SSR MINING INC

To the Shareholders and Board of Directors of SSR Mining Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of SSR Mining Inc. and its subsidiaries (together, the “Company”) as of December 31, 2023 and 2022, and the related consolidated statements of operations, cash flows and statement of changes of equity for each of the three years in the period ended December 31, 2023, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Subsequent Events

As discussed in Note 24 to the consolidated financial statements, the Company suspended the operations of its Çöpler mine following the significant slip of the Çöpler heap leach pad which occurred on February 13, 2024 (“the Çöpler Incident”). The Çöpler Incident is a non-adjusting subsequent event and therefore does not require adjustments to the consolidated financial statements as of December 31, 2023. The disclosures in Note 24 to the consolidated financial statements related to this event are based on management’s best estimates; however, at the current stage of evaluation, the assessment of causes, remediation activities to be performed and possible third party lawsuits or fines, it is not possible to reliably measure all potential costs and future impairment charges that the Company may incur for the purposes of disclosure in the consolidated financial statements.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Fair value of mineral properties acquired on initial consolidation of a variable interest entity

As described in Note 3 to the consolidated financial statements, on May 8, 2023, the Company, through its wholly owned subsidiary Alacer Gold Corporation, closed a transaction to acquire an up to 40% interest in, and operational control of, Artmin Madencilik Sanayi Ve Ticaret A.Ş. (“Artmin”) which owns the Hod Maden gold-copper development project (“Hod Maden”). Upon closing of this transaction, the Company made a $120 million cash payment to Lidya Madencilik Sanayi ve Ticaret A.Ş. (“Lidya Mines”) to acquire an initial 10% interest in Artmin and has the option to acquire an additional 30% interest in Artmin for $120 million in structured payments tied to the completion of project construction spending milestones. Additionally, the Company will make contingent payments including $30 million in milestone payments payable in accordance with an agreed upon schedule beginning at the start of construction and ending on the first anniversary of commercial production and $84 million payable upon the delineation of an additional 500,000 gold equivalent ounces of mineral reserves at the Hod Maden project in excess of the project’s current mineral reserves and mineral resources. Upon completion of this transaction, the Company concluded it is the primary beneficiary of the variable interest entity (“VIE”) and therefore consolidated Artmin as an initial consolidation of a VIE that is not a business. As a result, management was required to determine the total amount of the net assets recognized at fair value. The assets acquired included mineral properties which, on a consolidated basis, were valued at $675 million. The fair value of the mineral properties was determined based on an income method. Management applied significant judgment in determining the fair value of the mineral properties, including the use of significant assumptions such as future metal prices, estimated quantities of mineral reserves and mineral resources, future capital and operating expenditures and discount rates. The Company’s estimated quantities of mineral reserves and mineral resources are based on information prepared by qualified persons (management’s specialists).

The principal considerations for our determination that performing procedures relating to the fair value of mineral properties acquired on initial consolidation of a VIE is a critical audit matter are (i) the significant judgment required by management, including the use of management’s specialists, in determining the fair value of the acquired mineral properties; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence relating to the fair value measurement of the acquired mineral properties, including significant assumptions such as future metal prices, estimated quantities of mineral reserves and mineral resources, future capital and operating expenditures and discount rates; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the fair value of mineral properties acquired on initial consolidation of a VIE, including controls over the significant assumptions. These procedures also included, among others, (i) testing management’s process for determining the fair value of the acquired mineral properties; (ii) evaluating the appropriateness of the income valuation method; (iii) testing the completeness and accuracy of the underlying data used in the income valuation method; and (iv) evaluating the reasonableness of the significant assumptions used by management related to the future metal prices, estimated quantities of mineral reserves and mineral resources, future capital and operating expenditures and discount rates. Evaluating the reasonableness of the future metal prices involved comparing them to external market and industry data. Evaluating the reasonableness of future operating costs involved comparing them to publicly available technical reports for the Hod Maden project and historical results from the Company’s other operating sites. The work of management’s specialists was used in performing the procedures to evaluate the reasonableness of the estimated quantities of mineral reserves and mineral resources and future capital and operating expenditures. As a basis for using this work, we assessed management’s specialists’ qualifications and their relationship with the Company. The procedures performed also included evaluation of the methods and assumptions used by management’s specialists, testing the data used by management’s specialists and an evaluation of management’s specialists’ findings. Professionals with specialized skill and knowledge were used to assist in evaluating the reasonableness of the discount rates.

