Report of Foreign Issuer (6-k)

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, 2015

Commission File Number: 001-35783

Alamos Gold Inc.

(Translation of registrant’s name into English)

130 Adelaide Street West, Suite 2200

Toronto, Ontario, Canada

M5H 3P5

(Address of principal executive office)

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 o Form 40-F x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .

EXHIBIT INDEX



EXHIBIT NO.		DESCRIPTION
99.1		Press release, dated Novermber 12, 2015.
99.2		Unaudited Condensed Interim Consolidated Financial Statements.
99.3		Management’s Discussion and Analysis.
99.4		Form S2 - 109F2 - Certification of Interim Filings - CEO
99.5		Form S2 - 109F2 - Certification of Interim Filings - CFO

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.



	Alamos Gold Inc.
Date: Nov 12, 2015
	By:	/s/ Scott Parsons
	Name:	Scott Parsons
	Title:	Vice President of Investor Relations

T R A D I N G S Y M B O L : T S X : A G I N Y S E : A G I



	Alamos Gold Inc.
	130 Adelaide Street West, Suite 2200
	Toronto, Ontario M5H 3P5
	Telephone: (416) 368-9932 or 1 (866) 788-8801

All amounts are in United States dollars, unless otherwise stated.

Alamos Reports Third Quarter 2015 Results

Toronto, Ontario (November 12, 2015) - Alamos Gold Inc. (TSX:AGI; NYSE:AGI) (“Alamos” or the “Company”) today reported financial results for the third quarter ended September 30, 2015 and reviewed its operating, exploration and development activities.

“This marks our first quarter reporting consolidated results as the new Alamos with production of nearly 88,000 ounces. We are continuing to hit our operational targets at Young-Davidson, with record underground throughput in October, and we have commissioned the mill at Mulatos positioning us for a much stronger fourth quarter. We remain on track to achieve the low end of our full year consolidated production guidance of 375,000 to 425,000 ounces,” said John A. McCluskey, President and Chief Executive Officer.

“We continue to invest in growing production and lowering costs at our existing operations while strengthening our development pipeline both through exploration success at Cerro Pelon and La Yaqui and consolidating ownership of the prospective Lynn Lake gold project. With diversified production, a deep growth pipeline and strong balance sheet, we believe we have built a solid foundation for delivering long term shareholder value,” Mr. McCluskey added.

Third Quarter 2015 Highlights


•	Completed the merger between Former Alamos and AuRico on July 2, 2015


•	Produced 87,633 ounces of gold at total cash costs of $850 per ounce of gold sold and all-in sustaining costs (“AISC”) of $1,155 per ounce of gold sold


•	Sold 92,229 ounces of gold at an average realized price of $1,123 per ounce for revenues of $103.6 million


•	Realized a quarterly loss of $33.4 million, or $0.13 per share. This included $3.5 million of transaction costs related to the merger, a $2.5 million write-down of non-core exploration properties and a $4.0 million foreign exchange loss


•	Reported cash and cash equivalents and available-for-sale securities of $320.8 million as at September 30, 2015


•	Discovery of new zones of mineralization at Cerro Pelon and La Yaqui

Subsequent to Quarter-end:


•	Announced a definitive agreement to acquire Carlisle Goldfields Limited (“Carlisle”), the joint venture partner of the Lynn Lake project


•	Declared a semi-annual dividend of US$0.01 per common share on October 15, 2015


•	Achieved record average daily underground mining rates of 5,600 tonnes per day (“TPD”) at Young-Davidson for the month of October and remain on track to achieve the year-end target of 6,000 TPD


•	Announced the resignation of Scott Perry from the Board of Directors (the "Board") and the resignation of Alan Edwards as a Director and Chair of the Board


•	Announced the appointment of Paul Murphy to the position of Chair of the Board, and the appointment of Claire Kennedy, a partner at the law firm Bennett Jones LLP, to the Board

1 | Alamos Gold Inc

T R A D I N G S Y M B O L : T S X : A G I N Y S E : A G I

Highlight Summary



	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014⁽¹⁾			September 30, 2015⁽¹⁾			September 30, 2014⁽¹⁾
Operating Results
Gold production (ounces) ⁽¹⁾	87,633			85,037			275,266			265,449
Gold sales (ounces) ⁽¹⁾	92,229			86,970			278,353			265,517
Per Ounce Data
Average spot gold price (London PM Fix)		$1,124			$1,282			$1,178			$1,288
Average realized gold price		$1,123			$1,280			$1,168			$1,286
Total cash costs per ounce of gold sold ⁽²⁾		$850			$706			$758			$791
All-in sustaining costs per ounce of gold sold ⁽²⁾		$1,155			$1,098			$1,103			$1,221
Financial Results (in millions)
Operating Revenues		$103.6			$72.9			$239.4			$217.8
Loss from operations		($18.9	)		($6.6	)		($437.1	)		($35.8	)
Net Loss		($33.4	)		($15.7	)		($448.4	)		($61.4	)
Operating cash flow before changes in non-cash working capital ⁽²⁾		$6.1			$20.6			$30.5			$46.3
Capital expenditures (sustaining)⁽²⁾		$16.9			$16.6			$49.1			$51.9
Capital expenditures (growth)^(2),(3)		$31.9			$34.1			$75.5			$95.5
Share Data
Loss per share (basic and diluted)		($0.13	)		($0.13	)		($2.59	)		($0.49	)
Weighted avg outstanding shares (basic and diluted) (000’s)	253,133			125,510			173,316			125,419
Financial Position (in millions)
Cash and cash equivalents								$313.6			$100.2
Total debt and equipment financing obligations								$318.1			$315.6

(1)

The financial results from Mulatos are included in Alamos’ interim consolidated financial statements for the period subsequent to and including July 2, 2015. Gold production and gold sales from Mulatos have been included in this table for periods prior to this for comparative purposes only. Gold production from Mulatos for the three and nine months ended September 30, 2015 was 27,500 ounces (2014 - 28,000) and 98,500 ounces (2014 - 98,000), respectively. Gold sales for the three and nine months ended September 30, 2015 were 29,596 ounces (2014 - 30,000) and 102,900 ounces (2014 - 96,200), respectively.


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures.


⁽³⁾	Includes capitalized exploration.



	Three months ended				Nine months ended
	September 30, 2015		September 30, 2014		September 30, 2015		September 30, 2014
Gold production (ounces)
Young-Davidson	38,201		40,538		115,664		115,808
Mulatos ⁽¹⁾	27,500		28,000		98,500		98,000
El Chanate	21,932		16,499		61,102		51,641
Total cash costs per ounce of gold sold ⁽²⁾
Young-Davidson		$681		$723		$707		$862
Mulatos ⁽¹⁾		$979		$784		$875		$686
El Chanate		$994		$663		$749		$621
All-in sustaining costs per ounce of gold sold ^(2),(3)
Young-Davidson		$979		$957		$988		$1,130
Mulatos⁽¹⁾		$1,210		$1,032		$1,086		$910
El Chanate		$1,019		$1,089		$968		$1,020
Capital expenditures (growth and sustaining)⁽²⁾(in millions)
Young-Davidson		$33.1		$37.4		$81.7		$114.3
Mulatos ^(1),(4)		$9.5		$12.0		$36.2		$34.7
El Chanate		$0.4		$7.0		$13.0		$20.9
Other		$5.8		$6.3		$20.4		$12.2


⁽¹⁾	Results from Mulatos are included in Alamos’ interim consolidated financial statements for the period subsequent to and including July 2, 2015 only. Prior quarter information is presented for information purposes only. Operating and financial results from prior ownership have been added for comparative purposes only.


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures.


⁽³⁾	For the purposes of calculating all-in sustaining costs at individual mine sites, the Company does not include corporate and administrative and share based compensation expenses.


⁽⁴⁾	Includes capitalized exploration.

2 | Alamos Gold Inc

T R A D I N G S Y M B O L : T S X : A G I N Y S E : A G I

Outlook and Strategy



	2015 Guidance
	Young-Davidson	Mulatos¹	El Chanate	Total
Gold production (000’s ounces)	160-180	150-170	65-75	375-425
Total cash costs ($ per ounce)	$675-775⁽²⁾	$865	$675-775
All-in sustaining costs ($ per ounce)	$950-1,050	$1,100	$950-1,050
Capital expenditures (in millions)
Sustaining capital	$40.0-45.0	$12.5	$17.5-20.0
Growth capital	$45.0-50.0	$28.1⁽³⁾	—


⁽¹⁾	Includes full year production guidance at Mulatos.


⁽²⁾	Excludes 1.5% NSR royalty at Young-Davidson.


⁽³⁾	Excludes capitalized exploration.

Following completion of the merger, Alamos is well positioned to deliver shareholder value with diversified North American-based gold production, a strong balance sheet, and a portfolio of low cost growth projects.

The Company expects to achieve the lower end of the range of 2015 combined production guidance of 375,000 to 425,000 ounces of gold. This reflects slower than expected commissioning of the mill optimization project at Mulatos which has impacted third quarter and year-to-date production, partially offset by continued strong performance from El Chanate.

The Company continues to focus its investment on its primary producing operations, including ramping up underground production at Young-Davidson and development of the Cerro Pelon and La Yaqui satellite deposits at Mulatos. This is expected to drive low cost production growth at both operations while substantially reducing all-in sustaining costs. The Company’s balance sheet combined with cash flow from operations, are expected to provide the financial flexibility to complete these planned expansions in the current gold price environment.

The underground ramp up at Young-Davidson remains on track to achieve year-end targeted rates of 6,000 TPD with underground mining rates averaging a record 5,600 TPD in the month of October 2015. Underground unit mining costs are expected to continue to trend lower, reflecting ongoing productivity improvements as the Company ramps up underground mining rates, as well as the weaker Canadian dollar. The increase in underground mining rates is expected to supply an increasing portion of mill feed, driving milled grades and gold production higher. Reduced unit costs and higher grades are expected to drive total cash costs lower and increase free cash flow. Assuming current gold prices, the objective at Young-Davidson is for cash flow from operations to finance the growth capital required to develop the lower mine, while achieving targeted underground mining rates.

At Mulatos, the Company expects a significant increase in production in the fourth quarter of 2015 reflecting improved high grade mill production and the recovery of deferred heap leach production from the third quarter rainy season. Relative to 2015, all-in sustaining costs per ounce are expected to decrease in 2016, reflecting higher open pit grades and a lower waste-to-ore ratio. Looking beyond 2016, we expect Mulatos will be bolstered by the development of the Cerro Pelon and La Yaqui satellite deposits. With the average grades of these deposits being double the 2015 budgeted grade, Cerro Pelon and La Yaqui are expected to grow production at Mulatos while driving costs substantially lower. In addition, recent exploration success at Cerro Pelon and La Yaqui have indicated the potential to expand mineral reserves at both deposits.

The Company’s cash position and balance sheet remain strong. The reduction in the Company’s cash balance in the third quarter is not indicative of future quarters as the Company paid approximately $21 million in transaction-related charges, in addition to the third quarter being a seasonally weak quarter at Mulatos. Looking forward, Young-Davidson and Mulatos are expected to self-finance their growth at current gold prices. Recent weakness in both the Canadian dollar and Mexican peso relative to the United States dollar have partially offset the impact of the lower gold price as both operating and capital costs have benefited.

The Company’s long-term growth is further supported by a strong portfolio of low-cost, low-capital intensity development projects, which are at various stages of exploration, permitting and development. Development spending with respect to the Company’s project pipeline is largely discretionary. The Company is prioritizing its development spending and allocating resources to those projects with the highest potential returns. At current gold prices, the Company’s advanced development projects are economic and are expected to generate strong returns.

