | $ | 594,950 | $ | — | $ | 594,950 |

See accompanying notes to the Consolidated Financial Statements.

Page | 5

| Condensed Consolidated Interim Statements of Cash Flows (Unaudited; Expressed in thousands of US dollars) | | --- || | | Three months ended September 30, | | | | Nine months ended September 30, | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Notes | 2024 | | 2023 | | 2024 | | 2023 | | | | | | | (Recast - Note 13c) | | | | (Recast - Note 13c) | | | Operating Activities | | | | | | | | | | | Net income | | $ | (2,227) | $ | 13,833 | $ | 2,743 | $ | 17,363 | | Adjusted for the following items: | | | | | | | | | | | Depreciation | | 9,231 | | 11,421 | | 25,383 | | 28,864 | | | Loss from investments in associates | 7 | 17 | | (1,063) | | 2,871 | | 3,608 | | | Materials and supplies inventory provision | | 32 | | 353 | | 13 | | 353 | | | Share-based compensation | 13h | 2,533 | | 528 | | 5,748 | | 2,134 | | | Interest and accretion | 18 | 6,493 | | 6,757 | | 19,792 | | 22,384 | | | Derecognition of Investment in associate | | — | | — | | — | | 10,023 | | | Loss (gain) on financial instruments | 19 | 12,842 | | (374) | | 22,728 | | (351) | | | Loss (gain) on gold in trust | | — | | 21 | | — | | (28) | | | Amortization of deferred revenue | 12 | (916) | | (1,100) | | (2,889) | | (2,802) | | | Unrealized foreign exchange loss (gain) | | (42) | | 1,157 | | (8,024) | | 9,283 | | | Change in provisions | 11 | 15 | | 15 | | (21) | | 385 | | | Income tax expense | | 15,830 | | 12,323 | | 39,075 | | 33,497 | | | Payment of PSUs and DSUs | 13f,g | — | | — | | (2,246) | | (47) | | | Settlement of provisions | 11 | (370) | | (159) | | (1,095) | | (549) | | | Increase in cash in trust | | (564) | | (817) | | (1,001) | | (938) | | | Changes in non-cash operating working capital items | 20 | (7,052) | | 1,871 | | (47,722) | | 2,988 | | | Operating cash flows before taxes | | 35,822 | | 44,766 | | 55,355 | | 126,167 | | | Income taxes paid | | (4,705) | | — | | (13,202) | | (52,433) | | | Net cash provided by operating activities | | 31,117 | | 44,766 | | 42,153 | | 73,734 | | | Investing Activities | | | | | | | | | | | Additions to mining interests, plant and equipment | 8 | (57,758) | | (32,403) | | (133,567) | | (74,674) | | | Acquisition of investment in associate | 7a | — | | — | | — | | (50,000) | | | Contributions to investment in associates | 7a | — | | (1,404) | | (2,646) | | (4,837) | | | Increase in cash acquired with Soto Norte Acquisition | 5 | — | | — | | 5,251 | | — | | | Acquisition costs and project funding | 5 | — | | — | | (6,085) | | — | | | Capitalized interest paid (net) | | (3,737) | | (1,746) | | (9,880) | | (4,967) | | | Net cash used in investing activities | | (61,495) | | (35,553) | | (146,927) | | (134,478) | | | Financing Activities | | | | | | | | | | | Repayment of Gold Notes | 10b | (3,694) | | (1,847) | | (11,083) | | (5,541) | | | Payment of lease obligations | | (629) | | (720) | | (1,857) | | (2,518) | | | Interest received (paid) | | (10,382) | | (10,525) | | (20,945) | | (24,959) | | | Repayment of convertible debenture | 10c | — | | — | | (1,325) | | — | | | Proceeds from exercise of stock options and warrants | | 4,309 | | 325 | | 28,807 | | 2,320 | | | Net cash provided by (used in) financing activities | | (10,396) | | (12,767) | | (6,403) | | (30,698) | | | Impact of foreign exchange rate changes on cash and equivalents | | (579) | | 48 | | (3,141) | | 2,819 | | | Decrease in cash and cash equivalents | | (41,353) | | (3,506) | | (114,318) | | (88,623) | | | Cash and cash equivalents, beginning of period | | 121,657 | | 214,344 | | 194,622 | | 299,461 | | | Cash and cash equivalents, end of period | | $ | 80,304 | $ | 210,838 | $ | 80,304 | $ | 210,838 |

See accompanying notes to the Consolidated Financial Statements.

Page | 6

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

1. Nature of Operations

Aris Mining Corporation (the “Company” or “Aris Mining”), is a company incorporated under the laws of the Province of British Columbia, Canada. The address of the Company’s registered and records office is 2900 – 550 Burrard Street, Vancouver, British Columbia, V6C 0A3. The Company’s common shares are listed on the Toronto Stock Exchange (“TSX”) under the symbol “ARIS” and on the NYSE American LLC (“NYSE American”) under the symbol “ARMN”.

Aris Mining is primarily engaged in the acquisition, exploration, development and operation of gold properties in Colombia, Guyana and Canada. Aris Mining operates the Segovia Operations and Marmato Mine in Colombia. On June 28, 2024, the Company increased its interest in the Soto Norte Project from 20% to 51% (Note 5) located within Colombia. Aris Mining also owns the advanced stage Toroparu Project in Guyana and the Juby Project in Ontario, Canada.

2. Basis of Presentation

These condensed consolidated interim financial statements, as approved by the Company's Board of Directors on November 12, 2024, have been prepared in accordance with International Accounting Standards (“IAS”) 34, Interim Financial Reporting, using accounting policies consistent with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Certain disclosures required by IFRS have been condensed or omitted in the following note disclosures or are disclosed or have been disclosed on an annual basis only. Accordingly, these condensed consolidated interim financial statements should be read in conjunction with the consolidated financial statements for the years ended December 31, 2023 and 2022 (“annual financial statements”), which have been prepared in accordance with IFRS as issued by the IASB.

The financial statements have been prepared under the historical cost basis, except for certain financial assets and liabilities which are measured at fair value, and are presented in U.S. dollars. They have been prepared on a going concern basis assuming that the Company will be able to realize its assets and discharge its liabilities in the normal course of business as they come due for the foreseeable future.

3. Summary of Material Accounting Policies

The material accounting policies are the same as those applied in preparing the annual financial statements for the year ended December 31, 2023, except as disclosed below. These financial statements comprise the financial results of the Company and its subsidiaries. On June 28, 2024, the Company acquired an additional 31% interest in the Soto Norte Project ("PSN") and determined that the Company obtained control as a result of its 51% ownership interest. The remaining 49% interest in the Soto Norte Project not held by the Company is presented as a non-controlling interest (Note 14).

Details regarding the Company and its principal subsidiaries as of September 30, 2024 are as follows:

Entity	Property/<br>function	Registered	Functional currency (1)
Aris Mining Corporation	Corporate	Canada	USD
Aris Mining Holdings Corp.	Corporate	Canada	USD
Aris Mining (Panama) Marmato Inc.	Corporate	Panama	USD
Aris Mining Segovia	Segovia Operations	Colombia	COP
Aris Mining Marmato	Marmato Mine	Colombia	COP
Minerales Andinos de Occidente, S.A.S.	Marmato Zona Alta	Colombia	COP
Minera Croesus S.A.S.	Marmato Zona Alta	Colombia	COP
MIC Global Mining Ventures S.L.	Soto Norte Project	Spain	USD
ETK Inc.	Toroparu Project	Guyana	USD

(1)“USD” = U.S. dollar; “COP” = Colombian peso.

Intercompany transactions, balances and unrealized gains on transactions between group companies are eliminated. Accounting policies of subsidiaries have been aligned, where necessary, to ensure consistency with the policies adopted by the Company.

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

3. Summary of Material Accounting Policies (cont.)

The following previously adopted accounting policies not disclosed in the annual financial statements were applied in preparing these interim financial statements.

Non-Controlling interest

The Company elected to measure the non-controlling interest of MDC Industry Holding Company LLC ("Mubadala") in the Soto Norte Project at the date the Company acquired control based on the proportionate share of the entity's recognized net assets (Note 5).

