As described more fully in the April 6, 2018 management information circular (the “Circular”) mailed to shareholders of Almadex Minerals Limited (“Old Almadex”), for the purposes of the Income Tax Act (Canada),

• each shareholder acquired its common shares of Almadex Minerals Ltd. (TSX-V: “DEX”) at a cost equal to their fair market value on the effective date,
• each shareholder will realize a capital gain if and to the extent that the fair market value of their DEX shares received exceeds the adjusted cost base of their Old Almadex shares,
• each shareholder acquired its common shares of Azucar (TSX-V: “AMZ”) at a cost equal to the amount, if any, by which the adjusted cost base of the shareholder’s Old Almadex shares exceeds the fair market value of the DEX shares received on the effective date.

Each shareholder received one (1) DEX share for each Old Almadex share held. Old Almadex obtained a professional valuation which ascribes to the common shares of DEX at the Effective Time (as at May 18, 2018) an aggregate fair market value of CAD $0.36 per common share of DEX.

Old Almadex will prepare its tax returns based on this valuation, and believes that it would be reasonable for the shareholders to also rely on the valuation for their own tax purposes. However the valuation is not binding on the Canada Revenue Agency.

The foregoing is qualified entirely by the Circular and is not intended to be tax advice to any particular shareholder. Shareholders are encouraged to read the Circular in full and to consult with their own tax advisors having regard to their own circumstances.

Forms for U.S. Shareholders