3 | Alamos Gold Inc

T R A D I N G S Y M B O L : T S X : A G I N Y S E : A G I

Third Quarter 2015 Results

Young-Davidson Operational and Financial Review



	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014			September 30, 2015			September 30, 2014
Underground Operations
Tonnes of ore mined	467,414			345,256			1,307,667			907,373
Average grade of gold⁽¹⁾	2.56			3.08			2.70			3.09
Metres developed	3,619			3,269			10,817			10,586
Unit mining costs per tonne		$32			$41			$34			$44
Open Pit Operations
Total tonnes mined	—			—			—			3,392,509
Tonnes of ore mined	—			—			—			1,343,083
Average grade of gold⁽¹⁾	—			—			—			0.99
Tonnes stockpiled ahead of the mill	1,739,557			2,832,371			1,739,557			2,832,371
Average grade of gold⁽¹⁾	0.77			0.75			0.77			0.75
Mill Operations
Tonnes of ore processed	706,517			705,621			2,051,910			2,099,278
Average grade of gold⁽¹⁾	1.88			1.94			1.96			1.97
Contained ounces milled	42,643			44,037			129,588			133,210
Average recovery rate	92		%	90		%	89		%	88		%
Gold production (ounces)	38,201			40,538			115,664			115,808
Gold sales (ounces)	41,127			41,072			115,652			119,448
Total cash costs per ounce of gold sold⁽²⁾		$681			$723			$707			$862
All-in sustaining costs per ounce of gold sold^(2),(3)		$979			$957			$988			$1,130
Financial Review (in millions)
Operating Revenues		$46.1			$52.6			$135.9			$153.6
Loss from operations		($1.8	)		($3.5	)		($332.2	)		($31.6	)
Operating cash flow		$24.5			$15.2			$64.0			$31.0
Capital expenditures (sustaining)⁽²⁾		$12.2			$9.6			$32.3			$32.0
Capital expenditures (growth)⁽²⁾		$20.9			$27.8			$49.4			$82.3


⁽¹⁾	Grams per tonne.


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures. Total cash costs and AISC are exclusive of net-realizable value adjustments.


⁽³⁾	For the purposes of calculating all-in sustaining costs at individual mine sites, the Company does not include corporate and administrative and share based compensation expenses.

Underground tonnes mined were 467,414 ore tonnes, or 5,081 TPD during the third quarter of 2015, at a grade of 2.56 grams per tonne of gold (“g/t Au”). During the first nine months of 2015, 1,307,667 tonnes of ore or 4,790 TPD were mined, at a grade of 2.70 g/t Au. Mining rates increased significantly from the 3,753 TPD and 3,324 TPD realized during the three and nine months ended September 30, 2014, respectively, due to planned productivity improvements, namely an increase in personnel and equipment, and increased development. Mining rates in the third quarter of 2015 were consistent with the second quarter of 2015, reflecting lower mining rates in July and August as the Company caught up on paste back-fill activities early in the quarter to support higher mining rates through access to a greater number of secondary stopes. Mining rates have shown ongoing improvement, averaging 5,400 TPD in September and a new record of 5,600 TPD in October. The Company remains on track to achieve underground mining rates of 6,000 TPD by the end of 2015. Underground mined grades decreased in the first nine months of 2015, compared to the same period in 2014, due primarily to stope sequencing.

At the end of September 2015, the Company had approximately 1.7 million tonnes of low grade open pit ore stockpiled ahead of the mill at an average grade of 0.77 g/t Au. Mill feed from the underground mine continues to be supplemented by the stockpiled open pit ore while underground mining levels ramp up to mill capacity. As underground mining rates continue to increase, this will supply an increasing proportion of the mill feed driving the milled grade and gold production higher.

During the third quarter of 2015, Young-Davidson processed 706,517 tonnes, or 7,680 TPD with gold grades averaging 1.88 g/t Au, consistent with the same period of last year. For the nine months ended September 30, 2015, 2,051,910 tonnes or 7,516 TPD were processed at an average grade of 1.96 g/t Au. Tonnes processed were slightly lower than the same period of 2014 due to liner changes in the third quarter.

4 | Alamos Gold Inc

T R A D I N G S Y M B O L : T S X : A G I N Y S E : A G I

Young-Davidson produced 38,201 ounces of gold during the third quarter of 2015, slightly below the 40,538 ounces produced in the same period of 2014 reflecting lower underground mined grades, partially offset by higher mill recoveries. For the first nine months of 2015, Young-Davidson produced 115,664 ounces of gold, consistent with the same period in 2014.

For the three months ended September 2015, total cash costs per ounce of gold sold were $681, representing a 6% decrease from the same period in 2014. Year-to-date, total cash costs per ounce of gold sold were $707, representing an 18% decrease from the same period in 2014. The lower costs per ounce for the third quarter of 2015 and on a year-to-date basis was due to an increase in the underground contribution to overall production, improved unit underground mining costs, and the impact of the weakening Canadian dollar. Underground unit mining costs were $32 per tonne in the third quarter of 2015, down from $33 per tonne in the second quarter of 2015 and $41 per tonne in the third quarter of 2014 reflecting ongoing productivity improvements and the weaker Canadian dollar. Total cash costs at Young-Davidson are expected to decrease in the future as underground throughput is ramped up, and grades mined from underground return to the reserve grade of 2.74 g/t Au.

In the third quarter of 2015, capital expenditures totaled $33.1 million and included lateral development spending, the MCM shaft development, and underground equipment. Of the total expenditure, $12.2 million related to sustaining capital and $20.9 million related to growth capital. For the nine months ended September 30, 2015, capital expenditures totaled $81.7 million, of which $32.3 million was spent on sustaining capital and $49.4 million on growth capital.

Mulatos Operational and Financial Review



	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014⁽¹⁾			September 30, 2015⁽¹⁾			September 30, 2014⁽¹⁾
Open Pit & Underground Operations ⁽¹⁾
Tonnes of ore mined - open pit⁽²⁾	1,554,602			1,697,525			5,157,923			5,523,211
Tonnes of ore mined - underground	40,323			32,964			97,114			41,967
Total waste mined	2,322,723			1,004,197			5,856,198			3,534,214
Total tonnes mined	3,917,648			2,716,686			11,111,235			9,099,392
Waste-to-ore ratio	1.49			0.59			1.14			0.64
Crushing and Heap Leach Operations ⁽¹⁾
Tonnes of ore crushed and placed on the heap leach pad	1,492,505			1,495,000			4,676,989			4,559,000
Average grade of gold processed ⁽³⁾	0.77			1.08			0.84			1.01
Contained ounces stacked on the heap leach pad	37,100			51,900			126,500			148,300
Mill Operations
Tonnes of high grade ore milled	29,904			12,500			69,624			49,300
Average grade of gold processed⁽³⁾	11.61			8.47			9.63			5.33
Contained ounces milled	11,150			3,400			21,550			8,500
Total contained ounces stacked and milled	48,250			55,300			148,050			156,800
Recovery ratio (ratio of ounces produced to contained ounces stacked and milled)	57		%	51		%	67		%	63		%
Ore crushed per day (tonnes) - combined	16,600			16,400			17,400			16,900
Gold production (ounces)	27,500			28,000			98,500			98,000
Gold sales (ounces)	29,596			30,000			102,900			96,200
Total cash costs per ounce of gold sold ⁽⁴⁾		$979			$784			$875			$686
All-in sustaining costs per ounce of gold sold ^(4),(5)		$1,210			$1,032			$1,086			$910
Financial Review (in millions)⁽¹⁾
Operating Revenues		$33.3		—				$33.3		—
Earnings (loss) from operations		($4.8	)	—				($4.8	)	—
Operating cash flow		($10.9	)	—				($10.9	)	—
Capital expenditures (sustaining)⁽⁴⁾		$4.3		—				$4.3		—
Capital expenditures (growth)^(4),(6)		$5.2		—				$5.2		—


⁽¹⁾	The financial results from Mulatos are included in Alamos’ interim consolidated financial statements for the period subsequent to and including July 2, 2015 only.


⁽²⁾	Includes ore stockpiled during the quarter.


⁽³⁾	Grams per tonne.


⁽⁴⁾	Refer to the “Cautionary non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures.


⁽⁵⁾	For the purposes of calculating all-in sustaining costs at individual mine sites, the Company does not include corporate and administrative and share based compensation expenses.

Includes capitalized exploration.

5 | Alamos Gold Inc

T R A D I N G S Y M B O L : T S X : A G I N Y S E : A G I

Mulatos produced 27,500 ounces of gold in the third quarter of 2015, consistent with the third quarter of 2014. The third quarter is a seasonally weak quarter for Mulatos and consistent with previous years, heavy rainfall resulted in leach pad dilution and lower crusher throughput, adversely impacting production. In addition, production for the quarter was negatively affected by a slower than expected ramp up of the optimized mill.

Total crusher throughput averaged 16,600 TPD in the third quarter, below the annual budget reflecting the above average rainfall in the quarter and lower high grade mill rates as the milling circuit was being commissioned. Total throughput rates are expected to increase to budgeted levels of 17,850 TPD in the fourth quarter.

The grade of crushed ore stacked on the leach pad of 0.77 g/t Au in the third quarter of 2015 was consistent with the annual budget. During the first nine months of 2015, the grade stacked has averaged 0.84 g/t Au.

The ratio of ounces produced to contained ounces stacked or milled (or recovery ratio) in the third quarter was 57% compared to 51% in the third quarter of 2014, and well below the annualized budget of 74% reflecting the impact of the rainy season. The third quarter historically has lower recoveries than other quarters as gold is built-up in solution, with the inventory of ounces stacked in the third quarter typically recovered in the fourth quarter.

Mill production was well below expectations due to lower throughput and recoveries. Mulatos continued to process stockpiles at lower throughput rates until the vertical grinding mill was fully installed and recoveries were meeting expectations. The mill is currently achieving the designed grind size; however, additional optimization was required in the intensive leach reactor ("ILR") and electrowinning processes to meet budgeted recoveries which was resolved in September. As a result, production from the mill is expected to improve in the fourth quarter reflecting higher average throughput rates and recoveries. At the end of September, the Company had stockpiles of approximately 53,000 tonnes of high grade ore from the San Carlos deposit at grades in excess of reserve grade.

Total cash costs of $979 per ounce of gold sold in the third quarter of 2015 were higher than the Company’s annual guidance of $865 per ounce and compared to $784 per ounce reported in the third quarter of 2014. On a year-to-date basis, total cash costs are $875 per ounce of gold sold (including the first six months of production from prior ownership), consistent with annual guidance though higher than $686 in the same period of 2014. The increase relative to the prior year is attributable to lower grades stacked on the leach pad, a higher waste-to-ore ratio, and a higher cost per tonne of ore mined. AISC in the quarter were $1,210 per ounce of gold sold, which is 15% higher than the third quarter of 2014. AISC in the third quarter of 2015 were impacted by lower production, with fixed costs, such as sustaining capital and site general and administration costs allocated across fewer ounces. AISC are expected to decrease in the fourth quarter reflecting higher leach pad and mill production. On a year-to-date basis, AISC are $1,086 per ounce of gold sold (including the first six months of production from prior ownership), higher than the same period in 2014.