Measurement of previously held interest in an asset acquisition

New accounting standards issued

IAS 1 – Presentation of Financial Statements

The IASB issued an amendment to IAS 1, Presentation of Financial Statements that clarifies that the classification of liabilities as current or non-current depends on the rights existing at the end of the reporting period as opposed to the expectations of exercising the right for settlement of the liability. The amendments were effective January 1, 2024 and have been applied retrospectively. Under previous IAS 1 requirements, companies classify a liability as current when they do not have an unconditional right to defer settlement for at least 12 months after the reporting date. The IASB removed the requirement for a right to be unconditional and instead now requires that a right to defer settlement must exist at the reporting date and have substance. The amendments therefore resulted in a change in the classification of liabilities that can be settled in an entity's own shares. Previously, counterparty conversion options were not considered when classifying the related liabilities as current or non-current. Subsequent to the application of the amendments, when a liability includes a counterparty conversion option that may be settled by a transfer of an entity's own shares, the Company takes into account the conversion option in classifying the liability as current or non-current. The Company's convertible debentures and warrant liabilities were impacted by the amendments.

Page | 8

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

3. Summary of Material Accounting Policies (cont.)

	As at January 1, 2023						As at December 31, 2023
	As previously disclosed		Adjustment		Adjusted balances		As previously disclosed		Adjustment		Adjusted balances
Current portion of long-term debt	$	15,525	$	13,181	$	28,706	$	36,826	$	—	$	36,826
Current portion of warrant liabilities	—		21,794		21,794		15,625		10,981		26,606
Long-term debt	362,909		(13,181)		349,728		341,005		—		341,005
Warrant liabilities	21,794		(21,794)		—		10,981		(10,981)		—

New accounting standards issued but not effective

IFRS 18 – Presentation and Disclosure in Financial Statements

On April 9, 2024, the IASB issued IFRS 18 “Presentation and Disclosure in the Financial Statements” (“IFRS 18”) replacing IAS 1. IFRS 18 introduces categories and defined subtotals in the statement of profit or loss, disclosures on management-defined performance measures, and requirements to improve the aggregation and disaggregation of information in the financial statements. As a result of IFRS 18, amendments to IAS 7 were also issued to require that entities use the operating profit subtotal as the starting point for the indirect method of reporting cash flows from operating activities and also to remove presentation alternatives for interest and dividends paid and received. Similarly, amendments to IAS 33 “Earnings per Share” were issued to permit disclosure of additional earnings per share figures using any other component of the statement of profit or loss, provided the numerator is a total or subtotal defined under IFRS 18. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, and is to be applied retrospectively, with early adoption permitted. The Company is currently assessing the impact of the standard on its financial statements.

4. Significant Accounting Judgments, Estimates and Assumptions

Judgments, estimates and assumptions are continually evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The significant judgments, estimates and assumptions made by management in applying the Company’s accounting policies are the same as those that applied to the consolidated financial statements for the years ending December 31, 2023 and 2022 (annual financial statements), in addition to the following:

Asset Acquisition - The Soto Norte Project

Fair value of assets acquired and liabilities assumed of the Soto Norte Project

Page | 9

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

4. Significant Accounting Judgments, Estimates and Assumptions (cont.)

Determination of Control or Significant Influence in the Soto Norte Project

        Acquisition of Additional Interest in the Soto Norte Project

On June 28, 2024, the Company acquired an additional 31% interest in the Soto Norte Project from Mubadala, resulting in the Company increasing its ownership interest in the Soto Norte Project to 51% and obtaining control over the Soto Norte Project (the "Soto Norte Transaction" or "PSN Transaction").

The consideration for this acquisition was comprised of:

•15,750,000 common shares issued to Mubadala, and

•6,000,000 common shares issuable to Mubadala upon the receipt of an environmental license for the Soto Norte Project.

The transaction did not qualify as a business combination under IFRS 3, Business Combinations, as significant inputs and processes that together constitute a business were not identified, given the early stage of exploration and evaluation of PSN. As such, the acquisition has been accounted for as an asset acquisition, and the consideration paid was allocated to the assets acquired and liabilities assumed based on their relative fair value. Acquisition costs incurred by the Company related to the PSN Transaction have been capitalized as part of the consideration paid.

The total consideration paid was allocated based on the relative fair value of the assets and the liabilities acquired as shown below:

Consideration paid
15,750,000 common shares issued and 6,000,000 contingently issuable common shares of Aris Mining (Note 13b)	$	180,920
Previously held interest in the Soto Norte Project (Note 7)	108,363
Acquisition costs and project funding ⁽¹⁾	6,085
Total consideration paid	$	295,368
Fair value of assets acquired and liabilities assumed
Cash and cash equivalents	$	5,251
Prepaid expenses and other receivables	213
Mining interests, plant and equipment (Note 8)	4,790
Exploration and evaluation assets (Note 8)	578,110
Accounts payable and accrued liabilities	(2,511)
Reclamation and rehabilitation provision (Note 11)	(1,690)
Other long-term liabilities	(5,010)
Non-controlling interest	(283,785)
Assets acquired and liabilities assumed	$	295,368

(1)Acquisition costs and project funding consist of legal and advisory fees associated with the transaction ($1.0 million) and funding advanced by the Company on behalf of Mubadala prior to the close of the transaction ($5.1 million).

Page | 10

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

        Acquisition of Additional Interest in the Soto Norte Project \(cont.\)

The fair values of cash and cash equivalents, prepaid expenses and other receivables, and accounts payable and accrued liabilities (each of which is a Level 1 fair value measurement) was determined to approximate their carrying amounts. The Company retained an independent valuation specialist to assist with the determination of the fair value of the mining interests, plant and equipment, and exploration and evaluation assets acquired, with consideration given to both market and income-based valuation methodologies (a Level 3 fair value measurement). The Company estimated the fair value of the Soto Norte Project using a market multiples approach based on comparable public companies that operate in similar jurisdictions and precedent transactions. The fair value of the reclamation and rehabilitation provision was determined using the estimated inflated undiscounted costs to be incurred with respect to remediation of current disturbances and reclamation activities related to the existing infrastructure of the Soto Norte Project.

Mubadala also retained a streaming interest of 7.35% of payable gold and 100% of payable silver on the Soto Norte Project, applicable to incremental production after the first 5.7 million ounces of gold have been produced. If upon expiry or termination of the streaming arrangement, the Joint Venture (of which is 51% owned by the Company) has not delivered enough gold and silver to fully reduce the $10.0 million deposit balance to zero, the Joint Venture is required to pay any remaining deposit balance in cash. The streaming obligation has been recognized at fair value using a discounted cash flow model using discount rates that reflect the risks inherent in the expected future cash flows at the acquisition date and has been classified as an other long-term liability.

6. Inventories

	September 30,<br>2024		December 31,<br>2023
Finished goods	$	8,309	$	7,907
Metal in circuit	921		783
Ore stockpiles	2,299		794
Materials and supplies	34,643		29,380
As at September 30, 2024	$	46,172	$	38,864

During the nine months ended September 30, 2024, the total cost of inventories recognized in the consolidated statement of income (loss) amounted to $231.6 million (2023 - $185.2 million). As at September 30, 2024, materials and supplies are recorded net of an obsolescence provision of $2.7 million (2023 - $2.7 million).

Investments in Associates

	Percentage of <br>ownership		Common <br>shares	September 30,<br>2024		December 31,<br>2023
Soto Norte (a)	—	%	—	$	—	$	108,527
Denarius (b)	—	%	—	—		—
Seasif Exploration (previously Western Atlas) (c)	24.3	%	29,910,588	193		253
Total				$	193	$	108,780

The income (loss) from investments in associates during the three months ended September 30, 2024 and 2023 comprises:

	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Soto Norte (a)	$	—	$	1,096	$	(2,811)	$	(1,039)
Denarius (b)	—		—		—		(2,463)
Seasif Exploration (previously Western Atlas) (c)	(17)		(33)		(60)		(106)
Total	$	(17)	$	1,063	$	(2,871)	$	(3,608)

Page | 11

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

7. Investments in Associates (cont.)

a)Soto Norte

On June 28, 2024, the Company acquired an additional 31% interest in the Soto Norte Project, resulting in the Company obtaining control and as a result, its previously-held interest was reclassified (Note 5).

The following table summarizes the change in the carrying amount of the Company’s investment in Soto Norte:

	Amount
Investment in associate as of December 31, 2022	$	100,772
Company’s share of the income from the associate	2,650
Cash contributions to Soto Norte	5,105
Investment in associate as of December 31, 2023	108,527
Company’s share of the loss from the associate	(2,811)
Cash contributions to Soto Norte	2,647
Reclassification of investment (Note 5)	(108,363)
Investment in associate as of September 30, 2024	$	—

As part of the acquisition of the Company's initial 20% interest in the Soto Norte Project on April 12, 2022, the Company recognized a note payable related to the deferred $50 million tranche payment due to Mubadala. The note incurred interest at 7.5% and was amortized using the effective interest method, resulting in an effective interest rate of 11.87%. The note was repaid on March 21, 2023.

