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Press release from Marketwire

Primero Reports Second Quarter 2011 Results; Earnings Increase on Silver Spot Sales

Wednesday, August 10, 2011

Primero Reports Second Quarter 2011 Results; Earnings Increase on Silver Spot Sales07:00 EDT Wednesday, August 10, 2011TORONTO, ONTARIO--(Marketwire - Aug. 10, 2011) - Primero Mining Corp. ("Primero" or the "Company") (TSX:P) -(Please note that all dollar amounts in this news release are expressed in U.S. dollars, unless otherwise noted. Prior to the acquisition of the San Dimas mine on August 6, 2010, the Company did not have any producing mines and hence did not realize any revenue or earnings from mine operations. The discussion in this news release includes comparisons with the three months ended March 31, 2011, as results from the three months ended June 30, 2010 are not comparable.)Primero Mining Corp. today reported financial and operational results for the second quarter ended June 30, 2011. The Company earned net income of $3.9 million ($0.04 per share) based on production of 27,600 gold equivalent ounces(1) at a total cash cost(2) of $586 per gold equivalent ounce or $190 per gold ounce on a by-product basis."Expanded throughput, a record realized gold price and our first silver sales at spot prices resulted in a strong second quarter despite a month-long mill worker strike in April," stated Joseph F. Conway, President and Chief Executive Officer. "We were very pleased with our net income and cash flow growth compared to the first quarter of 2011. We are also excited about the next milestone in the growth of this Company; the recent announcement of the proposed business combination with Northgate Minerals, delivering on our corporate strategy of low-risk growth."Second Quarter 2011 Highlights:-- Increased Revenue - revenue increased 20% over first quarter 2011(3) to $40.8 million; -- Increased Earnings and Cash Flow - net income significantly increased over first quarter 2011 to $3.9 million ($0.04 per share), while operating cash flows before working capital changes(4) rose to $21.5 million ($0.24 per share); -- Continued Strong Production - produced 27,600 gold equivalent ounces; -- Cash Cost Reduction - lowered total cash costs by $38 to $586 per gold equivalent ounce, or $190 per gold ounce on a by-product basis; -- First Silver Spot Sales(5) - 260,600 ounces of silver sold at an average spot price of $34.59; -- Extended Sinaloa Graben Drifting - development drifts on Elia and Aranza show high-grade continues;Highlights Subsequent to Second Quarter: -- Northgate Merger Announcement- building a leading intermediate gold producer;-- VAT refund - received VAT refund of $87.2 million, resulting in an increase of $17.1 million in cash resources after repayment of VAT loan;-- Convertible note extension - Goldcorp Inc. extended the maturity date of the convertible note to August 5, 2012. Earnings and Cash Flow ImproveRevenue was $40.8 million in the second quarter 2011 as a result of selling 18,800 ounces of gold at an average price of $1,523 per ounce, and 1.0 million ounces of silver at an average realized price of $11.73 per ounce. Upon the acquisition of the San Dimas Mine, the Company assumed the obligation to sell silver at below market prices(5). In the second quarter 2011, the Company reached the 3.5 million ounce threshold under the silver purchase agreement, and subsequently sold 260,600 ounces of silver at an average spot price of $34.59. Revenue in the first quarter 2011 was $34.0 million from selling 20,500 ounces of gold at an average price of $1,387 per ounce and 1.4 million ounces of silver at $4.04 per ounce.Second quarter operating cash flow before working capital changes increased to $21.5 million ($0.24 per share), up from outflows of $1.5 million ($0.02 per share), in the first quarter of 2011.The Company earned net income of $3.9 million ($0.04 per share) in the second quarter 2011, compared with a loss of $7.9 million ($0.09 per share) in the first quarter 2011. Adjusted net income(6) for the second quarter 2011 was $0.4 million ($0.00 per share), compared to an adjusted net loss of $7.7 million ($0.09 per share) in the first quarter 2011. Adjusted net income in the second quarter was adjusted for foreign exchange gains and finance income on the VAT refund, offset by losses on derivative contracts, accretion charges and tax initiative and transaction costs. Non-cash share-based payment expense of $2.4 million ($0.03 per share), has not been excluded in calculating adjusted net earnings for the second quarter 2011.Revenue was $74.8 million in the six months ending June 30, 2011 as a result of selling 39,300 ounces of gold at an average price of $1,452 per ounce, and 2.4 million ounces of silver at an average realized price of $7.35. As discussed above, in the second quarter 2011, the Company reached the 3.5 million ounce threshold under the silver purchase agreement, and subsequently sold 260,600 ounces of silver at an average spot price of $34.59.Operating cash flow before working capital changes for the first six months of 2011 was $19.9 million ($0.23 per share), up from outflows of $2.4 million ($0.80 per share) in the first six months of 2010.The Company incurred a net loss of $4.0 million ($0.05 per share) in the six months ended June 30, 2011, compared with a net loss of $2.7 million ($0.90 per share) in the same period in 2010. Adjusted net loss for the first half of 2011 was $7.3 million ($0.08 per share), compared to an adjusted net loss of $1.1 million ($0.35 per share) in the first half of 2010. Non-cash share-based payment expense of $4.6 million ($0.05 per share), has not been excluded in calculating adjusted net loss for the six months ending June 30, 2011.Throughput Ramped UpThe Company produced 19,400 ounces of gold and 1.1 million ounces of silver, or 27,600 gold equivalent ounces in the second quarter 2011. Gold and silver production were 5% and 14%, respectively, below the first quarter 2011, mainly due to a mill workers strike, which resulted in 30 days of lost production in the second quarter and two days in the first quarter. Gold grades were 13% higher than the first quarter 2011 at 4.6 grams per tonne, the highest average quarterly grade reported since the first quarter of 2010. Second quarter total cash costs were reduced by $38 to $586 per gold equivalent ounce versus cash costs during the first quarter, or $190 per gold ounce on a by-product basis. This reduction was mainly a result of selling the first silver at spot prices, which increased gold equivalent ounces produced by 14% and by-product silver credits by 151%.The Company continued its underground mining operations during the mill workers strike in the second quarter and stockpiled ore, which it processed after the mill workers returned to work. Since the Company had planned to operate the mill at less than its design capacity in 2011, it was able to increase throughput after the strike ended and this partially offset the impact of days lost from the strike. Throughput increased to an average of 2,240 tonnes per day, 20% higher than the first quarter throughput of 1,870 tonnes per day, as a result of processing mine production and stockpiled ore.San Dimas produced 39,900 ounces of gold and 2.3 million ounces of silver, or 51,700 gold equivalent ounces in the first six months of 2011, compared to 45,800 ounces of gold and 2.3 million ounces of silver, or 54,100 gold equivalent ounces in the first six months of 2010. Gold production was 13% below the first half of 2010, mainly due to the mill workers strike and 14% lower grades. Total cash costs on a gold equivalent basis for the six month period were $604 per ounce versus $529 per ounce in the same 2010 period. On a by-product basis, total cash costs were $345 per ounce compared to a total cash cost of $419 per ounce in same 2010 period.Silver Sales at SpotDuring June 2011, the Company met the delivery threshold of 3.5 million ounces of silver under the silver purchase agreement, after which it started to sell 50% of the silver produced at San Dimas at spot prices for its own account. The Company sold 260,600 ounces of silver at an average spot price of $34.59 during the second quarter, significantly increasing revenue from silver which accounted for 30% of total second quarter revenue. The Company estimates that it will sell between 500,000 and 525,000 ounces of silver at spot realized prices before August 6, 2011 (silver purchase agreement anniversary). Commencing August 6, 2011, the Company will again need to meet its annual delivery threshold (3.5 million ounces) before it can commence selling 50% of its silver production at spot prices.Primero reports that 774,000 ounces of silver were delivered to a subsidiary of Silver Wheaton Corp.(5) ("Silver Wheaton") under the silver purchase agreement during the second quarter.Silver sales under the silver purchase agreement realize approximately $4 per ounce; however, the Company's provision for income taxes is based on sales at market prices. As part of its announced tax mitigation strategy, the Company purchased silver call options during the first quarter of 2011 to improve its leverage to silver and provide protection against the adverse tax impact of a rising silver price as a result of the silver purchase agreement. The call options were designed to cover approximately two-thirds of the monthly silver production sold under the silver purchase agreement over the period April 1, 2011 to September 30, 2011. The Company realized a net gain of $0.4 million on the sale of call option contracts during the three months ended June 30, 2011 and the unexpired contracts had an unrealized loss of $1.1 million at June 30, 2011.The Company is considering continuing to use call options as an interim strategy to improve its leverage to silver.Balance Sheet Remains StrongCash and cash equivalents were $63.6 million at June 30, 2011 compared to $65.4 million at March 31, 2011.On July 4, 2011, the Company received a refund of $80.6 million of value added tax ("VAT") which was paid to the Mexican government as part of the San Dimas acquisition. The Company financed the VAT payment with a combination of $10.6 million in cash plus a $70 million bank loan. Interest on the refund and foreign exchange gains due to the strengthening of the Mexican peso against the US dollar since the August 2010 acquisition date increased the refund to $87.2 million. Concurrently with the receipt of the VAT, the Company repaid all outstanding principal and interest on the term credit facility amounting to $70.1 million, resulting in an increase of $17.1 million in cash resources.On August 4, 2011, Goldcorp elected to extend the maturity date of the Company's $60 million convertible promissory note to August 6, 2012 ("Second Maturity Date"). The Company may now (1) pay the principal amount in cash immediately, or (2) convert the debt to common shares of the Company