6 | Alamos Gold Inc

T R A D I N G S Y M B O L : T S X : A G I N Y S E : A G I

El Chanate Operational and Financial Review



	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014			September 30, 2015			September 30, 2014
Open Pit Operations
Total tonnes mined	7,245,557			8,707,195			23,204,073			25,829,952
Tonnes of ore mined	1,775,915			2,085,337			5,446,841			6,917,457
Capitalized stripping tonnes	—			3,748,477			7,511,788			9,830,243
Waste-to-ore ratio (operating)	3.1			1.4			1.9			1.3
Average grade of gold⁽¹⁾	0.46			0.61			0.61			0.48
Crushing and Heap Leach Operations
Tonnes of ore crushed stacked on the heap leach pad	1,397,888			1,699,801			4,506,153			5,255,364
Average grade of gold processed⁽¹⁾	0.54			0.71			0.70			0.58
Tonnes of run-of-mine ore stacked on the heap leach pad	398,047			407,485			964,250			1,826,453
Average run-of mine grade of gold processed⁽¹⁾	0.19			0.19			0.19			0.20
Total tonnes of ore processed	1,795,935			2,107,286			5,470,403			7,081,817
Average grade of gold processed⁽¹⁾	0.46			0.61			0.61			0.48
Ore crushed and run-of-mine ore stacked per day (tonnes) - combined	19,500			22,900			20,000			25,900
Recovery ratio (ratio of ounces produced to contained ounces stacked)	83		%	40		%	57		%	47		%
Gold production (ounces)	21,932			16,499			61,102			51,641
Gold sales (ounces)	21,506			15,898			59,801			49,869
Total cash costs per ounce of gold sold⁽²⁾		$994			$663			$749			$621
All-in sustaining costs per ounce of gold sold^(2),(3)		$1,019			$1,089			$968			$1,020
Financial Review (in millions)⁽¹⁾
Operating Revenues		$24.2			$20.3			$70.2			$64.2
Earnings (loss) from operations		($3.7	)		$3.3			($39.2	)		$17.3
Operating cash flow		$3.4			$1.9			$23.7			$12.6
Capital expenditures		$0.4			$7.0			$13.0			$20.9


⁽¹⁾	Grams per tonne.


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures. Total cash costs and AISC are exclusive of net-realizable value adjustments.


⁽³⁾	For the purposes of calculating all-in sustaining costs at individual mine sites, the Company does not include corporate and administrative and share based compensation expenses.

During the third quarter of 2015, El Chanate mined 1,775,915 tonnes of ore or 19,300 TPD, at an average grade of 0.46 g/t Au. For the first nine months of 2015, 23,204,073 tonnes were mined, including 5,446,841 tonnes of ore at an average grade of 0.61 g/t Au. Ore tonnes mined in the three and nine months ended September 30, 2015 were 15% and 21% lower than the same periods in 2014, respectively, due to a combination of lower mining rates and a higher strip ratio in 2015. Commencing in the third quarter of 2015, the Company has not capitalized any waste removal costs at El Chanate, which increases the total cash costs per ounce but has no impact on all-in sustaining costs per ounce.

El Chanate crushed and stacked 1,397,888 tonnes of open pit ore on the heap leach pad during the third quarter of 2015, at an average rate of 15,194 TPD compared to an average rate of 18,476 TPD in the same period of the prior year. El Chanate also stacked 398,047 tonnes of low grade run-of-mine ore on the heap leach pad. During the first nine months of 2015, the Company crushed and stacked 4,506,153 tonnes of ore at an average rate of 16,506 TPD, compared to the 19,250 TPD stacking rate in the first nine months of 2014.

The grade of ore crushed and stacked averaged 0.54 g/t Au during the third quarter compared to an average grade of 0.71 g/t Au in the same period of the prior year. The drop in grade during the quarter is a result of mine sequencing. Year-to-date ore crushed and stacked in 2015 averaged 0.70 g/t Au compared to an average grade of 0.58 g/t Au in 2014, with the variance also attributed to mine sequencing.

During the third quarter, El Chanate produced 21,932 ounces of gold, bringing 2015 year-to-date production to 61,102 ounces of gold. This compares to production of 16,499 and 51,641 ounces of gold in the same periods of the prior year, respectively. Higher production in 2015 is attributed to higher grades and improved recoveries from the leach pad, which were partially offset by lower mining rates.

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Total cash costs per ounce of gold sold were $994 in the third quarter of 2015, an increase from previous quarters reflecting the fact that the Company is now expensing stripping costs as incurred whereas in previous quarters these costs would have been capitalized given the Company has determined the costs are not recoverable. For the nine months ended September 30, 2015, total cash costs per ounce of gold sold were $749. Total cash costs are exclusive of net realizable value ("NRV") adjustments to ore inventories. The Company recorded a $7.0 million NRV adjustment in the second quarter of 2015, and a $5.3 million NRV adjustment in the third quarter of 2014. AISC of $1,019 per ounce of gold sold in the third quarter of 2015 decreased from $1,089 per ounce in the third quarter of 2014. AISC have averaged $968 per ounce through the first three quarters of 2015, consistent with annual guidance of $950 - 1,050 per ounce.

Capital expenditures in the third quarter of 2015 were $0.4 million, and for the nine months ended September 30, 2015 were $13.0 million, with $12.5 million related to the capitalization of waste stripping costs during the year.

Third Quarter 2015 Development and Exploration Activities

La Yaqui

A total of 6,600 metres ("m") was drilled at La Yaqui during the third quarter of 2015. This drilling was all for exploration purposes as the metallurgical, geotechnical and condemnation drilling was completed in the second quarter.

This first phase of exploration drilling has yielded some excellent results with mineralized intercepts encountered over an additional 750m of strike length.


•	1.36 g/t Au over 117.40m (15YAQ058)


•	1.34 g/t Au over 64.00m (15YAQ061)


•	5.68 g/t Au over 15.20m (15YAQ064) (approximately 350m along strike from 15YAQ058)


•	2.03 g/t Au over 32.00m (15YAQ068) (approximately 750m along strike from 15YAQ058)

These results indicate ore-grade intercepts at distances of up to a 1.25 kilometre strike length from known in-pit mineralization and preliminary metallurgical test work indicates mineralization is amenable to heap leaching.

Cerro Pelon

A total of 12,400m was drilled at Cerro Pelon during the third quarter. These were all exploration holes designed to test continuation of mineralization to the north of the current pit. This drilling has led to the delineation of a new zone of mineralization approximately 100m to the north of the reserve mineralization and outside previously designed pit limits. Excellent drill results were obtained with several intercepts averaging well above the current mineral reserve grade. Highlight intercepts include:


•	2.37 g/t Au over 45.70m (15PEL007)


•	3.83 g/t Au over 13.10m (15PEL008)


•	2.46 g/t Au over 94.20m and 2.21 g/t Au over 22.60m (15PEL010)


•	14.47 g/t Au over 50.30m (15PEL012)


•	9.65 g/t Au over 34.60m (15PEL020)


•	4.07 g/t Au over 15.20m and 2.24 g/t Au over 18.30m (15PEL031)


•	4.78 g/t Au over 41.10m (15PEL049)


•	3.94 g/t Au over 35.10m (15PEL050)


•	4.26 g/t Au over 18.30m (15PEL058)

In addition to drilling, significant mapping and sampling has been conducted over a large area around the reserve mineralization. Combined results from all programs indicate that gold mineralization at Cerro Pelon is hosted in a number of discrete zones called quartz-alunite ledges or ribs. Exploration over the larger area has indicated potential for further quartz-alunite ledges along strike to the north. The exploration focus for the remainder of 2015 and early 2016 is to drill test this strike length.

Turkey

In April 2015, the Company received notice that the injunction order granted against the Turkish Ministry of the Environment and Urbanization's (the "Ministry") approval of the Environmental Impact Assessment ("EIA") for the Aðý Daðý gold project had been dismissed by the Çanakkale Administrative Court. With this ruling, the Ministry's approval of the EIA has been returned to good standing.

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prior to construction, and remains confident that these permits will be granted. The Company expects first gold production from Kirazlý within 18 months of receipt of the outstanding permits.

For the three months ended September 30, 2015, total development expenditures in Turkey were $0.4 million. An updated capital budget for the Kirazlý project will be presented once all required permits are received, however, the capital budget is not expected to differ materially from the June 2012 preliminary feasibility study. The Company is however in the process of evaluating the impact of updated capital costs, forestry fee changes, tax incentive availability changes and the devaluation of the Turkish Lira on the operating costs and overall economics of its projects.

Lynn Lake

The Company owns a 25% interest in the Lynn Lake Project and can earn up to a 60% interest by funding CAD $20.0 million on the project over a three-year period and delivering a feasibility study within that time period. The Company has reached a definitive agreement with Carlisle, the joint-venture partner on the Lynn Lake Project, to acquire the outstanding shares of the Company thereby consolidating 100% ownership of the project and controlling the project timeline and spending.

The Company is currently managing the exploration and technical work related to a future feasibility study on the Lynn Lake Project. Spending for the three and nine months ended September 30, 2015 was $3.5 million and $7.1 million, respectively.

Esperanza

The Company capitalized $0.9 million at the Esperanza Gold Project in the third quarter of 2015. These development costs were primarily related to the collection of baseline study data to support resubmission of the EIA.

Quartz Mountain

In the third quarter of 2015, the Company invested $0.4 million at the Quartz Mountain project, which was expensed. All results have been received from the drill program that concluded in the second quarter. The drill program had the dual objective of testing the new geological model and validating a section of the existing resource. Results indicate that the geology and mineralization intersected correlate very well with the geological model and resource modelling is now underway.

Review of Third Quarter Financial Results

During the third quarter of 2015, the Company sold 92,229 ounces of gold, a 62% increase compared to the third quarter of 2014 (excluding ounces sold from Mulatos prior to July 2). The majority of the increase is due the inclusion of sales from Mulatos effective July 2, 2015. The increase in gold ounces sold was offset by a decrease in the average realized gold price for the quarter. The decrease in realized gold price negatively impacted revenue by $9.0 million as the price per ounce decreased from $1,280 to $1,123.

Mining and processing costs increased to $75.4 million in the third quarter of 2015 from $44.3 million in the third quarter of 2014 largely reflecting the inclusion of operating costs from Mulatos. Consolidated total cash costs for the quarter were $850 per ounce of gold sold, compared to $706 per ounce in the prior year period. The increase is due to the Company directly expensing all stripping costs at El Chanate, as well as the inclusion of operating costs from Mulatos which were higher in the third quarter. This was offset by the cost benefit associated with the continued depreciation of both the Canadian dollar and Mexican Peso compared to the US dollar.

In the third quarter of 2015, AISC per ounce of gold sold increased by $57 to $1,155, as compared to $1,098 in the third quarter of 2014. This increase was primarily due to higher cash costs per ounce at Mulatos and El Chanate, partly offset by the continued weakening of operating currencies at each of the mines.

Royalty expense for the quarter was $2.9 million, an increase from the third quarter of 2014, due to third party royalties at Mulatos and the new royalty at Young-Davidson, which were not included in the prior year results.

Amortization increased from $28.0 million to $31.7 million in the third quarter of 2015, reflecting the inclusion of Mulatos. Amortization per ounce sold was $345 per ounce compared to $491 per ounce in 2014, due to lower amortization per ounce attributable to Mulatos, and impairment charges at El Chanate and Young-Davidson in the second quarter of 2015 which had the impact of lowering amortization expense.

Corporate and administration expenses increased in the quarter by $2.4 million to $6.1 million as a result of the merger and costs associated with temporarily maintaining two corporate offices. Corporate and administration expenditures are anticipated to trend lower as merger synergies are realized.

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The Company recognized a loss from operations of $18.9 million in the third quarter of 2015, compared to a loss from operations of $6.6 million in the same period of 2014. The increased loss was driven by lower gold prices and higher total cash costs.

The Company reported a net loss of $33.4 million in the third quarter of 2015, compared to a net loss of $15.7 million in Q3 2014. The net loss was due to the reasons previously stated, as well as transaction costs related to the merger of $3.5 million and foreign exchange losses. In addition, the Company wrote-off non-core exploration properties of $2.5 million.