	Amount
As at December 31, 2022	$	51,504
Interest expense	2,246
Repayment	(50,000)
Interest paid	(3,750)
As at December 31, 2023	$	—

Summarized financial information for the Soto Norte Project during the period in which the Company exercised significant influence, on a 100% basis and reflecting adjustments made by the Company, including fair value adjustments made at the time of acquisition and adjustments for differences in accounting policies, is as follows:

	Three months ended September 30,			Nine months ended September 30,
	2024	2023		2024		2023
Project expenses	—	(712)		(13,022)		(7,646)
Net loss and comprehensive loss of associate	—	5,483		(14,054)		(5,193)
Company’s equity share of the net loss and comprehensive loss of associate – 20%	—	$	1,097	$	(2,811)	$	(1,039)

Page | 12

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

7. Investments in Associates (cont.)

b)Denarius

During the year ended December 31, 2023, Denarius Metals Corp. (“Denarius”) completed the following equity offerings:

•a rights offering in January 2023 whereby the Company participated for less than the Company's pro rata ownership interest and acquired 3,750,000 common shares in Denarius for cash consideration of $1.1 million, decreasing its equity interest in Denarius to approximately 24.9%; and

•a private placement in April 2023 in which the Company did not participate, decreasing the Company's equity investment in Denarius to approximately 17.2%.

As a result of the reduced ownership percentage subsequent to the private placement, the Company concluded that it no longer had significant influence in the investee, and therefore, discontinued accounting for the investment using the equity method from April 4, 2023, being the date of the completion of the private placement and began carrying the investment at fair value through profit or loss. The Company recorded a loss on discontinuation of the equity method of $10.0 million and reclassified the fair value of the Denarius investment of $3.5 million to other financial assets. The loss was calculated as the difference between the fair value (as determined based on the current market price of Denarius) of Aris Mining’s retained interest and the carrying amount of the investment in Denarius at the date the equity method was discontinued, including a $1.9 million loss previously recognized in other comprehensive income that was reclassified to profit and loss on discontinuation of the equity method.

The following table summarizes the change in the carrying amount of the Company’s investment in Denarius:

	Common shares		Warrants		Total
As of December 31, 2022	$	11,960	$	409	$	12,369
Additions	1,122		—		1,122
Company’s share of the loss from the associate	(783)		—		(783)
Equity share of other comprehensive loss	600		—		600
Loss on dilution	(1,680)		—		(1,680)
Loss on derecognition	(8,142)		—		(8,142)
Reclassification of investment	(3,077)		(409)		(3,486)
Investment in Denarius at at December 31, 2023	$	—	$	—	$	—

During the year-ended December 31, 2023, the Company also subscribed for C$5.0 million of Denarius Convertible Debentures ("Denarius Debenture"). The Denarius Debenture is due, in cash, on October 19, 2028 and may be converted into common shares of Denarius at a conversion price of C$0.45 per share. The Denarius Debenture pays interest monthly at a rate of 12.0% per annum and also pays quarterly in cash an amount equal to the Gold Premium (as defined below) multiplied by the principal amount of the Denarius Debenture. The Gold Premium is calculated as the percentage equal to (i) 25% of the amount, if any, by which the London P.M. Fix exceeds $1,800 per ounce, divided by (ii) $1,800. Approval by the shareholders of Denarius is required in order for the Company to convert such amount of Denarius Debentures that would result in the Company's ownership interest in Denarius increasing above 19.9%.

Page | 13

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

7. Investments in Associates (cont.)

The Company’s investment in Denarius is carried at $13.7 million at September 30, 2024. During the three months ended September 30, 2024, the Company recognized a gain of $2.4 million and during the nine months ended September 30, 2024, the Company recognized a gain of $4.0 million in gain (loss) on financial instruments related to the change in fair value of the investment in the period (year ended December 31, 2023 - $2.7 million).

	Common shares		Warrants		Convertible Debenture		Total
Reclassification of investment	$	3,077	$	409	$	—	$	3,486
Purchase of Denarius Debenture	—		—		3,603		3,603
Change in fair value	919		(160)		1,908		2,667
Other financial asset as at December 31, 2023	$	3,996	$	249	$	5,511	$	9,756
Change in fair value	1,134		(170)		3,019		3,983
Other financial asset as at September 30, 2024	$	5,130	$	79	$	8,530	$	13,739

c)Seasif Exploration (previously Western Atlas)

The following table summarizes the change in the carrying amount of the Company’s investment in Seasif Exploration:

	Amount
As of December 31, 2022	$	381
Company’s share of the loss from the associate	(128)
As of December 31, 2023	$	253
Company’s share of the loss from the associate	(60)
Investment in Seasif Exploration as of September 30, 2024	$	193

Page | 14

Notes to the Consolidated Financial Statements Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

8. Mining Interest, Plant & Equipment

	Plant and <br>equipment		Depletable mineral properties		Non-Depletable development <br>projects		Exploration <br>projects		Total
Cost
Balance at December 31, 2023	$	253,861	$	427,182	$	216,723	$	521,200	$	1,418,966
Additions	44,079		39,440		44,299		11,026		138,844
Acquisition of PSN (Note 5)	4,790		—		—		578,110		582,900
Disposals	(2,912)		(186)		—		—		(3,098)
Change in decommissioning liability (Note 11)	—		(535)		—		—		(535)
Capitalized interest	—		—		16,060		—		16,060
Exchange difference	(19,059)		(41,612)		(11,180)		(1,139)		(72,990)
Balance at September 30, 2024	$	280,759	$	424,289	$	265,902	$	1,109,197	$	2,080,147
Accumulated Depreciation and Impairment Charges
Balance at December 31, 2023	$	(91,854)	$	(204,183)	$	—	$	(179,476)	$	(475,513)
Depreciation	(12,718)		(12,667)		—		—		(25,385)
Disposals	881		186		—		—		1,067
Exchange difference	8,303		16,816		—		—		25,119
Balance at September 30, 2024	$	(95,388)	$	(199,848)	$	—	$	(179,476)	$	(474,712)
Net book value at December 31, 2023	$	162,007	$	222,999	$	216,723	$	341,724	$	943,453
Net book value at September 30, 2024	$	185,371	$	224,441	$	265,902	$	929,721	$	1,605,435
	Plant and <br>equipment		Depletable mineral properties		Non-Depletable development <br>projects		Exploration <br>projects		Total
---	---	---	---	---	---	---	---	---	---	---
Cost
Balance at December 31, 2022	$	182,566	$	292,386	$	153,540	$	503,759	$	1,132,251
Additions	33,455		36,190		30,412		14,969		115,026
Disposals	(1,937)		—		—		—		(1,937)
Transfers	105		(105)		—		—		—
Change in decommissioning liability (Note 11)	—		3,182		—		—		3,182
Capitalized interest	—		—		14,550		—		14,550
Exchange difference	39,672		95,529		18,221		2,472		155,894
Balance at December 31, 2023	$	253,861	$	427,182	$	216,723	$	521,200	$	1,418,966
Accumulated Depreciation and Impairment Charges
Balance at December 31, 2022	$	(60,844)	$	(142,785)	$	—	$	(179,476)	$	(383,105)
Depreciation	(13,478)		(23,034)		—		—		(36,512)
Disposals	668		—		—		—		668
Exchange difference	(18,200)		(38,364)		—		—		(56,564)
Balance at December 31, 2023	$	(91,854)	$	(204,183)	$	—	$	(179,476)	$	(475,513)
Net book value at December 31, 2022	$	121,722	$	149,601	$	153,540	$	324,283	$	749,146
Net book value at December 31, 2023	$	162,007	$	222,999	$	216,723	$	341,724	$	943,453

Page | 15

Notes to the Condensed Consolidated Interim Financial Statements Three and Nine months ended September 30, 2024 and 2023 (Tabular amounts expressed in thousands of US dollars unless otherwise noted)

8. Mining Interest, Plant, & Equipment (cont.)

The capitalized interest is broken down as follows:

	September 30,<br>2024		December 31,<br>2023
Capitalized Interest - Gold Notes (Note 10b)	$	9,903	$	7,484
Capitalized Interest - Deferred Revenue (Note 12a)	6,180		7,818
Capitalized Interest - Income	(23)		(752)
Total	$	16,060	$	14,550

Plant and equipment as of September 30, 2024 include Right of Use assets with a net book value of $5.5 million (December 31, 2023 - $4.3 million).