on August 6, 2012 at a price equal to the greater of 90% of the volume weighted average trading price of the Company's common shares for the five trading days ending immediately prior to August 6, 2011 and the Second Maturity Date. Goldcorp continues to be able to elect to convert the debt at Cdn$6.00 per share.Capital expenditures during the second quarter 2011 totaled $8.9 million compared to $5.2 million in the first quarter 2011 and were spent mainly on underground development and exploration. In 2011, capital expenditures are expected to total approximately $31 million. With its cash balance and anticipated cash flows, Primero remains fully funded to meet its goal of doubling production by 2013(7).Merger with Northgate to Create Leading Mid-Tier Gold ProducerOn July 13, 2011, the Company and Northgate Minerals Corporation ("Northgate") announced that they had entered into an agreement (the "Arrangement Agreement") to combine their respective businesses and create a new leading mid-tier gold producer. The combined company will be led by Joseph F. Conway as President and Chief Executive Officer and will have an expected market capitalization of approximately Cdn$1.3 billion.Under the terms of the Arrangement Agreement, Northgate will acquire all of the issued and outstanding common shares of the Company for 1.50 Northgate common shares per Primero Share (the "Exchange Ratio"). After the proposed transaction, each outstanding option and warrant of the Company shall, on exercise, result in the holder receiving Northgate shares based upon the Exchange Ratio and otherwise on the same terms and conditions as in the option or warrant. Upon completion of the transaction, existing Primero and Northgate shareholders will own approximately 31% and 69% of the combined company, respectively.Highlights of the transaction include:-- Diversified production base: Three producing gold mines with 320,000 gold equivalent ounces expected in 2011, increasing to an expected 550,000 ounces in 2013 coming from the addition of the Young-Davidson development project and expansion at San Dimas, plus exploration pipe- line, all located in pro-mining jurisdictions. -- Leading growth profile: Expected production growth of 72% from 2011E to 2013E and declining cash costs - which will place the combined company amongst the leaders of its expected peer group. -- Strong, complementary management team: Combines proven management with an experienced technical team. -- Strong financial position and cash flow: Fully funded development of the Young-Davidson gold project in Ontario with expected sufficient cash flow to re-pay all corporate debt and pursue accretive opportunities. -- Unique re-valuation opportunity: Currently trading below peer average net asset value and cash flow multiples. -- Enhanced capital markets presence: $1 billion market capitalization is expected to appeal to a broader shareholder base, increase analyst following and improve share trading liquidity. The proposed transaction will be carried out by way of a court-approved Plan of Arrangement and will require approval by at least 66 2/3% of the votes cast by shareholders of Primero at a special meeting of Primero shareholders. The transaction is also subject to obtaining approval by a majority of votes cast by the shareholders of Northgate at a special meeting of Northgate shareholders expected to take place the same date as the Primero meeting. In addition to the shareholder and court approvals, the transaction is subject to applicable regulatory approvals and the satisfaction of certain other closing conditions customary in transactions of this nature. It is anticipated that the shareholder meetings will be held in September of 2011.The Arrangement Agreement includes deal protection provisions, including non-solicitation of alternative transactions, right to match, dual break fees and customary fiduciary-out provisions.Both companies' Boards of Directors have determined that the proposed business combination is in the best interests of their respective shareholders based on a number of factors, including fairness opinions received from their respective financial advisors. Each company's Board of Directors approved the terms of the proposed transaction and recommend that their respective shareholders vote in favour of the business combination. In addition, Goldcorp Inc., which holds an aggregate of approximately 35.5% of the outstanding Primero common shares, has entered into an agreement to vote in favour of the transaction.Corporate Strategy UpdateAn important Primero strategy, that will survive the proposed merger with Northgate, is to mitigate its negative leverage to silver arising from the silver purchase agreement. This strategy involves tax planning, restructuring of operations and corporate agreements, and growing gold and silver production, organically and via corporate development initiatives.As part of that initiative, the Company announced in May that it had elected to accelerate the tax depreciation of the purchase price allocated to the mineral concessions of the San Dimas mine acquisition to shelter income and provide time to develop a permanent solution. This resulted in an approximately $380 million tax pool within Mexico, which provides for a deferral rather than an overall reduction of cash taxes.The Company may seek a ruling from the Mexican tax authorities on its accelerated tax depreciation filing as the Mexican tax law is complex and open to alternative