Review of Nine Month Financial Results

During 2015, the Company sold 205,049 ounces of gold compared to sales of 169,317 ounces in 2014 (excluding ounces sold from Mulatos prior to July 2, 2015). The increase in ounces sold is primarily due to the inclusion of post-merger gold sales at Mulatos of 29,596 ounces. This increase was offset by a lower average realized price for gold, as the price per ounce decreased from $1,286 to $1,168.

During 2015, total cash costs per ounce of gold sold were $758, $33 per ounce lower than the comparable period in 2014 at $791 per ounce. Cash costs improved due to lower underground mining costs at Young-Davidson and operating currency weakness against the USD, partially offset by higher cash costs associated with Mulatos.

Mining and processing costs increased to $160.4 million from $139.2 million due to the inclusion of Mulatos, which added $27.3 million to operating costs for the period of ownership.

During 2015, consolidated AISC per ounce of gold sold were $1,103, representing a 10% improvement over all-in sustaining costs per gold ounce of $1,221 in 2014. The decrease was due to lower cash costs per ounce at Young-Davidson and a decline in corporate and administrative expenses.

Royalty expense for the period was $3.7 million, an increase from 2014, due to a third party royalty at Mulatos and the new royalty at Young-Davidson which hare not reflected in 2014.

Amortization decreased from $91.4 million to $80.0 million in the third quarter of 2015. Amortization per ounce decreased significantly due to lower amortization per ounce attributable to Mulatos and impairment charges at El Chanate in 2014, as well as impairment charges at El Chanate and Young-Davidson in the second quarter of 2015, which had the impact of lowering amortization expense in the third quarter of 2015.

The Company recognized a loss from operations of $437.1 million in 2015, compared to a loss from operations of $35.8 million in 2014. This was primarily a result of impairment charges of $371.7 million at Young-Davidson, and El Chanate, the loss on revaluation of assets distributed to AuRico Metals Inc. of $40.1 million, and inventory NRV adjustments in the second quarter of 2015.

For the nine months ended September 30, 2015, the Company recorded a net loss of $448.4 million, compared to a net loss of $61.4 million for the comparable prior year period. The loss was the result of the previously discussed items, as well as $20.0 million in costs incurred related to the merger.

Associated Documents

This press release should be read in conjunction with the Company’s interim consolidated financial statements for the three and nine-month periods ended September 30, 2015 and September 30, 2014 and associated Management’s Discussion and Analysis (“MD&A”), which are available from the Company's website, www.alamosgold.com, in the "Investors" section under "Reports and Financials", and on SEDAR (www.sedar.com) and EDGAR (www.sec.gov).

Reminder of Third Quarter 2015 Results Conference Call

The Company's senior management will host a conference call on Thursday, November 12, 2015 at 12:00 pm ET to discuss the third quarter 2015 financial results and provide an update on operating, exploration, and development activities.

Participants may join the conference call by dialling (416) 340-2216 or (866) 223-7781 for calls within Canada and the United States, or via webcast at www.alamosgold.com.

A playback will be available until November 26, 2015 by dialling (905) 694-9451 or (800) 408-3053 within Canada and the United States. The pass code is 9701944. The webcast will be archived at www.alamosgold.com.

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Qualified Persons

Chris Bostwick, FAusIMM, Alamos Gold’s Vice President, Technical Services, has reviewed and approved the scientific and technical information contained in this news release. Chris Bostwick is a Qualified Person within the meaning of Canadian Securities Administrator’s National Instrument 43-101 (“NI 43-101”). Information pertaining to the Mulatos District exploration program has been reviewed and approved by Aoife McGrath, M.Sc., M.AIG, the Corporation’s Vice President, Exploration, who is a Qualified Persons within the meaning of NI 43-101. All field work is directly supervised and directed by Kristen Simpson, P.Geo., Alamos' Exploration Manager (Mexico), a Qualified Person as defined by NI 43-101 Drilling, sampling, QA/QC protocols and analytical methods for work areas in Mexico are as outlined in the NI 43-101 report titled, “Mulatos Project Technical Report Update” dated December 21, 2012, which can be viewed on SEDAR (www.sedar.com).

About Alamos

Alamos is a Canadian-based intermediate gold producer with diversified production from three operating mines in North America. This includes the Young-Davidson mine in northern Ontario, Canada and the Mulatos and El Chanate mines in Sonora State, Mexico. Additionally, the Company has a significant portfolio of development stage projects in Mexico, Turkey, Canada and the United States. Alamos employs more than 1,300 people and is committed to the highest standards of sustainable development. The Company’s shares are traded on the TSX and NYSE under the symbol “AGI”.

FOR FURTHER INFORMATION, PLEASE CONTACT:



Scott K. Parsons
Vice-President, Investor Relations
(416) 368-9932 x 5439

The TSX and NYSE have not reviewed and do not accept responsibility for the adequacy or accuracy of this release.

Cautionary Note

This news release contains forward-looking statements and forward-looking information as defined under Canadian and U.S. securities laws. All statements, other than statements of historical fact, are, or may be deemed to be, forward-looking statements. Words such as "expect", "believe", "anticipate", "will", "intend", "estimate", "forecast", "budget" and similar expressions identify forward-looking statements.

Forward-looking statements include information as to strategy, plans or future financial or operating performance, such as the Company’s expansion plans, project timelines, production plans and expected sustainable productivity increases, expected increases in mining activities and corresponding cost efficiencies, expected results of the merger integration of the Company and Alamos, expected drilling targets, expected sustaining costs, expected improvements in cash flows and margins, expectations of changes in capital expenditures, forecasted cash shortfalls and the Company’s ability to fund them, cost estimates, projected exploration results, reserve and resource estimates, expected production rates and use of the stockpile inventory, expected recoveries, sufficiency of working capital for future commitments and other statements that express management’s expectations or estimates of future performance.

Forward-looking statements are necessarily based upon a number of factors and assumptions that, while considered reasonable by management at the time of making such statements, are inherently subject to significant business, economic, political and competitive uncertainties and contingencies. Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements.

Such factors and assumptions underlying the forward-looking statements in this document include, but are not limited to: changes to current estimates of mineral reserves and resources; changes to production estimates (which assume accuracy of projected ore grade, mining rates, recovery timing and recovery rate estimates and may be impacted by unscheduled maintenance, labour and contractor availability and other operating or technical difficulties); fluctuations in the price of gold; changes in foreign exchange rates (particularly the Canadian dollar, Mexican peso, Turkish Lira and U.S. dollar); the impact of inflation; changes in our credit rating; any decision to declare a quarterly dividend; employee relations; litigation; disruptions affecting operations; availability of and increased costs associated with mining inputs and labour; development delays at the Young-Davidson mine; inherent risks associated with mining and mineral processing; the risk that the Young-Davidson, Mulatos and El Chanate mines may not perform as planned; uncertainty with the Company’s ability to secure additional capital to execute its business plans; the speculative nature of mineral exploration and development, including the risks of obtaining necessary licenses and permits, including the necessary licenses, permits, authorizations and/or approvals from the appropriate regulatory authorities for the Company’s development stage assets, including specifically its Turkish mineral properties; the ability of the Company to complete the acquisition of Carlisle; contests

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over title to properties; changes in national and local government legislation (including tax legislation) in Canada, Mexico, Turkey, the United States and other jurisdictions in which the Company does or may carry on business in the future; risk of loss due to sabotage and civil disturbances; the impact of global liquidity and credit availability and the values of assets and liabilities based on projected future cash flows; risks arising from holding derivative instruments; and business opportunities that may be pursued by the Company

Additional risk factors and details with respect to risk factors affecting the Company are set out in: (i) each of AuRico and Former Alamos’ Annual Information Forms for the year ended December 31, 2014 under the headings “Risk Factors”; and, (ii) the joint management information circular of AuRico and Former Alamos dated May 22, 2015, under the heading “Risk Factors”, which is available on the SEDAR website at www.sedar.com. The foregoing should be reviewed in conjunction with the information found in this news release. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.

Cautionary Note to U.S. Investors Concerning Measured, Indicated and Inferred Resources

The Company is required to prepare its resource estimates in accordance with standards of the Canadian Institute of Mining, Metallurgy and Petroleum referred to in Canadian National Instrument 43-101 (NI 43-101). These standards are materially different from the standards generally permitted in reports filed with the United States Securities and Exchange Commission. This MD&A uses the terms "measured", "indicated" or "inferred” resources which are not recognized by the United States Securities and Exchange Commission. The estimation of measured resources and indicated resources involve greater uncertainty as to their existence and economic feasibility than the estimation of proven and probable reserves. U.S. investors are cautioned not to assume that any part of measured or indicated resources will ever be converted into economically or legally mineable proven or probable reserves. The estimation of inferred resources may not form the basis of a feasibility or other economic studies and involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources.

Cautionary non-GAAP Measures and Additional GAAP Measures

Note that for purposes of this section, GAAP refers to IFRS. The Company believes that investors use certain non-GAAP and additional GAAP measures as indicators to assess gold mining companies. They are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared with GAAP. Non-GAAP and additional GAAP measures do not have a standardized meaning prescribed under IFRS and therefore may not be comparable to similar measures presented by other companies.

Additional GAAP measures that are presented on the face of the Company’s consolidated statements of comprehensive income include “Mine operating costs”, “Earnings from mine operations” and “Earnings from operations”. These measures are intended to provide an indication of the Company’s mine and operating performance. “Cash flow from operating activities before changes in non-cash working capital” is a non-GAAP performance measure that could provide an indication of the Company’s ability to generate cash flows from operations, and is calculated by adding back the change in non-cash working capital to “Cash provided by (used in) operating activities” as presented on the Company’s consolidated statements of cash flows. “Free cash flow” is a non-GAAP performance measure that is calculated as cash flows from operations net of cash flows invested in mineral property, plant and equipment and exploration and evaluation assets as presented on the Company’s consolidated statements of cash flows and that would provide an indication of the Company’s ability to generate cash flows from its mineral projects. Return on Equity is defined as Earnings from Continuing Operations divided by the average Total Equity for the current and previous year. “Mining cost per tonne of ore” and “Cost per tonne of ore” are non-GAAP performance measures that could provide an indication of the mining and processing efficiency and effectiveness of the mine. These measures are calculated by dividing the relevant mining and processing costs and total costs by the tonnes of ore processed in the period. “Cost per tonne of ore” is usually affected by operating efficiencies and waste-to-ore ratios in the period. “Cash operating costs per ounce”, “total cash costs per ounce” and “all-in sustaining costs per ounce” as used in this analysis are non-GAAP terms typically used by gold mining companies to assess the level of gross margin available to the Company by subtracting these costs from the unit price realized during the period. These non-GAAP terms are also used to assess the ability of a mining company to generate cash flow from operations. There may be some variation in the method of computation of these metrics as determined by the Company compared with other mining companies. In this context, “cash operating costs per ounce” reflects the cash operating costs allocated from in-process and dore inventory associated with ounces of gold sold in the period. “Cash operating costs per ounce” may vary from one period to another due to operating efficiencies, waste-to-ore ratios, grade of ore processed and gold recovery rates in the period. “Total cash costs per ounce” includes “cash operating costs per ounce” plus applicable royalties. Cash operating costs per ounce and total cash costs per ounce are exclusive of exploration costs. “All-in sustaining costs per ounce” include total cash costs, exploration, corporate and administrative, share based compensation and sustaining capital costs. “All-in cost per ounce” reflects total all-in sustaining cash costs, plus capital, operating, and exploration costs associated with the Company’s development projects.

For a reconciliation of non-GAAP and GAAP measures, please refer to Alamos’ Management Discussion and Analysis dated November 12, 2015, for the three and nine-month periods ended September 30, 2015, as presented on SEDAR and the Company’s website.