Seabee goodwill and long-lived asset impairment tests

As described in Notes 2 and 7 to the consolidated financial statements, the Company evaluates its goodwill for impairment annually at December 31 or when events or changes in circumstances indicate that the fair value of a reporting unit is less than its carrying value. The Company assesses the carrying value of its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts of such assets may not be recoverable. During the fourth quarter of 2023, a triggering event for the Seabee long-lived asset group was identified and the Company performed a quantitative goodwill test for the Seabee reporting unit. The Seabee long-lived asset group is the same as its reporting unit. Based on this test, the Company concluded that Goodwill was impaired and recorded a non-cash impairment of $49.8 million, which represented the full goodwill balance of the reporting unit. The long-lived assets of Seabee were evaluated for impairment prior to the quantitative goodwill test and no impairment was identified. Management determined the fair value of the Seabee reporting unit using an income and market approach. Management applied significant judgment in determining the fair value of the Seabee reporting unit, including the use of significant assumptions such as future metal prices, estimated quantities of mineral reserves and mineral resources, future capital and operating expenditures, in-situ multiples and discount rates. The Company’s estimated quantities of mineral reserves and mineral resources are based on information prepared by qualified persons (management’s specialists).

The principal considerations for our determination that performing procedures relating to the Seabee goodwill and long-lived asset impairment tests is a critical audit matter are (i) the significant judgment required by management, including the use of management’s specialists, in determining the fair value of the Seabee reporting unit; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence relating to the fair value measurement of the Seabee reporting unit, including significant assumptions such as future metal prices, estimated quantities of mineral reserves and mineral resources, future capital and operating expenditures, in-situ multiples and discount rates; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the Seabee goodwill and long-lived impairment tests, including controls over the significant assumptions. These procedures also included, among others, (i) testing management’s process for determining the fair value of the Seabee reporting unit; (ii) evaluating the appropriateness of the income and market valuation methods used by management; (iii) testing the completeness and accuracy of the underlying data used in the income and market valuation methods; and (iv) evaluating the reasonableness of the significant assumptions used by management related to the future metal prices, estimated quantities of mineral reserves and mineral resources, future capital and operating expenditures, in-situ multiples and discount rates. Evaluating the reasonableness of the future metal prices involved comparing them to external market and industry data. Evaluating the reasonableness of future capital and operating expenditures involved comparing them to the Seabee mine’s current and past performance. The work of management’s specialists was used in performing the procedures to evaluate the reasonableness of the estimated quantities of mineral reserves and mineral resources. As a basis for using this work, we assessed management’s specialists’ qualifications and their relationship with the Company. The procedures performed also included evaluation of the methods and assumptions used by management’s specialists, testing the data used by management’s specialists and an evaluation of management’s specialists’ findings. Professionals with specialized skill and knowledge were used to assist in evaluating the reasonableness of the discount rates and in-situ multiples.

/s/PricewaterhouseCoopers LLP

Chartered Professional Accountants

Vancouver, Canada

February 27, 2024

We have served as the Company's auditor since 1989.

(1) Acquisitions, net for the year ended December 31, 2023 is comprised of $120.0 million of cash paid in the acquisition of the Hod Maden, net of cash and cash equivalents acquired. Acquisitions, net for the year ended December 31, 2022 is comprised of $24.8 million cash paid in the acquisition of Taiga Gold Corp., net of $4.7 million of cash and cash equivalents acquired, and $150.0 million cash paid in the acquisition of an additional 30% ownership in Kartaltepe.

(2) In connection to the repayment and termination of the Term Loan, $33.4 million of restricted cash was released.

Consolidated Statement of Changes of Equity

Consolidated Statement of Changes of Equity

1. THE COMPANY

SSR Mining Inc. and its subsidiaries (collectively, “SSR Mining” or the “Company”) is a precious metals mining company with four producing assets located in the United States, Türkiye, Canada and Argentina. The Company is principally engaged in the operation, acquisition, exploration and development of precious metal resource properties located in Türkiye and the Americas. The Company produces gold doré as well as copper, silver, lead and zinc concentrates. The Company’s focus is on safe, profitable production from its Çöpler Gold Mine (“Çöpler”) in Erzincan, Türkiye, Marigold mine (“Marigold”) in Nevada, USA, Seabee Gold Operation (“Seabee”) in Saskatchewan, Canada, and Puna Operations (“Puna”) in Jujuy, Argentina, and to advance, as market and project conditions permit, its principal development projects.

On February 13, 2024, the Company suspended all operations at its Çöpler property as a result of a significant slip on the heap leach pad (the “Çöpler Incident”). The Çöpler Incident is a non-adjusting subsequent event, refer to Note 24 for further information.

SSR Mining is incorporated under the laws of the Province of British Columbia, Canada. The Company's common shares are listed on the Toronto Stock Exchange (“TSX”) in Canada and the Nasdaq Global Select Market (“Nasdaq”) in the U.S. under the symbol “SSRM” and the Australian Securities Exchange (“ASX”) in Australia under the symbol “SSR.”