interpretations.The Company is making progress on other corporate restructuring strategies that, if successfully implemented, could provide a permanent solution to its negative leverage to silver as silver revenue would be recorded by the Company at the fixed price paid by Silver Wheaton.Sinaloa Graben High-Grade ExtendsThe Company's exploration program in the first six months of 2011 has been successful at extending the known mineralization within the main production area (Central Block) and is expected to increase reserves and resources in the high-grade exploration area (Sinaloa Graben), two kilometres to the west.In the first six months of 2011, the Company spent approximately $6.0 million of an expected total of $12.0 million on exploration. This included 25,000 metres of drilling using 12 rigs in 74 holes and 1,180 metres of exploration drifting. The Company is refining its exploration program with a new exploration executive, Joaquin Merino, dedicated to un-locking San Dimas exploration potential."San Dimas has had a short mine life based on reserves for over one hundred years," stated Joaquin Merino, Vice President, Exploration. "We are taking a renewed approach to exploration. The mine has a world-class history of reserve replacement, with a 90% resource to reserve conversion ratio over the last 30 years. We are introducing new approaches and technologies to exploration. We believe San Dimas has potential beyond what is currently understood in the market place and are committed to proving this with results in 2011."Exploration drifting results in the Sinaloa Graben from the Elia and Aranza veins, have exceeded expectations and continue to indicate that the Sinaloa Graben contains much higher than average grade and width mineralization than reserves in the Central Block. The San Dimas average gold reserve grade reported as at December 31, 2010 is 4.7 grams per tonne with average widths of 1.5 metres(8).The Elia vein was exposed along an exploration drift, on Level 8-285W for 221 metres, resulting in an average grade of 15.9 grams per tonne of gold and 1,491 grams per tonne of silver over a 2.8 metre true width. Another exploration drift along Elia on Level 8-359W for 69 metres resulted in an average grade of 8.1 grams per tonne of gold and 668 grams per tonne of silver over a 3.3 metre true width.The Aranza vein was also exposed along an exploration drift on Level 7-129W for 79 metres resulting in an average grade of 5.2 grams per tonne of gold and 543 grams per tonne of silver over a 2.2 metre true width.Drilling results indicate that the Elia vein extends beyond current drifting, hole SIN-8-04, intersected 6.6 grams per tonne of gold and 640 grams per tonne of silver over 2.49 metres.Drilling results have also proven high-grade mineralization exists in the south-west of the Sinaloa Graben. The Rosario vein in hole ZAC-S-01B, intersected 12.8 grams per tonne of gold and 691 grams per tonne of silver over a 0.90 metre true width. This vein has never been explored in detail and has now been included into the exploration plan for the second half of 2011.Exploration drifting in the Central Block has delineated mid-term production in both the Roberta and Robertita veins. The exploration drift in Roberta on Level 21-822E is 50 meters below the current exploitation level (395 metres elevation) while the exploration drift in Robertita on Level 21-903E is at the same level as current exploitation (355 metres), exploring the Robertita extension to the east.The Roberta vein was exposed along an exploration drift on Level 21-822E for 167 metres resulting in an average grade of 13.8 grams per tonne of gold and 686 grams per tonne of silver over a 3.0 metre true width.During the first half of 2011 drilling results from the Arana Hanging Wall continued to confirm the presence of mineralization but have been disparate, illustrating the complexity of this type of system. A new structural interpretation of the area based on the recent results is in progress. Further drilling in the Arana Hanging Wall has been suspended pending completion of the new model.2011 Production GuidanceThe Company has reviewed its mine plan in light of the mill workers strike and maintains its full year 2011 production guidance. As at the date of this news release, the first year of sales under the silver purchase agreement has concluded and Primero has revised its guidance on silver spot sales.----------------------------------------------------------------------------As at August 10, 2011 Outlook 2011----------------------------------------------------------------------------Gold equivalent production(1) (gold equivalent ounces) 110,000-120,000Gold production (ounces) 90,000-100,000Silver spot sales by Primero(5) (ounces) 500,000-525,000Silver production(5) (ounces) 4,500,000-5,000,000Total cash costs(2) (per gold equivalent ounce) $550 - $570Total cash costs(2) - by-product (per gold ounce) $350 - $370----------------------------------------------------------------------------Material assumptions used to forecast 2011 production guidance include: an average gold price of $1,400 per ounce; an average silver price of $6.63 per ounce, as according to the silver purchase agreement the first 3.5 million ounces and 50% of the excess of silver are sold at $4.04 per ounce and the balance is sold at spot, which is assumed to be $24 per ounce; and foreign exchange rates of 1.05 Canadian dollars and 13 Mexican pesos to the US dollar.Conference Call and