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Unaudited Consolidated Statements of Financial Position, Comprehensive

Income, and Cash Flows

ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Consolidated Statements of Financial Position

(Unaudited - stated in millions of United States dollars)



	September 30, 2015		December 31, 2014
A S S E T S
Current Assets
Cash and cash equivalents	$313.6		$89.0
Available-for-sale securities	7.2		—
Amounts receivable	39.4		14.1
Income taxes receivable	14.0		5.2
Inventory	132.6		73.1
Other current assets	8.6		2.6
Total Current Assets	515.4		184.0

Non-Current Assets
Long-term inventory	87.1		103.2
Mineral property, plant and equipment	1,852.0		1,638.7
Goodwill	—		241.7
Other non-current assets	71.7		114.2
Total Assets	$2,526.2		$2,281.8

L I A B I L I T I E S
Current Liabilities
Accounts payable and accrued liabilities	$97.6		$45.7
Current portion of equipment financing obligations	6.0		6.3
Total Current Liabilities	103.6		52.0

Non-Current Liabilities
Deferred income taxes	290.2		260.9
Decommissioning liability	34.6		28.8
Debt and equipment financing obligations	312.1		308.1
Other non-current liabilities	2.2		0.7
Total Liabilities	742.7		650.5

E Q U I T Y
Share capital	$2,769.7		$2,030.0
Contributed surplus	68.8		62.3
Accumulated other comprehensive loss	(3.8	)	(0.2	)
Deficit	(1,051.2	)	(460.8	)
Total Equity	1,783.5		1,631.3
Total Liabilities and Equity	$2,526.2		$2,281.8

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ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Consolidated Statements of Comprehensive Loss

(Unaudited - stated in millions of United States dollars, except per share amounts)



	For the three month periods ended				For the nine month periods ended
	September 30, 2015		September 30, 2014		September 30, 2015		September 30, 2014
			Restated (Note 3)				Restated (Note 3)
OPERATING REVENUES	$103.6		$72.9		$239.4		$217.8

MINE OPERATING COSTS
Mining and processing	75.4		44.3		160.4		139.2
Royalties	2.9		0.7		3.7		1.0
Amortization	31.7		28.0		80.0		91.4
LOSS FROM MINE OPERATIONS	(6.4	)	(0.1	)	(4.7	)	(13.8	)

EXPENSES
Exploration	2.7		0.3		3.4		0.8
Corporate and administrative	6.1		3.7		13.3		14.9
Share-based compensation	1.2		1.9		3.9		5.7
Revaluation of assets distributed	—		—		40.1		—
Impairment charges	2.5		0.6		371.7		0.6
LOSS FROM OPERATIONS	(18.9	)	(6.6	)	(437.1	)	(35.8	)

OTHER EXPENSES
Finance expense	(6.1	)	(6.8	)	(17.4	)	(14.7	)
Foreign exchange loss	(4.0	)	(1.9	)	(8.1	)	(3.7	)
Other loss, net	(9.1	)	(0.1	)	(18.4	)	(18.8	)
LOSS BEFORE INCOME TAXES	(38.1	)	(15.4	)	(481.0	)	(73.0	)
INCOME TAXES
Current income tax expense	(0.4	)	(0.1	)	(1.2	)	(0.4	)
Deferred income tax recovery (expense)	5.1		(0.2	)	33.8		12.0
NET LOSS	($33.4	)	($15.7	)	($448.4	)	($61.4	)

Other comprehensive (loss) income to be reclassified to profit or loss in subsequent periods:
- Unrealized (loss) gain on available-for-sale securities	(3.5	)	(0.1	)	(3.6	)	2.5
- Reclassification of realized losses on available-for-sale securities included in earnings	—		—		—		2.5
COMPREHENSIVE LOSS	($36.9	)	($15.8	)	($452.0	)	($56.4	)

LOSS PER SHARE FOR THE PERIOD
– basic	($0.13	)	($0.13	)	($2.59	)	($0.49	)
– diluted	($0.13	)	($0.13	)	($2.59	)	($0.49	)
Weighted average number of common shares outstanding (000's)
- basic	253,133		125,510		173,316		125,419
- diluted	253,133		125,510		173,316		125,419

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ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Consolidated Statements of Cash Flows

(Unaudited - stated in millions of United States dollars)



	For the three month periods ended				For the nine month periods ended
	September 30, 2015		September 30, 2014		September 30, 2015		September 30, 2014
CASH PROVIDED BY (USED IN):
OPERATING ACTIVITIES
Loss for the period	($33.4	)	($15.7	)	($448.4	)	($61.4	)
Adjustments for items not involving cash:
Amortization	31.7		28.0		80.0		91.4
Foreign exchange loss	4.0		1.9		8.1		3.7
Current income tax expense	0.4		0.1		1.2		0.4
Deferred income tax (recovery) expense	(5.1	)	0.2		(33.8	)	(12.0	)
Share-based compensation	1.2		1.9		7.1		5.7
Revaluation of assets distributed	—		—		40.1		—
Impairment charges	2.5		0.6		371.7		0.6
Payments to settle derivative liabilities	(2.0	)	—		(2.7	)	—
Other non-cash items	6.8		3.6		7.6		19.0
Changes in non-cash working capital	(14.7	)	(17.8	)	(4.3	)	(14.4	)
Income taxes paid	—		—		(0.4	)	(1.1	)
	(8.6	)	2.8		26.2		31.9
INVESTING ACTIVITIES
Mineral property, plant and equipment	(48.8	)	(50.7	)	(124.6	)	(147.4	)
(Purchase) sale of available-for-sale securities	(3.9	)	—		(3.9	)	23.3
Cash received on completion of the merger	249.1		—		249.1		—
Proceeds from retained interest royalty	—		—		16.7		2.5
(Increase)/decrease in restricted cash	—		—		(0.5	)	5.9
Proceeds received on transfer of litigation claim	—		3.2		—		3.2
	196.4		(47.5	)	136.8		(112.5	)
FINANCING ACTIVITIES
Proceeds from debt and equipment financing obligations	—		3.2		—		308.5
Repayment of debt and equipment financing obligations	(1.7	)	(1.6	)	(5.5	)	(252.5	)
Payment of financing fees on debt	—		(0.3	)	—		(7.8	)
Proceeds received from private placement	—		—		83.3		—
Proceeds received from the exercise of stock options	—		—		0.7		—
Dividends paid	—		(0.9	)	(8.0	)	(13.9	)
Cash transferred to AuRico Metals	(20.0	)	—		(20.0	)	—
Proceeds from issuance of flow-through shares	—		4.6		15.3		4.6
	(21.7	)	5.0		65.8		38.9
Cash previously reclassified as held for distribution	20.0		—		—		—
Effect of exchange rates on cash and cash equivalents	(2.2	)	(0.7	)	(4.2	)	(0.8	)
Net increase/(decrease) in cash and cash equivalents	183.9		(40.4	)	224.6		(42.5	)
Cash and cash equivalents - beginning of period	129.7		140.6		89.0		142.7
CASH AND CASH EQUIVALENTS - END OF PERIOD	$313.6		$100.2		$313.6		$100.2

15 | Alamos Gold Inc

ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Management’s Discussion and Analysis

(in United States Dollars, unless otherwise stated)

For the three and nine months ended September 30, 2015



ALAMOS GOLD INC. (Formerly AuRico Gold Inc.) For the Three and Nine Months Ended September 30, 2015

Table of Contents



Overview of the Business	3
Highlight Summary	4
Third Quarter 2015 Highlights	5
Key Business Developments	5
Outlook and Strategy	6
Young-Davidson	7
Mulatos	8
El Chanate	10
Third Quarter 2015 Development and Exploration Activities	11
Key Performance Drivers	12
Summarized Financial and Operating Results	13
Review of Third Quarter Financial Results	13
Review of Nine Month Financial Results	14
Consolidated Expenses	15
Consolidated Income Tax Expense	15
Financial Condition	16
Liquidity and Capital Resources	16
Outstanding Share Data	17
Off-Balance Sheet Arrangements	18
Financial Instruments	18
Summary of Quarterly Financial and Operating Results	18
Non-GAAP Measures and Additional GAAP Measures	18
Critical Accounting Estimates, Policies and Changes	21
Internal Control over Financial Reporting	21
Changes in Internal Control over Financial Reporting	21
Disclosure Controls	21
Limitations of Controls and Procedures	21
Cautionary Note to U.S. Investors	22
Cautionary Note Regarding Forward-Looking Statements	22



2015 Third Quarter Management’s Discussion and Analysis

This Management’s Discussion and Analysis (“MD&A”), dated November 10, 2015, relates to the financial condition and results of the consolidated operations of Alamos Gold Inc., formerly AuRico Gold Inc. (“Alamos” or the “Company”), and should be read in conjunction with the Company’s consolidated financial statements for the year ended December 31, 2014, and unaudited condensed interim consolidated financial statements for the three and nine months ended September 30, 2015, and notes thereto. On July 2, 2015, AuRico Gold Inc. (“AuRico”) completed a merger with Alamos Gold Inc. (“Former Alamos”) whose financial condition and results of operations have been consolidated with those of the Company commencing in the third quarter of 2015. The financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS” or “GAAP”). All results are presented in United States dollars (“US dollar” or “$”), unless otherwise stated.

Statements are subject to the risks and uncertainties identified in the Cautionary Note Regarding Forward-Looking Statements section of this document. United States investors are also advised to refer to the section entitled Cautionary Note to United States Investors on page 22.

Overview of the Business

Alamos is a Canadian-based intermediate gold producer with diversified production from three operating mines in North America. This includes the Young-Davidson mine in northern Ontario, Canada and the Mulatos and El Chanate mines in Sonora State, Mexico. Additionally, Alamos has a significant portfolio of development stage projects in Mexico, Turkey, Canada and the United States. Alamos employs more than 1,300 people and is committed to the highest standards of sustainable development and ethical business practices.

The Company’s common shares are listed on the Toronto Stock Exchange (TSX: AGI) and the New York Stock Exchange (NYSE: AGI). Further information about Alamos can be found in the Company’s regulatory filings, available on SEDAR at www.sedar.com, on EDGAR at www.sec.gov, and on the Company’s website at www.alamosgold.com.



2015 Third Quarter Management’s Discussion and Analysis

Highlight Summary



	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014⁽¹⁾			September 30, 2015⁽¹⁾			September 30, 2014⁽¹⁾
Operating Results
Gold production (ounces) ⁽¹⁾	87,633			85,037			275,266			265,449
Gold sales (ounces) ⁽¹⁾	92,229			86,970			278,353			265,517
Per Ounce Data
Average spot gold price (London PM Fix)		$1,124			$1,282			$1,178			$1,288
Average realized gold price		$1,123			$1,280			$1,168			$1,286
Total cash costs per ounce of gold sold ⁽²⁾		$850			$706			$758			$791
All-in sustaining costs per ounce of gold sold ⁽²⁾		$1,155			$1,098			$1,103			$1,221
Financial Results (in millions)
Operating Revenues		$103.6			$72.9			$239.4			$217.8
Loss from operations		($18.9	)		($6.6	)		($437.1	)		($35.8	)
Net Loss		($33.4	)		($15.7	)		($448.4	)		($61.4	)
Operating cash flow before changes in non-cash working capital ⁽²⁾		$6.1			$20.6			$30.5			$46.3
Capital expenditures (sustaining)⁽²⁾		$16.9			$16.6			$49.1			$51.9
Capital expenditures (growth)^(2),(3)		$31.9			$34.1			$75.5			$95.5
Share Data
Loss per share (basic and diluted)		($0.13	)		($0.13	)		($2.59	)		($0.49	)
Weighted avg outstanding shares (basic and diluted) (000’s)	253,133			125,510			173,316			125,419
Financial Position (in millions)
Cash and cash equivalents								$313.6			$100.2
Total debt and equipment financing obligations								$318.1			$315.6

⁽¹⁾


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures.