9. Accounts Payable and Accrued Liabilities

	September 30,<br>2024		December 31,<br>2023
Trade payables related to operating, general and administrative expenses	$	48,355	$	53,913
Trade payables related to capital expenditures	3,342		1,591
Other provisions	5,230		9,312
Acquisitions of mining interests	581		623
DSU and PSU Liability (Note 13g,f)	4,185		3,894
Other taxes payable	4		15
Total	$	61,697	$	69,348

Long-term Debt

	September 30,<br>2024		December 31,<br>2023
Senior Notes (a)	$	297,462	$	300,608
Gold Notes (b)	67,543		63,310
Convertible Debentures (c)	—		13,913
Total	365,005		377,831
Less: current portion	(18,742)		(36,826)
Non-current portion	$	346,263	$	341,005

Page | 16

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

Long-term Debt (cont.)

a)Senior Unsecured Notes due 2026 (“Senior Notes”)

	Amount
Carrying value of the debt as at December 31, 2022	$	298,107
Interest expense accrued	20,625
Interest expense paid	(20,625)
Accretion of discount	2,501
Carrying value of the debt as at December 31, 2023	$	300,608
Interest expense accrued	15,469
Interest expense paid	(20,625)
Accretion of discount (Note 18)	2,010
As at September 30, 2024	297,462
Less: current portion, represented by accrued interest	(2,979)
Non-current portion as at September 30, 2024	$	294,483

The Company’s subsidiaries which directly own the Segovia Operations and the Toroparu Project have provided unsecured guarantees for the Senior Notes.

On and after August 9, 2023, the Company may redeem the Senior Notes, in whole or in part, at the relevant redemption price (expressed as a percentage of the principal amount of the Senior Notes) and accrued and unpaid interest on the Senior Notes up to the redemption date. The redemption price for the Senior Notes during the 12-month period beginning on August 9 of each of the following years is: 2023 – 103.4%; 2024 – 101.7%; 2025 and thereafter – 100.0%.

The discount and transaction costs incurred on issuance of the Senior Notes totaling $14.0 million have been offset against the carrying amount of the Senior Notes and are being amortized to net income using the effective interest method, resulting in an effective interest rate of 7.9%, including the 6.9% coupon.

Subsequent to September 30, 2024, the Company issued a Conditional Notice of Optional Redemption to holders of the Senior Notes. Redemption is expected to occur on November 20, 2024 (Note 23).

b)Gold Notes

The face value of the Gold Notes as at September 30, 2024 was $47.5 million. The fair value of the Gold Notes was calculated using valuation pricing models as at September 30, 2024. Significant inputs used in the valuation model include a credit spread, risk free rates, gold prices, implied volatility of gold prices and recent trading history.

	Number of <br>Gold Notes	Amount
Fair value of Gold Notes as at December 31, 2022	66,006,346	$	67,145
Repayments	(7,388,882)	(7,388)
Change in fair value through profit and loss (Note 19)	—	8,950
Change in fair value through other comprehensive income due to changes in credit risk	—	(5,397)
Fair value of Gold Notes as at December 31, 2023	58,617,464	63,310
Repayments	(11,083,134)	(11,083)
Change in fair value through profit and loss (Note 19)	—	11,250
Change in fair value through other comprehensive income due to changes in credit risk	—	4,066
Fair value of Gold Notes as at September 30, 2024	47,534,330	67,543
Less: current portion	(15,762,679)	(15,763)
Non-current portion as at September 30, 2024	31,771,651	$	51,780

Page | 17

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

Long-term Debt (cont.)

The key terms of the Gold Notes include:

•The Gold Notes are denominated in units of $1.00.

•The Gold Notes are non-callable, are secured over all assets of Aris Holdings, will be repaid over a seven-year term, and mature on August 26, 2027.

•The Gold Notes represent senior secured obligations of Aris Holdings, ranking pari passu with all present and future senior indebtedness, including the Wheaton stream financing (Note 12), and senior to all present and future subordinated indebtedness of Aris Holdings.

•The Gold Notes bear cash interest at a rate of 7.5% per annum, payable monthly.

•An amount of physical gold will be set aside monthly by Aris Holdings in an escrow account (the “Gold Escrow Account”) to be used to fund the principal payments (the “Amortizing Payments”). Amortizing Payments are based on a prescribed number of ounces of gold and a $1,400 per ounce floor price.

•To fund the quarterly Amortizing Payments, within five business days after the 15th day of each of February, May, August and November (the “Measurement Dates”), the gold accumulated in the Gold Escrow Account will be sold and the proceeds will be paid to holders on the following basis:

•If the afternoon per ounce London Bullion Market Association Gold Price (the “London PM Fix”) on the Measurement Dates is above the $1,400 per ounce floor price, Aris Holdings will make a total cash payment to the holders of the Gold Notes equal to that number of gold ounces sold multiplied by the London PM Fix.

•The Gold Premium will be the portion of the gold sale proceeds attributed to the excess of the London PM Fix over the $1,400 per ounce floor price and will not reduce the principal amount of the Gold Notes outstanding.

•If the London PM Fix is at or below the $1,400 per ounce floor price, Aris Holdings will make a cash payment to the holders of the Gold Notes equal to the applicable Amortizing Payment. Any shortfall in the proceeds from the sale of the gold ounces below $1,400 per ounce will be paid by Aris Holdings.

•Aris Holdings will use commercially reasonable efforts to hedge the $1,400 per ounce floor price for the Amortizing Payments on a rolling four-quarters basis.

•The Gold Notes trade on the Cboe Canada Exchange under the symbol “AMNG.NT.U”

Payments made to Gold Note holders are as follows:

	Three months ended				Nine months ended
	2024		2023		2024		2023
Repayments	$	3,694	$	1,847	$	11,083	$	5,541
Gold premiums	2,762		665		6,883		2,052
Interest payment	937		1,157		3,020		3,629

As at September 30, 2024, there were 880 ounces (December 31, 2023 - 880 ounces) of gold held in gold in trust with a carrying value of $1.7 million (December 31, 2023 - $1.7 million).

Page | 18

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

10. Long-term Debt (cont.)

c)Convertible Debentures

The convertible debentures matured on April 5, 2024 and C$16.2 million of the debentures with a principal value of C$16.2 million were converted, resulting in the issuance of 3,410,526 common shares, and C$1.8 million of the debentures were settled through the repayment of C$1.8 million.

	Number of Debentures	Amount
As at December 31, 2022	18,000	$	13,182
Change in fair value through profit and loss (Note 19)	—	1,032
Change in FVOCI due to changes in credit risk	—	(301)
As at December 31, 2023	18,000	$	13,913
Change in fair value through profit and loss (Note 19)	—	(565)
Change in FVOCI due to changes in credit risk	—	(103)
Conversion of convertible debenture	(16,200)	(11,920)
Repayment of convertible debenture	(1,800)	(1,325)
Current portion as at September 30, 2024	—	$	—

Prior to their maturity, the Convertible Debentures were a financial liability and were designated as FVTPL.

11. Provisions

A summary of changes to the provisions is as follows:

	Reclamation and <br>rehabilitation		Environmental <br>fees		Health plan <br>obligations		Total
As at December 31, 2023	$	15,984	$	5,480	$	11,864	$	33,328
Recognized in period	—		47		—		47
Acquisition of PSN (Note 5)	1,690		—		—		1,690
Change in assumptions	(535)		—		(68)		(603)
Settlement of provisions	(520)		(46)		(529)		(1,095)
Accretion expense (Note 18)	633		33		893		1,559
Exchange difference	(1,308)		(466)		(993)		(2,767)
As at September 30, 2024	$	15,944	$	5,048	$	11,167	$	32,159
Less: current portion	(2,923)		(30)		(663)		(3,616)
Non-current portion	$	13,021	$	5,018	$	10,504	$	28,543
As at December 31, 2022	$	9,540	$	4,299	$	8,277	$	22,116
Recognized in period	—		57		—		57
Change in assumptions	3,182		—		215		3,397
Settlement of provisions	(83)		(79)		(618)		(780)
Accretion expense (Note 18)	715		86		1,546		2,347
Exchange difference	2,630		1,117		2,444		6,191
As at December 31, 2023	$	15,984	$	5,480	$	11,864	$	33,328
Less: current portion	(2,194)		(65)		(691)		(2,950)
Non-current portion	$	13,790	$	5,415	$	11,173	$	30,378

Page | 19

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

11. Provision (cont.)

a)Reclamation and rehabilitation provision

As of September 30, 2024, the Company estimated the inflated undiscounted costs to be incurred with respect to future mine closure and reclamation activities related to the existing mining operation of the Marmato mine to be COP 42.5 billion (December 31, 2023 – COP 46.2 billion), equivalent to $10.2 million at the September 30, 2024 exchange rate (December 31, 2023 - $12.1 million).