Webcast DetailsA conference call will be held on Wednesday, August 10, 2011 at 11:00 a.m. Eastern Time to discuss the second quarter operating and financial results.Participants may join the call by dialing North America toll free 1-866-946-0484, or 1-646-216-4773 for calls outside Canada and the U.S., and entering the participant passcode 9664030#.A recorded playback of the Q2 2011 results call will be available until August 17, 2011 by dialing North America toll free 1-866-551-4520 and entering the call back passcode 274055#.A live and archived webcast of the conference is also available at www.primeromining.com.This release should be read in conjunction with Primero's second quarter 2011 financial statements and MD&A report on the Company's website, www.primeromining.com, in the "Financial Reports" section under "Investors", or on the SEDAR website at www.sedar.com.(1) "Gold equivalent ounces" include silver ounces produced, and converted to a gold equivalent based on a ratio of the average commodity prices received for each period. The ratio for the second quarter was 130:1 based on the realized prices of $1,523 per ounce of gold and $11.73 per ounce of silver, as per the silver purchase agreement. The ratio for the 2011 outlook is 211:1 based on $1,400 per ounce of gold and an average of $6.63 per ounce of silver as per the silver purchase agreement.(2) Total cash costs per gold equivalent ounce and total cash costs on a by-product basis are non-GAAP measures. The Company reports total cash costs on a production basis. Total cash costs per gold equivalent ounce is defined as cost of production (including refining costs) divided by the total number of gold equivalent ounces produced. Total cash costs on a by-product basis are calculated by deducting the by-product silver credits from operating costs. In the gold mining industry, these are common performance measures but do not have any standardized meaning, and are non-GAAP measures. The Company follows the recommendations of the Gold Institute standard. The Company believes that, in addition to conventional measures, prepared in accordance with GAAP, certain investors use this information to evaluate the Company's performance and ability to generate cash flow. 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 GAAP. See the second quarter 2011 MD&A for a reconciliation of total cash costs to reported operating expenses (the nearest GAAP measure).(3) Prior to the acquisition of the San Dimas Mine in August 2010, the Company did not have any producing mines and hence did not realize any revenue or earnings from mine operations. Results for the second quarter 2011 are therefore not comparable to the second quarter 2010. The discussion in this News Release therefore includes comparisons with the three months ended March 31, 2011.(4) Operating cash flow before working capital changes and operating cash flows before working capital changes per share are non-GAAP measures which the Company believes provide a better indicator of the Company's ability to generate cash flow from its mining operations. See the second quarter 2011 MD&A for a reconciliation of operating cash flows to GAAP.(5) According to the silver purchase agreement between the Company and Silver Wheaton Corp., until August 6, 2014 Primero will deliver to Silver Wheaton a per annum amount equal to the first 3.5 million ounces of silver produced at San Dimas and 50% of any excess at $4.04 per ounce (increasing by 1% per year). Thereafter Primero will deliver to Silver Wheaton a per annum amount equal to the first six million ounces of silver produced at San Dimas and 50% of any excess at $4.20 per ounce (increasing by 1% per year). The Company will receive silver spot prices only after the total threshold amount has been delivered each year.(6) Adjusted net income/loss and adjusted net income/loss per share are non-GAAP measures. Neither of these non-GAAP performance measures has any standardized meaning and is therefore unlikely to be comparable to other measures presented by other issuers. The Company believes that, in addition to conventional measures prepared in accordance with GAAP, the Company and certain investors use this information to evaluate the Company's performance. 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 GAAP. Refer to the second quarter 2011 MD&A for a reconciliation of adjusted net income/loss to reported net loss (the nearest GAAP measure).(7) Information regarding the Company's three-year plan can be found in the Company's January 17, 2011 news release, available on SEDAR at www.sedar.com. The three-year plan represents forward looking information. Information regarding the assumptions and risks associated with the three-year plan is available at the end of the January 17, 2011 news release, under the heading Cautionary Statement on Forward-Looking Information. Readers should carefully review all such assumptions and risks, and should not place undue reliance on forward looking information.