⁽³⁾	Includes capitalized exploration.



	Three months ended				Nine months ended
	September 30, 2015		September 30, 2014		September 30, 2015		September 30, 2014
Gold production (ounces)
Young-Davidson	38,201		40,538		115,664		115,808
Mulatos ⁽¹⁾	27,500		28,000		98,500		98,000
El Chanate	21,932		16,499		61,102		51,641
Total cash costs per ounce of gold sold ⁽²⁾
Young-Davidson		$681		$723		$707		$862
Mulatos ⁽¹⁾		$979		$784		$875		$686
El Chanate		$994		$663		$749		$621
All-in sustaining costs per ounce of gold sold ^(2),(3)
Young-Davidson		$979		$957		$988		$1,130
Mulatos⁽¹⁾		$1,210		$1,032		$1,086		$910
El Chanate		$1,019		$1,089		$968		$1,020
Capital expenditures (growth and sustaining)⁽²⁾(in millions)
Young-Davidson		$33.1		$37.4		$81.7		$114.3
Mulatos ^(1),(4)		$9.5		$12.0		$36.2		$34.7
El Chanate		$0.4		$7.0		$13.0		$20.9
Other		$5.8		$6.3		$20.4		$12.2


⁽¹⁾	Results from Mulatos are included in Alamos’ interim consolidated financial statements for the period subsequent to and including July 2, 2015 only. Prior quarter information is presented for information purposes only. Operating and financial results from prior ownership have been added for comparative purposes only.


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures.


⁽³⁾	For the purposes of calculating all-in sustaining costs at individual mine sites, the Company does not include corporate and administrative and share based compensation expenses.


⁽⁴⁾	Includes capitalized exploration.



2015 Third Quarter Management’s Discussion and Analysis

Third Quarter 2015 Highlights


•	Completed the merger between Former Alamos and AuRico on July 2, 2015


•	Produced 87,633 ounces of gold at total cash costs of $850 per ounce of gold sold and all-in sustaining costs ("AISC") of $1,155 per ounce of gold sold


•	Sold 92,229 ounces of gold at an average realized price of $1,123 per ounce for revenues of $103.6 million


•	Realized a quarterly loss of $33.4 million, or $0.13 per share. This included $3.5 million of transaction costs related to the merger, a $2.5 million write-down of non-core exploration properties and a $4.0 million foreign exchange loss


•	Reported cash and cash equivalents and available-for-sale securities of $320.8 million as at September 30, 2015


•	Discovery of new zones of mineralization at Cerro Pelon and La Yaqui

Subsequent to quarter end:


•	Announced a definitive agreement to acquire Carlisle Goldfields Limited (“Carlisle”), the joint venture partner of the Lynn Lake project


•	Declared a semi-annual dividend of US$0.01 per common share on October 15, 2015


•	Achieved record average daily underground mining rates of 5,600 tonnes per day (“TPD”) at Young-Davidson for the month of October and remain on track to achieve the year-end target of 6,000 TPD


•	Announced the resignation of Scott Perry from the Board of Directors (the "Board") and the resignation of Alan Edwards as a Director and Chair of the Board


•	Announced the appointment of Paul Murphy to the position of Chair of the Board, and the appointment of Claire Kennedy, a partner at the law firm Bennett Jones LLP, to the Board

Key Business Developments


a)	Merger between AuRico and Former Alamos

On July 2, 2015, AuRico and Former Alamos completed a merger to form Alamos Gold Inc. Pursuant to the Plan of Arrangement (the “Arrangement”), certain assets of AuRico, including the Kemess project, a 1.5% net smelter return royalty on the Young-Davidson mine, AuRico’s Fosterville and Stawell royalties, and $20 million of cash, were transferred to a new company, AuRico Metals Inc. (“AuRico Metals”). Approximately 95.1% of the common shares of AuRico Metals (“AuRico Metals Shares”) were distributed to Former Alamos and AuRico shareholders. Following completion of the Arrangement on July 2, 2015, the Company held an equity interest of approximately 4.9% in AuRico Metals. On August 31, 2015, the Company announced the purchase of an additional 8,000,000 common shares of AuRico Metals by way of private placement, increasing its equity interest to approximately 10.92% of the outstanding common shares of AuRico Metals.

Under the terms of the Arrangement, each Former Alamos share held was exchanged for 1 Class A common share of Alamos (“Class A Shares”), $0.0001 in cash, and 0.4397 common shares of AuRico Metals, and each AuRico share held was exchanged for 0.5046 Class A Shares and 0.2219 AuRico Metals Shares. Upon closing, Alamos had approximately 255,506,000 Class A Shares outstanding, with Former Alamos and AuRico shareholders each owning approximately 50% of the Class A Shares, and Former Alamos and AuRico shareholders each owning approximately 50% of the shares of AuRico Metals not held by Alamos.

The Company commenced trading on the Toronto Stock Exchange and New York Stock Exchange on July 6, 2015 under the symbol “AGI”. Former Alamos and AuRico shares were delisted on that same day.


b)	Proposed acquisition of Carlisle Goldfields Limited

On October 15, 2015, Alamos and Carlisle announced that they have entered into a definitive agreement pursuant to an offer made by Alamos to acquire all issued and outstanding shares of Carlisle by way of a court-approved plan of arrangement. Carlisle's primary asset is the Lynn Lake gold project located in Lynn Lake, Manitoba, Canada.

Under terms of the proposed plan of arrangement, Carlisle shareholders will receive: (i) 0.0942 of an Alamos common share for each Carlisle common share held, plus (ii) 0.0942 of a warrant to purchase Alamos common shares at an exercise price of C$10.00 with an expiration date of three years from closing. Not including the Alamos warrant, the share consideration represents a value of C$0.60 for each Carlisle common share based on Alamos' closing price on October 14, 2015 on the Toronto Stock Exchange ("TSX"), a premium of 62% to Carlisle's closing price on October 14, 2015, and a 117% premium to its 30-day volume-weighted average price ("VWAP"). Alamos currently owns 10.9 million shares of Carlisle, representing approximately 19.9% of Carlisle's basic common shares outstanding. Excluding Alamos' existing 19.9% ownership of Carlisle, and net of Carlisle's current cash, total consideration for the acquisition is approximately $22.1 million (C$28.5 million) as at October 14, 2015.



2015 Third Quarter Management’s Discussion and Analysis

Outlook and Strategy



	2015 Guidance
	Young-Davidson	Mulatos¹	El Chanate	Total
Gold production (000’s ounces)	160-180	150-170	65-75	375-425
Total cash costs ($ per ounce)	$675-775⁽²⁾	$865	$675-775
All-in sustaining costs ($ per ounce)	$950-1,050	$1,100	$950-1,050
Capital expenditures (in millions)
Sustaining capital	$40.0-45.0	$12.5	$17.5-20.0
Growth capital	$45.0-50.0	$28.1⁽³⁾	—


⁽¹⁾	Includes full year production guidance at Mulatos.


⁽²⁾	Excludes 1.5% NSR royalty at Young-Davidson.


⁽³⁾	Excludes capitalized exploration.



2015 Third Quarter Management’s Discussion and Analysis

Young-Davidson

The Young-Davidson mine is located near the town of Matachewan in Northern Ontario, Canada. The property consists of contiguous mineral leases and claims totaling 11,000 acres, and is situated on the site of two past producing mines that produced one million ounces from 1934-1957. The Young-Davidson open pit mine achieved commercial production on September 1, 2012, and on October 31, 2013, the Company declared commercial production at the Young-Davidson underground mine following the commissioning of the shaft hoisting system. Open pit mining ceased in June 2014 upon depletion of the reserve; however, stockpiled open pit ore will supplement mill feed until underground production rates have ramped up to mill capacity of 8,000 TPD.

Young-Davidson Operational and Financial Review



	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014			September 30, 2015			September 30, 2014
Underground Operations
Tonnes of ore mined	467,414			345,256			1,307,667			907,373
Average grade of gold⁽¹⁾	2.56			3.08			2.70			3.09
Metres developed	3,619			3,269			10,817			10,586
Unit mining costs per tonne		$32			$41			$34			$44
Open Pit Operations
Total tonnes mined	—			—			—			3,392,509
Tonnes of ore mined	—			—			—			1,343,083
Average grade of gold⁽¹⁾	—			—			—			0.99
Tonnes stockpiled ahead of the mill	1,739,557			2,832,371			1,739,557			2,832,371
Average grade of gold⁽¹⁾	0.77			0.75			0.77			0.75
Mill Operations
Tonnes of ore processed	706,517			705,621			2,051,910			2,099,278
Average grade of gold⁽¹⁾	1.88			1.94			1.96			1.97
Contained ounces milled	42,643			44,037			129,588			133,210
Average recovery rate	92		%	90		%	89		%	88		%
Gold production (ounces)	38,201			40,538			115,664			115,808
Gold sales (ounces)	41,127			41,072			115,652			119,448
Total cash costs per ounce of gold sold⁽²⁾		$681			$723			$707			$862
All-in sustaining costs per ounce of gold sold^(2),(3)		$979			$957			$988			$1,130
Financial Review (in millions)
Operating Revenues		$46.1			$52.6			$135.9			$153.6
Loss from operations		($1.8	)		($3.5	)		($332.2	)		($31.6	)
Operating cash flow		$24.5			$15.2			$64.0			$31.0
Capital expenditures (sustaining)⁽²⁾		$12.2			$9.6			$32.3			$32.0
Capital expenditures (growth)⁽²⁾		$20.9			$27.8			$49.4			$82.3


⁽¹⁾	Grams per tonne.


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures. Total cash costs and AISC are exclusive of net-realizable value adjustments.


⁽³⁾	For the purposes of calculating all-in sustaining costs at individual mine sites, the Company does not include corporate and administrative and share based compensation expenses.



2015 Third Quarter Management’s Discussion and Analysis

open pit ore while underground mining levels ramp up to mill capacity. As underground mining rates continue to increase, this will supply an increasing proportion of the mill feed driving the milled grade and gold production higher.

Mulatos

The Mulatos mine is located within the Salamandra Concessions in the Sierra Madre Occidental mountain range in the east-central portion of the State of Sonora, Mexico. The mine achieved commercial production in 2006 as an open pit, heap leach mining operation and has produced approximately 1.4 million ounces of gold to-date.

Mulatos Operational and Financial Review

Operations from Mulatos are included in Alamos’ interim consolidated financial statements for the period subsequent to and including July 2, 2015 only. Information presented below is for informational purposes only. Operating and financial results from prior ownership have been added to periods of Alamos’ ownership for comparative purposes only.