As of September 30, 2024, the Company estimated the inflated undiscounted costs to be incurred with respect to future mine closure and reclamation activities related to the existing mining operation of the Segovia Operations to be COP 81.6 billion (December 31, 2023 – COP 81.8 billion), equivalent to $19.6 million at the September 30, 2024 exchange rate (December 31, 2023 - $21.4 million).

As of September 30, 2024, the Company estimated the inflated undiscounted costs to be incurred with respect to remediation of current disturbances and reclamation activities related to the existing infrastructure of the Soto Norte Project to be COP 38.0 billion, equivalent to $9.1 million at the September 30, 2024 exchange rate.

The following table summarizes the assumptions used to determine the decommissioning provision:

	Expected date <br>of expenditures	Inflation rate		Pre-tax risk-free <br>rate
Marmato Mine	2024-2042	2.49	%	10.14	%
Segovia Operations	2024-2034	2.97	%	9.58	%
PSN	2025-2068	2.51	%	9.69	%

b)Environmental fees

The Company’s mining and exploration activities are subject to Colombian laws and regulations governing the protection of the environment. Colombian regulations provide for fees applicable to entities discharging effluents to river basins. The local environmental authority in Segovia has issued two resolutions assessing fees totaling COP 34.6 billion ($8.3 million), which the Company is disputing. The Company has a provision in the amount of COP 21.0 billion ($5.1 million) related to the present value of its best estimate of the potential liability for these fees (December 31, 2023 – COP 20.9 billion equivalent to approximately $5.0 million).

c)Health plan obligations

The health plan obligation of COP 46.5 billion (approximately $11.2 million) is based on an actuarial report prepared as at December 31, 2023 with an inflation rate of 6.6% and a discount rate of 10.9%. The Company is currently paying approximately COP 0.2 billion (approximately less than $0.1 million) monthly to fund the obligatory health plan contributions. At September 30, 2024, non-current cash in trust includes approximately $0.9 million deposited in a restricted cash account as security against this obligation (December 31, 2023 - $0.9 million).

d)Claims

No such provisions have been recorded by the Company.

Page | 20

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

12. Deferred Revenue

	September 30,<br>2024		December 31,<br>2023
Marmato (a)	$	67,837	$	64,546
Toroparu (b)	84,000		84,000
Total	$	151,837	$	148,546
Less: current portion	(1,723)		(1,163)
Non-current portion	$	150,114	$	147,383

a)Marmato

The Company is party to a Precious Metals Purchase Agreement at the Marmato Mine (the “Marmato PMPA”) with Wheaton Precious Metals International ("WPMI"). Under the arrangement, WPMI will provide aggregate funding of $175 million. Total funds received to date are $53 million. The remaining balance of $122 million to be received during the construction and development of the Marmato Lower Mine, with construction milestones at 25% ($40 million), 50% ($40 million), and 75% ($42 million).

The contract will be settled by the Company delivering precious metal credits to WPMI. The Company recorded the deposit received as deferred revenue and recognizes amounts in revenue as gold and silver are delivered under the PMPA. Each period management estimates the cumulative amount of the deferred revenue obligation that has been satisfied and, therefore, recognized as revenue.

Accretion will be capitalized during the development of the Marmato Lower Mine (Note 8).

The following are the key inputs for the Marmato PMPA contract as of September 30, 2024:

Key inputs in the estimate	September 30, 2024	December 31, 2023
Estimated financing rate	12.50	12.50
Gold price	2,031 - 2,359	1,724 - 1,939
Silver price	25.84 - 29.91	22.71 - 24.33
Construction milestone timelines	2024 - 2025	2024 - 2025

All values are in US Dollars.

A summary of changes to the deferred revenue balance is as follows:

	Total
As at December 31, 2022	$	60,658
Recognition of revenue on ounces delivered	(3,878)
Cumulative catch-up adjustment	(52)
Accretion (Note 8)	7,818
As at December 31, 2023	$	64,546
Recognition of revenue on ounces delivered	(2,786)
Cumulative catch-up adjustment	(103)
Accretion (Note 8)	6,180
As at September 30, 2024	$	67,837
Less: current portion	(1,723)
Non-current portion as at September 30, 2024	$	66,114

b)Toroparu

The Company is also party to a Precious Metals Purchase Agreement (“Toroparu PMPA”) with WPMI. The key terms of the Toroparu

PMPA are summarized in the annual financial statements. The Company recorded deferred revenue of $84.0 million, all non-current which represents the estimated future cash flows attributable to expected future gold and silver deliveries to WPMI.

Page | 21

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

Share Capital

a)Authorized

Unlimited number of common shares with no par value.

b)Issued and fully paid

As at September 30, 2024, the Company had 170,626,452 common shares issued and outstanding (December 31, 2023 – 137,569,590 common shares). During the nine months ended September 30, 2024, the Company issued a total of 2,555,899 common shares for the exercise of stock options and 11,340,437 common shares for the exercise of warrants.

As described in Note 5, the Company issued 15,750,000 common shares to Mubadala and will issue 6,000,000 common shares upon the receipt of an environmental license for the PSN. The Company determined the fair value of the issued and contingently issuable shares to be $180.9 million and used the relative fair value method to allocate such amount between the common shares and the contingently issuable shares. The fair value of the contingently issuable shares, which are recognized in contributed surplus, was determined using a Black-Scholes model and applying an estimated probability of issuance. The value ascribed to the 15,750,000 common shares was $152.0 million and the ascribed value to the 6,000,000 contingently issuable common shares was $28.9 million.

c)Share Purchase Warrants – liability classified

The following table summarizes the change in the number of issued and outstanding share purchase warrants and the associated warrant liabilities during the period ended September 30, 2024:

	Amount
Listed Warrants – exercise price C2.21, exercisable until Apr 30, 2024
As at December 31, 2022	$	9,667
Exercised	(924)
Fair value adjustment (Note 19)	6,329
Balance at December 31, 2023	$	15,072
Exercised	(15,200)
Fair value adjustment (Note 19)	128
Expired	—
Balance at September 30, 2024	$	—
Aris Unlisted Warrants(¹) – exercise price C6.00, exercisable until Dec 19, 2024
Balance at December 31, 2022	588
Fair value adjustment (Note 19)	(35)
Balance at December 31, 2023	$	553
Exercised	(5)
Fair value adjustment (Note 19)	209
Balance at September 30, 2024 ⁽²⁾	$	757
Aris Listed Warrants(¹) – exercise price C5.50, exercisable until Jul 29, 2025
Balance at December 31, 2022	11,173
Exercised	(21)
Fair value adjustment (Note 19)	(171)
Balance at December 31, 2023	$	10,981
Exercised	(1)
Fair value adjustment (Note 19)	15,692
Balance at September 30, 2024 ⁽²⁾	$	26,672
Balance at December 31, 2023	$	26,606
Balance at September 30, 2024	$	27,429

All values are in US Dollars.

(1)Number of replacement warrants and exercise price have been adjusted by the share Exchange Ratio of 0.5.

(2)Subsequent to September 30, 2024, 1,800 Aris Listed Warrants and 182,000 Aris Unlisted Warrants were exercised.

Page | 22

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

13. Share Capital (cont.)

Valuation inputs for Unlisted Warrants

The fair value of the Unlisted Warrants was determined using the Black-Scholes option pricing model and Level 2 fair value inputs as follows:

Valuation Inputs	Aris Unlisted Warrants
Expected volatility	52	%
Liquidity discount	17	%
Risk-free interest rate	2.91	%
Expected life of warrants	3 months
Dividend yield	0	%

During the year ended December 31, 2023, the Company identified a non-material error in the fair value of the listed warrant liability previously reported. As a result, the statement of income (loss) for the three and nine months ended September 30, 2023 has been recast, with the loss on financial instruments decreasing by $1.4 million for the three months ended September 30, 2023 and the loss on financial instruments decreasing by $2.1 million for the nine months ended September 30, 2023 . The net impact of the recast for the three months ended September 30, 2023 was to increase net income previously reported of $12.4 million ($0.09 basic and $0.09 diluted earnings per share) to a net income of $13.8 million ($0.10 basic and $0.10 diluted earnings per share), and for the nine months ended September 30, 2023 was to increase net income previously reported of $15.3 million ($0.11 basic and $0.10 diluted earnings per share) to a net income of $17.4 million ($0.13 basic and $0.11 diluted earnings per share).