(8) See the technical report entitled "Technical Report on the Tayoltita, Santa Rita, and San Antonio Mines, Durango, Mexico for Primero Mining Corporation" dated March 11, 2011, prepared by Velasquez Spring, P. Eng. and Gordon Watts, P. Eng, of Watts, Griffis and McOuat, for information regarding the mineral reserves and mineral resources at San Dimas.About PrimeroPrimero Mining Corp. is a Canadian-based precious metals producer and owns 100% of the San Dimas gold-silver mine in Mexico. Primero offers immediate exposure to un-hedged, low cash cost gold production with a substantial resource base in a politically stable jurisdiction. The Company intends to become an intermediate gold producer by building a portfolio of high quality, low cost precious metals assets in the Americas.Primero's website is www.primeromining.com.TECHNICAL INFORMATION AND QUALIFIED PERSON/QUALITY CONTROL NOTESThe technical disclosure and mineral resource and reserve estimates contained in this news release have been prepared in accordance with National Instrument 43-101 Standards of Disclosure for Mineral Projects ("NI 43-101"). The technical information has been included herein with the consent and prior review of Mr. Joaquin Merino-Marquez, Vice President, Exploration, Primero Mining Corp., who is a "Qualified Person" for the purposes of NI 43-101. The Qualified Person has verified the data disclosed, including sampling, analytical and test data underlying the information or opinions contained herein. Drill samples are prepared by SGS de Mexico, S.A. de C.V. in Durango, Mexico.CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATIONThe information in this news release has been prepared as at August 10, 2011. This news release contains certain statements that may be deemed "forward-looking statements". Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "would", "may", "could" or "should" occur. The forward-looking statements in this press release include statements regarding the Company's forward-looking production guidance, including estimated ore grades, drilling results, metal production, life of mine horizons, recovery rates, mill throughput, projected exploration and capital expenditures, including costs and other estimates upon which such projections are based; the Company's goal to increase its mineral reserves and resources; intentions to become an intermediate gold producer; plans to double production by 2013; the ability of the Company to implement initiatives to lower its effective tax rate; and the proposed business combination of the Company and Northgate Minerals Corporation and the benefits expected to arise from this transaction. The forward-looking statements are based on reasonable assumptions, including assumptions related to there being no significant disruptions affecting operations, whether due to labour disruptions, supply disruptions, damage to equipment, natural occurrences, political changes, title issues or otherwise; that permitting, production and expansion at the Company's projects (and those of Northgate) proceeds on a basis consistent with current expectations, and that there is no change in the plans relating to such projects; that the exchange rate between the Canadian dollar, Mexican peso and the United States dollar will be approximately consistent with current levels or as set out in this news release; that prices for gold and silver will be consistent with the Company's expectations; that prices for key mining and construction supplies, including labour costs, remain consistent with Company's current expectations; that current estimates of mineral reserves, mineral resources, mineral grades and metal recovery are accurate; that there are no material delays in the timing for completion of ongoing growth projects; that the Company's current plans to optimize production are successful; that there are no material variations in the current tax and regulatory environment; the assumptions set out elsewhere in this news release; and the assumptions set out in the Company's second quarter 2011 Financial Statements and MD&A, and in respect of the Company's growth plans and the information under the heading "Strategy and Outlook Focused On Growth", under the heading "Cautionary Statement on Forward-Looking Information" in the Company's January 17, 2011 news release.Factors that may cause actual results to vary from anticipated results include the risks such as the volatility of prices of gold and silver; uncertainty of mineral reserves, mineral resources, mineral grades and metal recovery estimates; uncertainty of future production, capital expenditures, and other costs; currency fluctuations; financing of additional capital requirements; cost of exploration and development programs; mining risks; risks associated with foreign operations; governmental and environmental regulation; the volatility of the Company's stock price; and risks associated with the Company's by-product metal derivative strategies; that Primero may not find acquisition targets at attractive prices; and other risks disclosed in the Company's second quarter 2011 MD&A, available under the Company's profile on SEDAR at www.sedar.com. Although Primero believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of Primero's management on the date the statements are made. Primero undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change, except as required by law.SUMMARIZED FINANCIAL AND OPERATING RESULTS AND FINANCIAL STATEMENTS FOLLOWSUMMARIZED FINANCIAL & OPERATING RESULTS (in thousands of United States dollars, except per share and per ounce amounts - unaudited) Three Months Ended Six months ended June 30 June 30 2011 2010 2011 2010---------------------------------------------------------------------------Operating Data(1) Tonnes of ore milled 136,464 152,225 298,981 297,485Produced Gold equivalent (ounces) 27,576 24,764 51,659 54,098 Gold (ounces) 19,374 20,918 39,872 45,839 Silver (million ounces) 1.06 1.11 2.29 