2015 Third Quarter Management’s Discussion and Analysis



	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014⁽¹⁾			September 30, 2015⁽¹⁾			September 30, 2014⁽¹⁾
Open Pit & Underground Operations ⁽¹⁾
Tonnes of ore mined - open pit⁽²⁾	1,554,602			1,697,525			5,157,923			5,523,211
Tonnes of ore mined - underground	40,323			32,964			97,114			41,967
Total waste mined	2,322,723			1,004,197			5,856,198			3,534,214
Total tonnes mined	3,917,648			2,716,686			11,111,235			9,099,392
Waste-to-ore ratio	1.49			0.59			1.14			0.64
Crushing and Heap Leach Operations ⁽¹⁾
Tonnes of ore crushed and placed on the heap leach pad	1,492,505			1,495,000			4,676,989			4,559,000
Average grade of gold processed ⁽³⁾	0.77			1.08			0.84			1.01
Contained ounces stacked on the heap leach pad	37,100			51,900			126,500			148,300
Mill Operations
Tonnes of high grade ore milled	29,904			12,500			69,624			49,300
Average grade of gold processed⁽³⁾	11.61			8.47			9.63			5.33
Contained ounces milled	11,150			3,400			21,550			8,500
Total contained ounces stacked and milled	48,250			55,300			148,050			156,800
Recovery ratio (ratio of ounces produced to contained ounces stacked and milled)	57		%	51		%	67		%	63		%
Ore crushed per day (tonnes) - combined	16,600			16,400			17,400			16,900
Gold production (ounces)	27,500			28,000			98,500			98,000
Gold sales (ounces)	29,596			30,000			102,900			96,200
Total cash costs per ounce of gold sold ⁽⁴⁾		$979			$784			$875			$686
All-in sustaining costs per ounce of gold sold ^(4),(5)		$1,210			$1,032			$1,086			$910
Financial Review (in millions)⁽¹⁾
Operating Revenues		$33.3		—				$33.3		—
Earnings (loss) from operations		($4.8	)	—				($4.8	)	—
Operating cash flow		($10.9	)	—				($10.9	)	—
Capital expenditures (sustaining)⁽⁴⁾		$4.3		—				$4.3		—
Capital expenditures (growth)^(4),(6)		$5.2		—				$5.2		—


⁽¹⁾	The financial results from Mulatos are included in Alamos’ interim consolidated financial statements for the period subsequent to and including July 2, 2015 only.


⁽²⁾	Includes ore stockpiled during the quarter.


⁽³⁾	Grams per tonne.


⁽⁴⁾	Refer to the “Cautionary non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures.


⁽⁵⁾	For the purposes of calculating all-in sustaining costs at individual mine sites, the Company does not include corporate and administrative and share based compensation expenses.


⁽⁶⁾	Includes capitalized exploration.

In the third quarter of 2015, Mulatos' production was consistent with the third quarter of 2014 at 27,500 gold ounces. The third quarter is a seasonally weak quarter for Mulatos and consistent with previous years, heavy rainfall resulted in leach pad dilution and lower crusher throughput, adversely impacting production. In addition, production for the quarter was negatively affected by a slower than expected ramp up of the optimized mill.



2015 Third Quarter Management’s Discussion and Analysis

El Chanate

The El Chanate Mine is located 37 kilometres northeast of the town of Caborca in the state of Sonora, Mexico. El Chanate consists of an open pit mine with heap leach processing facilities.

El Chanate Operational and Financial Review



	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014			September 30, 2015			September 30, 2014
Open Pit Operations
Total tonnes mined	7,245,557			8,707,195			23,204,073			25,829,952
Tonnes of ore mined	1,775,915			2,085,337			5,446,841			6,917,457
Capitalized stripping tonnes	—			3,748,477			7,511,788			9,830,243
Waste-to-ore ratio (operating)	3.1			1.4			1.9			1.3
Average grade of gold⁽¹⁾	0.46			0.61			0.61			0.48
Crushing and Heap Leach Operations
Tonnes of ore crushed stacked on the heap leach pad	1,397,888			1,699,801			4,506,153			5,255,364
Average grade of gold processed⁽¹⁾	0.54			0.71			0.70			0.58
Tonnes of run-of-mine ore stacked on the heap leach pad	398,047			407,485			964,250			1,826,453
Average run-of mine grade of gold processed⁽¹⁾	0.19			0.19			0.19			0.20
Total tonnes of ore processed	1,795,935			2,107,286			5,470,403			7,081,817
Average grade of gold processed⁽¹⁾	0.46			0.61			0.61			0.48
Ore crushed and run-of-mine ore stacked per day (tonnes) - combined	19,500			22,900			20,000			25,900
Recovery ratio (ratio of ounces produced to contained ounces stacked)	83		%	40		%	57		%	47		%
Gold production (ounces)	21,932			16,499			61,102			51,641
Gold sales (ounces)	21,506			15,898			59,801			49,869
Total cash costs per ounce of gold sold⁽²⁾		$994			$663			$749			$621
All-in sustaining costs per ounce of gold sold^(2),(3)		$1,019			$1,089			$968			$1,020
Financial Review (in millions)⁽¹⁾
Operating Revenues		$24.2			$20.3			$70.2			$64.2
Earnings (loss) from operations		($3.7	)		$3.3			($39.2	)		$17.3
Operating cash flow		$3.4			$1.9			$23.7			$12.6
Capital expenditures		$0.4			$7.0			$13.0			$20.9


⁽¹⁾	Grams per tonne.


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures. Total cash costs and AISC are exclusive of net-realizable value adjustments.


⁽³⁾	For the purposes of calculating all-in sustaining costs at individual mine sites, the Company does not include corporate and administrative and share based compensation expenses.



2015 Third Quarter Management’s Discussion and Analysis

n 2014, respectively, due to a combination of lower mining rates and a higher strip ratio in 2015. Commencing in the third quarter of 2015, the Company has not capitalized any waste removal costs at El Chanate, which increases the total cash costs per ounce but has no impact on all-in sustaining costs per ounce.

Third Quarter 2015 Development and Exploration Activities

La Yaqui

This first phase of exploration drilling has yielded some excellent results with mineralized intercepts encountered over an additional 750m of strike length.


•	1.36 g/t Au over 117.40m (15YAQ058)


•	1.34 g/t Au over 64.00m (15YAQ061)


•	5.68 g/t Au over 15.20m (15YAQ064) (approximately 350m along strike from 15YAQ058)


•	2.03 g/t Au over 32.00m (15YAQ068) (approximately 750m along strike from 15YAQ058)

Cerro Pelon


•	2.37 g/t Au over 45.70m (15PEL007)


•	3.83 g/t Au over 13.10m (15PEL008)


•	2.46 g/t Au over 94.20m and 2.21 g/t Au over 22.60m (15PEL010)


•	14.47 g/t Au over 50.30m (15PEL012)


•	9.65 g/t Au over 34.60m (15PEL020)


•	4.07 g/t Au over 15.20m and 2.24 g/t Au over 18.30m (15PEL031)


•	4.78 g/t Au over 41.10m (15PEL049)


•	3.94 g/t Au over 35.10m (15PEL050)



2015 Third Quarter Management’s Discussion and Analysis


•	4.26 g/t Au over 18.30m (15PEL058)

Turkey

In April 2015, the Company received notice that the injunction order granted against the Turkish Ministry of the Environment and Urbanization's (the "Ministry") approval of the Environmental Impact Assessment ("EIA") for the Ağı Dağı gold project had been dismissed by the Çanakkale Administrative Court. With this ruling, the Ministry's approval of the EIA has been returned to good standing.

In addition, in June 2015 the Turkish High Administrative Court overturned a Lower Court ruling that had previously cancelled EIA permits granted to Alamos by the Ministry. With the ruling from the High Court, the EIA certificate for the Kirazlı gold project was reinstated. The Company is currently applying for the forestry and operating permits which are required prior to construction, and remains confident that these permits will be granted. The Company expects first gold production from Kirazlı within 18 months of receipt of the outstanding permits.

For the three months ended September 30, 2015, total development expenditures in Turkey were $0.4 million. An updated capital budget for the Kirazlı project will be presented once all required permits are received, however, the capital budget is not expected to differ materially from the June 2012 preliminary feasibility study. The Company is however in the process of evaluating the impact of updated capital costs, forestry fee changes, tax incentive availability changes and the devaluation of the Turkish Lira on the operating costs and overall economics of its projects.

Lynn Lake

The Company owns a 25% interest in the Lynn Lake Project and can earn up to a 60% interest by funding CAD $20.0 million on the project over a three-year period and delivering a feasibility study within that time period. As previously discussed in the Key Business Developments section, the Company has reached a definitive agreement with Carlisle, the joint-venture partner on the Lynn Lake Project, to acquire the outstanding shares of the Company thereby consolidating 100% ownership of the project and controlling the project timeline and spending.

Esperanza

Quartz Mountain

Key Performance Drivers

Gold Price

The Company’s performance is largely dependent on the price of gold, which directly affects the Company’s profitability and cash flow. The price of gold is subject to volatile price movements during short periods of time and is affected by numerous factors, such as the strength of the US dollar, supply and demand, interest rates, and inflation rates, all of which are beyond the Company’s control. During Q3 2015, the London PM Fix price of gold averaged $1,124 per ounce, a 12% decrease from the London PM Fix average of $1,282 during Q3 2014. During Q3 2015, the price of gold ranged between $1,085 and $1,170 per ounce. For the nine-months ended September 30, 2015, gold price averaged $1,178 per ounce compared to $1,288 for the prior year.

Foreign Exchange Rates

At the Company’s mine sites, a significant portion of operating costs and capital expenditures are denominated in foreign currencies, including Mexican pesos and Canadian dollars. Therefore, fluctuations in these foreign currencies against the US dollar can significantly impact the Company’s costs and cash flow. In Q3 2015, the Mexican peso and Canadian dollar averaged approximately 16.44 to 1.0 US dollar and 1.31 to 1.0 US dollar, respectively, compared to average rates of 13.12 to 1.0 US dollar and 1.09 to 1.0 US dollar, respectively, in Q3 2014. For the nine months ended September 30, 2015, the Mexican peso and Canadian dollar averaged 15.58 to 1.0 US Dollar and 1.26 to 1.0 US dollar, respectively. In addition, the Company has exposure



2015 Third Quarter Management’s Discussion and Analysis

to operating costs denominated in Turkish Lira.

Summarized Financial and Operating Results



(in millions, except ounces, per share amounts, average realized prices, all-in sustaining costs and cash costs)
	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014⁽¹⁾			September 30, 2015⁽¹⁾			September 30, 2014⁽¹⁾
Gold production (ounces)⁽¹⁾	87,633			85,037			275,266			265,449
Gold sales (ounces)⁽¹⁾	92,229			86,970			278,353			265,517
Average realized gold price per ounce		$1,123			$1,280			$1,168			$1,286
Total cash costs per ounce of gold sold⁽²⁾		$850			$706			$758			$791
All-in sustaining costs per ounce of gold sold⁽²⁾		$1,155			$1,098			$1,103			$1,221
Operating Revenues		$103.6			$72.9			$239.4			$217.8
Mining and processing		$75.4			$44.3			$160.4			$139.2
Royalties		$2.9			$0.7			$3.7			$1.0
Amortization		$31.7			$28.0			$80.0			$91.4
Corporate and administration		$6.1			$3.7			$13.3			$14.9
Loss from operations		($18.9	)		($6.6	)		($437.1	)		($35.8	)
Net Loss		($33.4	)		($15.7	)		($448.4	)		($61.4	)
Loss per share, basic and diluted		($0.13	)		($0.13	)		($2.59	)		($0.49	)
Operating cash flow		($8.6	)		$2.8			$26.2			$31.9
Dividends per share, declared	—				$0.004			$0.03			$0.024

⁽¹⁾

The financial results from Mulatos are included in Alamos’ interim consolidated financial statements for the period subsequent to July 2, 2015. Gold production and gold sales from Mulatos have been included in this table for periods prior to this for comparative purposes only. Gold production from Mulatos for the three and nine months ended September 30, 2015 was 27,500 ounces (2014 - 28,000) and 98,500 ounces (2014 - 98,000), respectively. Gold sales for the three and nine months ended September 30, 2015 were 29,596 ounces (2014 - 30,000) and 102,900 ounces (2014 - 96,200), respectively^.


⁽²⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures. Total cash costs and AISC are exclusive of net-realizable value adjustments

Review of Third Quarter Financial Results

Revenue

Mining and Processing

Royalties

Amortization



2015 Third Quarter Management’s Discussion and Analysis

nd impairment charges at El Chanate and Young-Davidson in the second quarter of 2015 which had the impact of lowering amortization expense.