There was no impact on the statement of cash flows for the three and nine months ended September 30, 2023, other than the amounts reported for net income (loss) and gain on financial instruments changing by the amounts described above within the Operating Activities section of the statement of cash flows.

d)Share Purchase Warrants – equity classified

The following table summarizes the change in the number of issued and outstanding equity classified share purchase warrants during the periods ending September 30, 2024 and December 31, 2023:

	Units	Common shares <br>issuable	Amount
As at December 31, 2022	7,224,965	5,019,905	$	10,183
Exercised (1)	(281,500)	(195,586)	(475)
Expired	(2,795,090)	(1,942,029)	—
As at December 31, 2023	4,148,375	2,882,290	9,708
Exercised (2)	(3,915,079)	(2,771,550)	(5,217)
Expired	(233,296)	(110,740)	—
Balance at September 30, 2024	—	—	$	4,491

(1)The exercise price per Gold X Warrant exercised averaged C$2.14.

(2)The exercise price per Gold X warrant exercised averaged C$3.57.

Page | 23

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

```
  Share Capital $cont.$
```

e)Stock option plan

The Company has a rolling Stock Option Plan (the “Option Plan”) in compliance with the TSX policies for granting stock options. Under the Option Plan, the maximum number of common shares reserved for issuance may not exceed 10% of the total number of issued and outstanding common shares and, to any one option holder, may not exceed 5% of the issued common shares on a yearly basis. The exercise price of each stock option will not be less than the market price of the Company’s stock at the date of grant. Each stock option vesting period and expiry is determined on a grant-by-grant basis.

A summary of the change in the stock options outstanding during the periods ended September 30, 2024 and December 31, 2023 is as follows:

	Options <br>outstanding	Weighted average exercise price (C)
Balance at December 31, 2022	6,713,506
Options granted	1,778,931	3.99
Exercised (1)	(528,241)	3.27
Expired or cancelled	(683,076)	5.11
Balance at December 31, 2023	7,281,120
Options granted	2,869,004	4.22
Exercised (2)	(2,555,899)	4.03
Expired or cancelled	(759,365)	5.50
Balance at September 30, 2024 (3)	6,834,860

All values are in US Dollars.

(1)The weighted average share price at the date stock options were exercised was C$4.10.

(2)The weighted average share price at the date stock options were exercised was C$5.44.

(3)Subsequent to September 30, 2024, 87,500 stock options were exercised.

A summary of the inputs used in the determination of the fair values of the stock options granted in the periods ended September 30, 2024 and December 31, 2023, using the Black-Scholes option pricing model, is as follows:

	January 12,2023		May 12,2023		October 2,2023		January 31,2024		July 1,2024
Total options issued	1,691,964		26,815		60,152		2,525,561		343,443
Market price of shares at grant date	4.03		3.40		3.09		4.09		5.17
Exercise price	4.03		3.40		3.09		4.09		5.17
Dividends expected	Nil		Nil		Nil		Nil		Nil
Expected volatility	58.36	%	55.47	%	46.95	%	44.42	%	45.75	%
Risk-free interest rate	3.67	%	3.50	%	4.64	%	3.82%		3.83%
Expected life of options	3.0 years		3.0 years		3.0 years		3.0 years		3.0 years
Vesting terms	2 years		2 years		2 years		2 years		2 years

All values are in US Dollars.

(1)50% of the options vest one year after issue date, the remaining 50% vest two years after issue date.

Page | 24

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

13. Share Capital (cont.)

The table below summarizes information about the stock options outstanding and the common shares issuable as at September 30, 2024:

Expiry date	Outstanding	Vested stock options	Remaining contractual life in years	Exercise price (C/share)
April 1, 2025	185,000	185,000	0.50	4.05
July 2, 2025	50,000	50,000	0.75	6.88
April 1, 2026	703,000	703,000	1.50	6.04
January 26, 2027	90,000	90,000	2.32	5.45
April 1, 2027	724,000	724,000	2.50	5.84
March 1, 2025	670,000	670,000	0.42	4.00
March 23, 2025	382,070	382,070	0.48	3.80
June 26, 2025	5,000	5,000	0.74	5.00
January 12, 2026	1,258,076	614,174	1.29	4.03
May 12, 2026	13,408	—	1.62	3.40
October 2, 2026	60,152	—	2.01	3.09
January 31, 2027	2,350,711	—	2.34	4.09
July 1, 2027	343,443	—	2.8	5.17
Balance at September 30, 2024	6,834,860	3,423,244	1.73

All values are in US Dollars.

f)DSUs

A summary of changes to the DSU liability, included in accounts payable and accrued liabilities, during the period ended September 30, 2024 and the year ended December 31, 2023 is as follows:

	Units	Amount
Balance at December 31, 2022	333,818	$	826
Granted and vested during the period	241,223	649
Change in fair value	—	428
Balance at December 31, 2023	575,041	$	1,903
Granted and vested during the period	125,565	487
Paid	(259,691)	(956)
Change in fair value	—	609
Balance at September 30, 2024	440,915	$	2,043

The DSU liability at September 30, 2024 was determined based on the Company’s quoted closing share price on the TSX, a Level 1 fair value input, of C$6.35 ($4.70) (December 31, 2023 - C$4.43 ($3.35)) per share.

Page | 25

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

13. Share Capital (cont.)

g)PSUs

A summary of changes to the PSU liability during the period ended September 30, 2024 and the year ended December 31, 2023 is as follows:

	Units	Amount
Balance at December 31, 2022	706,286	$	292
Unvested PSUs recognized in the period	796,758	1,178
Vested PSUs recognized in the period	—	29
Paid	(30,325)	(47)
Change in fair value	—	1,352
Balance at December 31, 2023	1,472,719	$	2,804
Unvested PSUs recognized in the period	1,033,143	1,323
Expired/cancelled	(442,417)	—
Paid	(206,428)	(1,290)
Change in fair value	—	1,627
Balance at September 30, 2024	1,857,017	$	4,464
Less: current portion		(2,142)
Non-current portion as at September 30, 2024		$	2,322

h)Share-based compensation expense

	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Stock-option expense	$	625	$	262	$	1,704	$	1,064
DSU expense	493		107		1,095		377
PSU expense	1,415		159		2,949		693
Total	$	2,533	$	528	$	5,748	$	2,134

Page | 26

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

13. Share Capital (cont.)

i)Earnings (loss) per share

	Three months ended September 30, 2024					Three months ended September 30, 2023
						(Recast - Note 13c)
	Weighted <br>average <br>shares <br>outstanding	Net <br>earnings <br>(loss)		Net <br>earnings <br>(loss) per <br>share		Weighted <br>average <br>shares <br>outstanding	Net <br>earnings <br>(loss)		Net <br>earnings <br>(loss) per <br>share
Basic EPS	169,873,924	$	(2,074)	$	(0.01)	137,192,545	$	13,833	$	0.10
Effect of dilutive stock-options	—	—				—	—
Effect of dilutive warrants	—	—				291,496	—
Diluted EPS	169,873,924	$	(2,074)	$	(0.01)	137,484,041	$	13,833	$	0.10	Nine months ended September 30, 2024	Nine months ended September 30, 2023
---	---	---	---	---	---	---	---	---	---	---
						(Recast - Note 13c)
	Weighted <br>average <br>shares <br>outstanding	Net <br>earnings <br>(loss)		Net <br>earnings <br>(loss) per <br>share		Weighted <br>average <br>shares <br>outstanding	Net <br>earnings <br>(loss)		Net <br>earnings <br>(loss) per <br>share
Basic EPS	153,304,168	$	2,896	$	0.02	136,710,913	$	17,363	$	0.13
Effect of dilutive stock-options	522,135	—				2,286	—
Effect of dilutive warrants	—	—				4,185,079	(1,180)
Diluted EPS	153,826,303	$	2,896	$	0.02	140,898,278	$	16,183	$	0.11

Diluted earnings per share amounts are calculated by adjusting the basic earnings per share to take into account the after-tax effect of interest and other finance costs associated with dilutive convertible debentures as if they were converted at the beginning of the period, and the effects of potentially dilutive stock options and share purchase warrants calculated using the treasury stock method. When the impact of potentially dilutive securities increases the earnings per share or decreases the loss per share, they are excluded for purposes of the calculation of diluted earnings per share.

The following table lists the number of warrants, stock options and Convertible Debenture which were excluded from the computation of diluted earnings per share. Instruments were excluded because either the instruments were not vested, the exercise prices exceeded the average market value of the common shares or the impact of including the in the money securities were anti-dilutive to EPS.