2.32Sold: Gold equivalent (ounces) 26,807 24,222 51,313 53,566 Gold (ounces) 18,837 20,483 39,343 45,399 Silver (million ounces): 1.03 1.08 2.41 2.29Average realized prices: Gold ($/ounce): $ 1,523 $ 1,167 $ 1,452 $ 1,136 Silver ($/ounce): $ 11.73 $ 4.04 $ 7.35 $ 4.04Total cash costs (per gold ounce): Gold equivalent basis $ 586 $ 590 $ 604 $ 529 By-product basis $ 190 $ 484 $ 345 $ 419Financial Data(2) (in thousands of US dollars except per share amounts) Revenues 40,830 - 74,818 -Earnings from mine operations 18,723 - 29,635 -Net income/(loss) 3,897 (2,401) (3,997) (2,717)Basic and diluted income/(loss) per share 0.04 (0.80) (0.05) (0.90)Operating cash flows before working capital changes 21,456 (2,243) 19,936 (2,399)Assets Mining interests 485,478 133 485,478 133 Total assets 672,898 934 672,898 934Liabilities Long-term liabilities 140,271 - 140,271 - Total liabilities 242,828 1,705 242,828 1,705Equity 430,070 (771) 430,070 (771)Weighted average shares outstanding (basic)(000's) 87,915 3,016 87,844 3,003Weighted average shares outstanding (diluted)(000's) 88,197 3,016 87,844 3,003(1) The San Dimas Mine was acquired by Primero on August 6, 2011. Operating data for the three and six months ended June 30, 2010 relates to the period before Primero's ownership. (2) The Company did not have any producing mines before the acquisition of San Dimas. Financial data for the three and six months ended June 30, 2011 are therefore not comparable to the three and six months ended June 30, 2010. SUMMARIZED OPERATING DATA Three months ended 30-Jun-11 31-Mar-11 31-Dec-10 30-Sep-10 30-Jun-10 ----------------------------------------------------------------------------Operating Data(1) Tonnes of ore milled 136,464 162,517 168,875 145,893 152,225 Average mill head grade (grams/tonne) Gold 4.56 4.03 4.01 4.03 4.45 Silver 259 250 236 227 244 Average recovery rate (%) Gold 97% 97% 97% 97% 97% Silver 94% 94% 94% 94% 94%Produced Gold equivalent (ounces) 27,576 24,083 24,771 21,790 24,764 Gold (ounces) 19,374 20,498 21,171 18,419 20,918 Silver (million ounces) 1.06 1.23 1.21 1.01 1.11 Sold Gold equivalent (ounces) 26,807 24,506 30,480 16,070 24,222 Gold (ounces) 18,837 20,506 27,329 12,650 20,483 Silver @ $4.04 (million ounces) 0.77 1.37 1.06 1.02 1.08 Silver @ spot (million ounces) 0.26 - - - - Average realized price (per ounce) Gold $ 1,523 $ 1,387 $ 1,359 $ 1,205 $ 1,167 Silver(2) $ 11.73 $ 4.04 $ 4.04 $ 4.04 $ 4.04 Total cash operating costs ($000s) $ 16,173 $ 15,031 $ 15,984 $ 14,237 $ 14,614Total cash costs (per gold ounce)(2,3) Gold equivalent basis $ 586 $ 624 $ 645 $ 653 $ 590 By-product basis $ 190 $ 491 $ 524 $ 552 $ 484 (1) The San Dimas Mine was acquired by Primero from Goldcorp Inc. on August 6, 2010. The comparative operating data was derived from records maintained by Goldcorp Inc. (2) Due to a silver purchase agreement originally entered into in 2004, all silver produced prior to August 6, 2010 was sold to Silver Wheaton at a fixed price. As a result of restructuring the silver purchase agreement on August 6, 2010, Primero will be able to sell some silver production at spot prices, subject to minimum threshold amounts being met(5). (3) Total cash costs per gold ounce on a gold equivalent and by-product basis are non-GAAP financial measures. Refer to "Non-GAAP measure - Total cash costs per gold ounce calculation" in the Company's second quarter 2011 MD&A for a reconciliation to operating expenses. By-product cash costs per gold ounce reported for the San Dimas Mine by Goldcorp Inc. for the three months ended June 30, 2010 was $457. The by-product cash costs presented in this table prior to August 6, 2010 are based on internal financial records of the San Dimas operations and are calculated on a production basis and do not contain certain inter-company transactions that were reversed for Goldcorp's consolidated reporting. They are therefore not directly comparable to the by-product cash costs as reported by Goldcorp Inc. PRIMERO MINING CORP. CONDENSED CONSOLIDATED INTERIM STATEMENTS OFOPERATIONS AND COMPREHENSIVE LOSS THREE AND SIX MONTHS ENDED JUNE 30, (In thousands of United States dollars,except for share and per share amount) (Unaudited) Three months Six months ended June 30, ended June 30, 2011 2010 2011 2010 $ $ $ $ ----------------------------------------------------------------------------Revenue 40,830 - 74,818 - ----------------------------------------------------------------------------Operating expenses (16,166) - (32,034) - Depreciation and depletion (5,941) - (13,149) - ----------------------------------------------------------------------------Total cost of goods sold (22,107) - (45,183) - ----------------------------------------------------------------------------Earnings from mine operations 18,723 - 29,635 - General and administration expenses (5,106) (2,402) (9,610) (2,723)----------------------------------------------------------------------------Earnings (loss) from operations 13,617 (2,402) 20,025 (2,723)Foreign exchange gain 4,956 - 3,388 - Finance income 2,414 1 2,447 6 Finance expense (3,132) - (6,081) - Gain (loss) on derivative contracts (1,229) - 1,898 - ----------------------------------------------------------------------------Earnings (loss) before income taxes 16,626 (2,401) 21,677 (2,717)Income taxes (12,729) - (25,674) - ----------------------------------------------------------------------------Net income (loss) for the period 3,897 (2,401) (3,997) (2,717)Basic and diluted income (loss) per