	Three months ended September 30,		Nine months ended September 30,
	2024	2023	2024	2023
Stock options	50,000	7,404,768	1,477,000	7,149,768
Convertible Debenture	—	3,789,474	—	3,789,474
Warrants	30,686,728	46,685,727	30,686,728	37,184,372

Page | 27

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

14. Non-Controlling Interest

On June 28, 2024, the Company acquired an additional 31% interest in PSN from Mubadala, resulting in the Company increasing its ownership interest in the Soto Norte Project to 51% and obtaining control over the Soto Norte Project (Note 5). The remaining 49% interest in the Soto Norte Project not held by the Company is presented as non-controlling interest.

The following table summarizes the financial information for PSN shown on a 100% basis, except where stated:

	September 30,<br>2024
Current assets	$	925
Non-current assets	587,782
Total assets	588,707
Current liabilities	4,466
Non-current liabilities	5,400
Total liabilities	9,866
Net assets	578,841
Non-controlling interest percentage	49		%
Non-controlling interest	$	283,632
	Three months ended September 30, 2024			Nine months ended September 30, 2024
---	---	---	---	---	---	---
Revenue	$	—		$	—
Project expenses	(312)			(312)
Total net loss	(312)			(312)
Non-controlling interest percentage	49		%	49		%
Non-controlling interest	$	(153)		$	(153)
	Three months ended September 30, 2024	Nine months ended September 30, 2024
---	---	---
Cash flows from:
Operating activities	(2,508)	(2,508)
Investing activities	(2,008)	(2,008)
Financing activities	—	—

Page | 28

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

15. Financial Risk Management

a)Financial instrument risk

Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

•Level 1 – unadjusted quoted prices in active markets for identical assets or liabilities

•Level 2 – inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and

•Level 3 – inputs that are not based on observable market data.

The fair values of the Company’s cash and cash equivalents, cash in trust, accounts receivable, accounts payable and accrued liabilities, and, taxes payable approximate their carrying values due to their short-term nature.

The Senior Notes are recognized at amortized cost using the effective interest rate method. An observable fair value of the Company’s Senior Notes has been estimated using the trading value of the bonds on the Singapore exchange which indicate a fair value of $299.2 million (carrying amount - $294.5 million).

Financial liabilities measured at FVTPL on a recurring basis include the warrant derivative liabilities, the DSU payable, PSU payable, the Convertible Debenture and gold notes which are measured at their fair value at the end of each reporting period. The levels in the fair value hierarchy into which the Company’s financial assets and liabilities are recognized in the statements of financial position at fair value are categorized as follows:

	September 30, 2024				December 31, 2023
	Level 1		Level 2		Level 1		Level 2
Gold Notes (Note 10b)	$	—	$	67,543	$	—	$	63,310
Warrant liabilities (Note 13c)	26,672		757		26,053		553
DSU and PSU liabilities (Note 13g,f)	2,043		4,464		1,903		2,804
Investments and other assets (Note 7b)	5,220		8,524		4,254		5,505
Convertible Debentures (Note 10c)	—		—		—		13,913
Total	$	33,935	$	81,288	$	32,210	$	86,085

At September 30, 2024, there were no financial assets and liabilities measured and recognized at fair value on a non-recurring basis. There were no transfers between Level 1 and Level 2, and no financial assets or liabilities measured and recognized at fair value that would be categorized as Level 3 in the fair value hierarchy during the period.

b)Credit risk

	September 30,<br>2024		December 31,<br>2023
Trade	$	2,427	$	3,505
VAT receivable	67,530		40,045
Tax recoverable	1,890		4,503
Other, net of allowance for doubtful accounts	830		1,386
Total	$	72,677	$	49,439

The exposure to credit risk arises through the failure of a third party to meet its contractual obligations to the Company. The Company’s exposure to credit risk primarily arises from its cash balances (which are held with highly rated Canadian, Colombian and other international financial institutions) and accounts receivable. The timing of collection of the VAT recoverable is in accordance with Government of Colombia’s filing process. As at September 30, 2024, the Company expects to recover the outstanding amount of current VAT and HST receivable in the next 12 months.

Page | 29

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

15. Financial Risk Management (cont.)

Credit risk associated with trade accounts receivable arises from the Company’s delivery of its production to international customers from whom it receives 97.0% - 99.5% of the sales proceeds in the case of gold and silver, and 90% of sales proceeds in the case of concentrates, shortly after delivery of its production to an agreed upon transfer point in Colombia. The balance is received within a short settlement period thereafter, once final metal content has been agreed between the Company and the customer.

c)Liquidity risk

The Company manages its liquidity risk by continuously monitoring forecast cash flow requirements. The Company believes it has sufficient cash resources to pay its obligations associated with its financial liabilities as at September 30, 2024. The Company’s undiscounted commitments at September 30, 2024 are as follows:

	Less than 1 year		1 to 3 years		4 to 5 years		Over 5 years		Total
Trade, tax and other payables	$	89,617	$	—	$	—	$	—	$	89,617
Reclamation and closure costs	1,544		3,345		6,212		27,850		38,951
Lease payments	1,831		2,439		877		2,435		7,582
Gold Notes	29,432		53,843		—		—		83,275
Senior unsecured notes	20,625		317,646		—		—		338,271
Other contractual commitments	375		—		—		—		375
Total	$	143,424	$	377,273	$	7,089	$	30,285	$	558,071

Following receipt of funds under the Marmato and Toroparu PMPA, Aris Mining’s silver and gold production from the Marmato Mine and Toroparu Project is subject to the terms of the PMPA with WPMI.

As part of the PSN Transaction, Mubadala retained a streaming interest of 7.35% of payable gold and 100% of payable silver on PSN. The stream applies to incremental production after the first 5.7 million ounces of gold have been produced. Mubadala will make payments upon delivery equal to 15% of the spot gold and silver prices (Note 5).

Subsequent to the PSN Transaction (Note 5), Aris Mining has the obligation to fund Mubadala's 49% share of certain operating costs until the earlier of the receipt of the environmental license for the Soto Norte Project or December 31, 2027.

d)Foreign currency risk

The Company is exposed to foreign currency fluctuations. Such exposure arises primarily from:

•Translation of subsidiaries that have a functional currency, such as COP, which differ from the USD functional currency of the Company. The impact of such exposure is recorded through other comprehensive income (loss).

•Translation of monetary assets and liabilities denominated in foreign currencies, such as the Canadian dollar (“C$”) and Guyanese Dollar (“GYD”). The impact of such exposure is recorded in the consolidated statement of income (loss).

The Company monitors its exposure to foreign currency risks arising from foreign currency balances and transactions. To reduce its foreign currency exposure associated with these balances and transactions, the Company may enter foreign currency derivatives to manage such risks. In 2024 and 2023, the Company did not utilize derivative financial instruments to manage this risk.

Page | 30

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

15. Financial Risk Management (cont.)

The following table summarizes the Company’s net financial assets and liabilities denominated in Canadian dollars, Colombian pesos and Guyanese dollar (in US dollar equivalents) as of September 30, 2024 and December 31, 2023, as well as the effect on earnings and other comprehensive earnings after-tax of a 10% appreciation or depreciation in the foreign currencies against the US dollar on the financial and non-financial assets and liabilities of the Company, if all other variables remain constant:

	September 30,<br>2024	Impact of a 10% <br>Change	December 31,<br>2023	Impact of a 10% <br>Change
Canadian Dollars (C$)	(6,255)	(570)	(15,664)	(1,425)
Colombian Peso (COP)	20,292	1,844	11,301	1,027
Guyanese Dollar (GYD)	(670)	(62)	100	9

e)Price risk

Price risk is the risk that the fair value or future cash flows of the Company’s financial instruments will fluctuate because of changes in market prices. Gold and silver prices can be subject to volatile price movements, which can be material and can occur over short periods of time and are affected by numerous factors, all of which are beyond the Company’s control. The Company may enter commodity hedging contracts from time to time to reduce its exposure to fluctuations in spot commodity prices.

The Company is required under the covenants of the Gold Notes to use commercially reasonable efforts to put in place commodity hedging contracts (put options) on a rolling four-quarters basis to establish a minimum selling price of $1,400 per ounce for the physical gold being accumulated in the Gold Escrow Account (Note 10b). Gold being accumulated in the Gold Escrow Account will be sold to meet the Company’s financial obligations for the quarterly Amortizing Payments of the Gold Notes. Under the terms of the agreement, such hedging will not be required if one of the following conditions is met:

•the Company determines that any such hedging contracts are not obtainable on commercially reasonable terms; or

•the failure to obtain any such hedging contracts would not reasonably be expected to materially adversely impact the ability of the Company to satisfy its obligations to make the quarterly Amortizing Payments.