share 0.04 (0.80) (0.05) (0.90)--------------------------------------------------------------------------------------------------------------------------------------------------------Weighted average number of common shares outstanding Basic 87,914,731 3,016,106 87,843,998 3,003,174 Diluted 88,197,130 3,016,106 87,843,998 3,003,174 --------------------------------------------------------------------------------------------------------------------------------------------------------Other comprehensive income Net income (loss) for the period 3,897 (2,401) (3,997) (2,717) Currency translation gain (loss) (1,431) - (711) - ----------------------------------------------------------------------------Total comprehensive income (loss) 2,466 (2,401) (4,708) (2,717)--------------------------------------------------------------------------------------------------------------------------------------------------------PRIMERO MINING CORP. CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS (In Thousands Of United States Dollars) (Unaudited) ---------------------------------------------- June 30, December 31, 2011 2010 $ $ ----------------------------------------------------------------------------Assets Current assets Cash 63,629 58,298 Trade and other receivables 112,657 97,481 Prepaid expenses 5,459 5,165 Inventories 5,079 4,874 Derivative asset 596 - ----------------------------------------------------------------------------Total current assets 187,420 165,818Mining interests 485,478 484,360 Deferred tax asset - 6,555 ----------------------------------------------------------------------------Total assets 672,898 656,733 --------------------------------------------------------------------------------------------------------------------------------------------------------Liabilities Current liabilities Trade and other payables 27,557 37,358 Current portion of long-term debt 75,000 75,000 ----------------------------------------------------------------------------Total current liabilities 102,557 112,358Decommissioning liability 10,770 9,775 Long-term debt 104,271 100,769 Derivative liability - 2,630 Deferred tax liability 23,146 - Other long-term liabilities 2,084 1,155 ----------------------------------------------------------------------------Total liabilities 242,828 226,687 ----------------------------------------------------------------------------Equity Share capital 423,208 420,994 Warrant reserve 34,237 35,396 Contributed surplus reserve 12,428 8,751 Foreign currency translation reserve (573) 138 Deficit (39,230) (35,233)----------------------------------------------------------------------------Total equity 430,070 430,046 ----------------------------------------------------------------------------Total liabilities and equity 672,898 656,733 --------------------------------------------------------------------------------------------------------------------------------------------------------PRIMERO MINING CORP. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS THREE AND SIX MONTHS ENDED JUNE 30, (In Thousands Of United States Dollars) (Unaudited) Three months Six months ended June 30, ended June 30, 2011 2010 2011 2010 $ $ $ $ ----------------------------------------------------------------------------Operating activities Net income (loss) 3,897 (2,401) (3,997) (2,717) Adjustments for: Depreciation and depletion 5,941 8 13,149 18 Unwinding of discount and additions to decomissionning liability 180 - 995 - Non-cash interest expense 568 - 3,124 - Share-based payments 2,410 152 4,640 302 Deferred income tax expense 12,861 - 11,500 - Purchase of derivative contracts net of sales proceeds 922 - (1,313) - Loss (gain) on derivative asset 1,229 - (1,898) - Unrealized foreign exchange gain (6,552) (2) (6,264) (2)---------------------------------------------------------------------------- 21,456 (2,243) 19,936 (2,399) Change in non-cash working capital (15,410) 1,643 (2,111) 1,690 ----------------------------------------------------------------------------Cash provided by (used in) operating activities 6,046 (600) 17,825 (709)----------------------------------------------------------------------------Investing activities Expenditures on exploration and evaluation (2,204) - (4,120) - Expenditures on mining interests (6,698) - (9,994) - Proceeds on sale of property and equipment - - - ----------------------------------------------------------------------------Cash used in investing activities (8,902) (14,114) - ----------------------------------------------------------------------------Financing activity Proceeds on exercise of warrants and options 937 223 1,021 326 ----------------------------------------------------------------------------Cash provided by financing activity 937 223 1,021 326 ----------------------------------------------------------------------------Effect of foreign exchange rate changes on cash 168 2 599 1 ----------------------------------------------------------------------------Increase (decrease) in cash (1,751) (375) 5,331 (382)Cash, beginning of period 65,380 1,011 58,298 1,018 ----------------------------------------------------------------------------Cash, end of period 63,629 636 63,629 636 --------------------------------------------------------------------------------------------------------------------------------------------------------FOR FURTHER INFORMATION PLEASE CONTACT: Tamara BrownPrimero Mining Corp.VP, Investor Relations(416) 814 3168tbrown@primeromining.comwww.primeromining.com