As at September 30, 2024, the Company had no outstanding commodity hedging contracts in place.

16. Revenue

	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Gold in dore	$	131,577	$	112,955	$	350,937	$	311,057
Silver in dore	1,869		1,559		4,538		3,952
Metals In concentrate	1,277		1,955		4,053		7,682
Total	$	134,723	$	116,469	$	359,528	$	322,691

17. Cost of Sales

	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Production costs	$	78,394	$	64,345	$	218,425	$	172,972
Royalties	4,849		4,189		13,145		12,214
Total	$	83,243	$	68,534	$	231,570	$	185,186

Page | 31

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

18. Interest and Accretion

	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Interest expense	$	5,267	$	5,442	$	15,810	$	18,575
Financing fees (income)	-		(22)		—		(70)
Accretion of Senior Notes (Note 10a)	683		631		2,010		1,857
Accretion of lease obligations	84		79		413		318
Accretion of provisions (Note 11)	459		627		1,559		1,704
Total	$	6,493	$	6,757	$	19,792	$	22,384

      Gain \(loss\) on Financial Instruments

	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
			(Recast - Note 13c)				(Recast - Note 13c)
Financial Assets
Denarius common shares (Note 7b)	$	671	$	(1,192)	$	1,134	$	(362)
Denarius convertible debenture (Note 7b)	1,732		—		3,019		—
Denarius warrants (Note 7b)	1		(172)		(170)		(248)
Other gain (loss) on financial instruments	—		—		2		1
	2,404		(1,364)		3,985		(609)
Financial Liabilities
Gold Notes (Note 10b)	(3,891)		(1,201)		(11,250)		(5,313)
Convertible Debentures (Note 10c)	—		609		565		32
Unlisted Warrants (Note 13c)	(395)		51		(209)		762
Listed Warrants (Note 13c)	(10,960)		2,279		(15,819)		5,479
	(15,246)		1,738		(26,713)		960
Total	$	(12,842)	$	374	$	(22,728)	$	351

20. Changes in Non-Cash Operating Working Capital Items

	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Accounts receivable and other (excluding VAT receivable)	$	773	$	(17,146)	$	3,269	$	12,161
VAT Receivable ⁽¹⁾	(12,202)		20,173		(32,133)		5,751
Inventories	(1,648)		(3,795)		(11,048)		(6,314)
Prepaid expenses and deposits	(812)		(1,144)		(1,759)		(2,783)
Accounts payable and accrued liabilities	6,837		3,783		(6,051)		(5,827)
Total	$	(7,052)	$	1,871	$	(47,722)	$	2,988

(1)Subsequent to September 30, 2024, the Company received credit for $29.6M of VAT, of which $16.2M of VAT has been applied to offset 2023 income taxes and $13.4M of VAT has been collected by the Company.

Page | 32

Notes to the Condensed Consolidated Interim Financial Statements<br><br>Three and Nine months ended September 30, 2024 and 2023<br><br>(Tabular amounts expressed in thousands of US dollars unless otherwise noted)

21. Related Party Transactions

Key management personnel compensation

	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Short-term employee benefits	$	968	$	1,012	$	2,807	$	2,995
Termination benefits	—		—		1,394		—
Share-based compensation	1,406		309		3,178		1,220
Total	$	2,374	$	1,321	$	7,379	$	4,215

These transactions, occurring in the normal course of operations, are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties.

```
      Segment Disclosures
```

Reportable segments are consistent with the geographic regions in which the Company’s projects are located. In determining the Company’s segment structure, the basis on which management reviews the financial and operational performance was considered and whether any of the Company’s mining operations share similar economic, operational and regulatory characteristics. The Company considers its Segovia Operations and Marmato Mine in Colombia, its Toroparu Project in Guyana, its Soto Norte Project in Colombia and its corporate functions in Canada and Panama as its reportable segments.

	Segovia		Marmato		Toroparu		Soto Norte		Corporate <br>and Other		Total
Three months ended September 30, 2024
Revenue	$	120,612	$	14,111	$	—	$	—	$	—	$	134,723
Cost of sales	(66,570)		(16,673)		—		—		—		(83,243)
Depreciation and depletion	(8,174)		(669)		—		—		(176)		(9,019)
Social Contributions	(4,294)		(185)		—		—		-		(4,479)
Income from Mining Operations	41,574		(3,416)		—		—		(176)		37,982
Gain loss on Financial Instruments	—		—		—		—		(12,842)		(12,842)
Interest and accretion	(531)		(67)		44		(40)		(5,899)		(6,493)
Income taxes	(16,114)		330		—		—		(46)		(15,830)
Segment net income (loss)	25,349		(1,895)		—		(153)		(25,528)		(2,227)
Capital expenditures	21,286		27,399		2,208		(23,830)		32		27,095
Three months ended September 30, 2023 (Recast - Note 13c)
Revenue	$	103,949	$	12,520	$	—	$	—	$	—	$	116,469
Cost of sales	(56,543)		(11,991)		—		—		—		(68,534)
Depreciation and depletion	(10,025)		(701)		—		—		(212)		(10,938)
Social Contributions	(2,249)		(185)		—		—		-		(2,434)
Income from Mining Operations	35,132		(357)		—		—		(212)		34,563
Gain loss on Financial Instruments	—		—		—		—		374		374
Interest and accretion	(652)		(473)		—		—		(5,632)		(6,757)
Income taxes	(12,404)		(92)		—		—		173		(12,323)
Segment net income (loss)	20,098		(128)		—		1,096		(7,233)		13,833
Capital expenditures	12,763		15,389		3,888		—		—		32,040

Page | 33

Notes to the Condensed Consolidated Financial Statements Three and Nine months ended September 30, 2024 and 2023 (Tabular amounts expressed in thousands in US dollars unless otherwise noted)

```
      Segment Disclosures $cont.$
```

	Segovia		Marmato		Toroparu		Soto Norte		Corporate <br>and Other		Total
Nine months ended September 30, 2024
Revenue	$	319,484	$	40,044	$	—	$	—	$	—	$	359,528
Cost of sales	(186,801)		(44,769)		—		—		—		(231,570)
Depreciation and depletion	(21,696)		(2,400)		—		—		(524)		(24,620)
Social Contributions	(8,703)		(1,502)		—		—				(10,205)
Income from Mining Operations	102,284		(8,627)		—		—		(524)		93,133
Gain loss on Financial Instruments	—		—		—		—		(22,728)		(22,728)
Interest and accretion	(1,740)		(195)		—		(40)		(17,817)		(19,792)
Income taxes	(40,014)		503		—		—		436		(39,075)
Segment net income (loss)	68,570		(4,729)		—		(2,964)		(58,134)		2,743
Capital expenditures	61,436		66,006		5,838		(152)		2,618		135,746
Nine months ended September 30, 2023 (Recast - Note 13c)
Revenue	$	290,757	$	31,934	$	—	$	—	$	—	$	322,691
Cost of sales	(151,656)		(33,530)		—		—		—		(185,186)
Depreciation and depletion	(25,181)		(1,640)		—		—		(588)		(27,409)
Social Contributions	(7,072)		(432)		—		—		-		(7,504)
Income from Mining Operations	106,848		(3,668)		—		—		(588)		102,592
Gain loss on Financial Instruments	—		—		—		—		351		351
Interest and accretion	(1,874)		(541)		—		—		(19,969)		(22,384)
Income taxes	(36,426)		36		—		—		2,890		(33,500)
Segment net income (loss)	57,174		(2,386)		—		(1,038)		(36,387)		17,363
Capital expenditures	32,633		28,844		12,505		—		—		73,982
As at September 30, 2024
Total assets	$	373,667	$	386,142	$	353,509	$	589,032	$	126,571	$	1,828,921
Total liabilities	(103,165)		(135,944)		(84,856)		(9,243)		(403,219)		(736,427)
As at December 31, 2023
Total assets	$	311,680	$	367,188	$	348,397	$	108,527	$	217,079	$	1,352,871
Total liabilities	(90,953)		(133,061)		(86,174)		—		(418,028)		(728,216)

```
      Subsequent Events
```

On October 31, 2024, Aris Mining completed its offering of $450 million of 8.000% Senior Notes due 2029. A portion of the net proceeds from the offering will be used to redeem the $300 million 6.875% Senior Notes due 2026 which is expected to occur on November 20, 2026.

On November 6, 2024, Aris Mining received a $40 million milestone payment under its precious metals purchase agreement with WPMI. This payment was triggered when the Marmato Lower Mine project achieved a “25% construction spend” threshold in Q3 2024.

Page | 34