Corporate and Administration

Loss from Operations

Net Loss

Review of Nine Month Financial Results

Revenue

Mining and Processing

Mining and processing costs increased to $160.4 million from $139.2 million due to the inclusion of Mulatos, which added $27.3 million to operating costs for the period of ownership.

Royalties

Royalty expense for the period was $3.7 million, an increase from 2014, due to a third party royalty at Mulatos and the new royalty at Young-Davidson which hare not reflected in 2014.

Amortization

Loss from Operations

Net Loss



2015 Third Quarter Management’s Discussion and Analysis

Consolidated Expenses



	Three months ended				Nine months ended
	September 30, 2015		September 30, 2014		September 30, 2015		September 30, 2014
Exploration		$2.7		$0.3		$3.4		$0.8
Corporate and administrative		$6.1		$3.7		$13.3		$14.9
Share-based compensation		$1.2		$1.9		$3.9		$5.7
Revaluation of assets distributed	—		—			$40.1	—
Impairment charges		$2.5		$0.6		$371.7		$0.6
Finance expense		$6.1		$6.8		$17.4		$14.7
Foreign exchange loss⁽¹⁾		$4.0		$1.9		$8.1		$3.7
Other loss		$9.1		$0.1		$18.4		$18.8


⁽¹⁾	Foreign exchange losses in 2014 have been restated as a result of the retrospective application of a voluntary change in accounting policy related to the presentation of foreign exchange gains and losses on deferred tax assets and liabilities. For further details, refer to note 3 of the condensed consolidated financial statements for the three and nine months ended September 30, 2015.

Corporate and administrative costs include expenses relating to the overall management of the business that are not part of direct mine operating costs. These costs are generally incurred at the corporate offices located in Canada. Share-based compensation costs for the three months ended September 30, 2015 were $1.2 million, compared to $1.9 million in Q3 2014. Corporate and administrative costs increased by $2.4 million for the three months ended September 30, 2015 over the same period in the prior year. Year-to-date, corporate and administrative costs decreased by $1.6 million compared to 2014, primarily due to additional costs incurred in Q1 2014 related to a separate corporate restructuring.

The assets and liabilities distributed to AuRico Metals as part of the merger were recorded at the lower of fair value less costs to distribute and carrying value at the end of the second quarter. On conducting a fair value assessment, it was determined that the fair value of these assets was less than the carrying values and the Company recorded a revaluation loss of $40.1 million in the second quarter of 2015.

In addition, during the second quarter, the Company incurred a $326.0 million impairment charge at Young-Davidson, and a $40.0 million impairment charge at El Chanate, as the Company determined that the carrying value exceeded the recoverable amount of the assets.

Finance expense decreased by $0.7 million in third quarter of 2015 as compared to the same period of 2014. Finance costs increased by $2.7 million year-to-date in 2015 due to additional interest incurred by the Company on the senior secured notes issued in March 2014.

During the third quarter of 2015, foreign exchange loss was higher by $2.1 million compared to the same quarter of the prior year, due to a weakening of local currencies relative to the US dollar during the period. Year-to-date, foreign exchange loss increased by $4.4 million as compared to 2014, due to the weakening in the Canadian dollar and Mexican peso during first nine months of the current year as compared to the first nine months of 2014. The Company will continue to experience non-cash foreign currency gains or losses on monetary assets and liabilities, primarily as a result of fluctuations between the US dollar, and both the Canadian dollar and Mexican peso.

During the third quarter of 2015, the Company recorded other loss of $9.1 million compared to other loss of $0.1 million in third quarter of 2014. Other loss in the third quarter of 2015 includes $3.5 million of merger transaction costs and realized and unrealized losses of $4.4 million on derivative liabilities.

Consolidated Income Tax Expense

The Company is subject to tax in various jurisdictions, including Mexico and Canada. There are a number of factors that can significantly impact the Company’s effective tax rate including the geographic distribution of income, varying rates in different jurisdictions, the non-recognition of tax assets, mining allowances, foreign currency exchange rate movements, changes in tax laws and the impact of specific transactions and assessments. Due to the number of factors that can potentially impact the effective tax rate and the sensitivity of the tax provision to these factors, as discussed above, it is expected that the Company’s effective tax rate will fluctuate in future periods.

During the third quarter of 2015, the Company recognized a current tax expense of $0.4 million and a deferred tax recovery of $5.1 million, compared to a current tax expense of $0.1 million and a deferred tax expense of $0.2 million in same period of 2014. The current quarter deferred tax recovery was primarily due to the disposition of assets held for distribution, partially offset by the weakening of the Canadian dollar relative to the US dollar, which caused an increase in taxable temporary differences during the quar



2015 Third Quarter Management’s Discussion and Analysis

ter. During the first nine months of 2015, the deferred tax recovery of $33.8 million was primarily due to impairment charges and the revaluation and disposition of assets held for distribution recorded in the second quarter of 2015, partially offset by the weakening of the Canadian dollar relative to the US dollar during the period, which caused an increase in taxable temporary differences.

Financial Condition



	September 30, 2015		December 31, 2014
Current assets		$515.4		$184.0	Current assets increased primarily as a result of the merger. As part of the transaction, the Company acquired the cash balance of $249.1 million of Former Alamos, as well as VAT receivables of $17.0 million and inventory balances of $59.9 million.
Long-term assets	2,010.8		2,097.8		Long-term assets remained consistent. However, in Q2 2015, impairment charges of $326.0 million and $40.0 million were taken on the Young-Davidson and El Chanate mines, respectively, a revaluation loss of $40.1 million recorded on the dividend to AuRico Metals, partially offset by capital expenditures during the period. On July 2, 2015, the Company completed the merger with Alamos, thereby acquiring the Mulatos mine, the Esperanza gold project and development projects in Turkey on July 2, 2015, which had a fair value of $421.9 million.
Total assets		$2,526.2		$2,281.8
Current liabilities		$103.6		$52.0	The increase in current liabilities is due to the merger and the added accounts payable and accruals from Former Alamos.
Long-term financial liabilities	312.1		308.1		Long-term financial liabilities were consistent with December 31, 2014 balance, and comprise the Secured Debt of the Company.
Other long-term liabilities	327.0		290.4		Other long-term financial liabilities were consistent with December 31, 2014 balances, and mainly comprised deferred tax liabilities related to the Company’s operations.
Total liabilities		$742.7		$650.5
Shareholders’ equity		$1,783.5		$1,631.3	Shareholders' equity increased primarily due to the issuance of shares related to the merger, offset by the loss for the period and dividend distributed to AuRico Metals.

Liquidity and Capital Resources

The Company’s strategy is based on achieving positive cash flows from operations to internally fund operating, capital and project development requirements. Material increases or decreases in the Company’s liquidity and capital resources will be substantially determined by the success or failure of the Company’s operations, exploration, and development programs, the ability to obtain equity or other sources of financing, the price of gold, and currency exchange rates. Management believes that the working capital at September 30, 2015, together with future cash flows from operations and the available credit facility are sufficient to support the Company’s planned and foreseeable commitments and development plans.

Cash Flow



(in millions)
	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014			September 30, 2015			September 30, 2014
Cash flow from operating activities	($8.6		)	$2.8			$26.2			$31.9
Cash flow (used in) / from investing activities	196.4			(47.5		)	136.8			(112.5		)
Cash flow (used in) / from financing activities	(21.7		)	5.0			65.8			38.9
Cash previously reclassified as held for distribution⁽¹⁾	20.0			—			—			—
Effect of foreign exchange rates on cash/other	(2.2		)	(0.7		)	(4.2		)	(0.8		)
Net increase (decrease) in cash	183.9			(40.4		)	224.6			(42.5		)
Total cash, beginning of period	129.7			140.6			89.0			142.7
Total cash, end of period		$313.6			$100.2			$313.6			$100.2


⁽¹⁾	As at June 30, 2015, $20.0 million of cash was held for distribution to AuRico Metals. The distribution was completed on July 2, 2015 and $20.0 million was transferred to AuRico Metals.



2015 Third Quarter Management’s Discussion and Analysis

In the third quarter of 2015, operating activities used cash flows of $8.6 million, as compared to the same period of 2014 when operating activities contributed cash of $2.8 million. Operating cash flow decreased in the third quarter of 2015 from the previous year primarily reflecting negative non-cash working capital movement, in particular, payments for transaction costs related to the merger, as well as an increase in value-added tax receivable at Mulatos. For the nine months ended September 30, 2015, operating cash flow decreased from $31.9 million to $26.2 million primarily due to transaction costs incurred in 2015 related to the merger.

In the third quarter of 2015, investing activities generated cash of $196.4 million compared to a use of $47.5 million generated in same period of 2014. Capital expenditures were consistent quarter-over-quarter. The inflow of cash from investing activities reflects the $249.1 million cash acquired upon the completion of the merger on July 2, 2015.

For the nine months ended September 30, 2015, investing activities contributed cash of $136.8 million compared to $112.5 million used in 2014 due to the $249.1 million of cash received upon completion of the merger with Former Alamos. Capital expenditures declined from $147.4 million in 2014 to $124.6 million in the current year, primarily due to construction and commissioning costs associated with the paste-backfill plant at Young-Davidson in the first quarter of 2014, as well as the weakening Canadian dollar. This decline in capital expenditures was offset by $23.3 million in proceeds from the sale of investments that were received in the first nine months of 2014. Additional items affecting investing cash flows in the current year include a $16.7 million inflow from the termination of the retained interest royalty and a $0.5 million increase in restricted cash.

In the third quarter of 2015, the Company used $1.7 million from financing activities (net of the $20.0 million distributed to AuRico Metals). In the first nine months of 2015, the Company received $83.3 million in proceeds from a private placement of shares with Former Alamos and $15.3 million in proceeds from the issuance of flow through shares, partially offset by $8.0 million in dividend payments and $5.5 million in repayments of long term debt and equipment financing leases.

Senior Secured Notes

On March 27, 2014, the Company completed an offering of $315.0 million senior secured notes (the “secured notes”), secured against the assets of the Company. These secured notes were sold at 96.524% of par, resulting in total proceeds of $304.1 million. The secured notes pay interest in semi-annual installments on April 1 and October 1 of each year, commencing on October 1, 2014, at a rate of 7.75% per annum, and mature on April 1, 2020. No principal payments are due until the maturity date. These notes contain transaction-based restrictive covenants that limit the Company’s ability to incur additional indebtedness in certain circumstances.

The senior secured notes indenture grants the Company the option to prepay the notes prior to the maturity of the instruments, and specifies a premium during each applicable time period. These prepayment options have been accounted for as embedded derivatives, and are outlined below:


•	Subsequent to April 1, 2017, the secured notes may be repurchased at 103.875% of par value


•	Subsequent to April 1, 2018, the secured notes may be repurchased at 101.938% of par value


•	Subsequent to April 1, 2019, the secured notes may be repurchased at 100% of par value

The fair value of the prepayment option embedded derivative was $5.2 million at September 30, 2015, and was offset against the carrying amount of the secured notes.

Credit Facility

The Company has access to a $150.0 million revolving credit facility, which carries an interest rate of LIBOR plus 2.25% to 3.50%, depending on the net leverage ratio of the Company, and matures on April 25, 2016. No principal payments are due until the maturity date, which may be extended upon mutual agreement by all parties. The Company had no amounts drawn under this revolving facility at September 30, 2015. The Company was in compliance with all loan covenants at September 30, 2015.

Outstanding Share Data



(in 000’s)	November 10, 2015
Common shares	255,881
Stock options	10,237
Warrants	7,167
Deferred share units	220
Performance share units	90
Restricted share units	1,381
	274,976



2015 Third Quarter Management’s Discussion and Analysis

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

Financial Instruments

The Company seeks to manage its exposure to fluctuations in commodity prices, interest rates and foreign exchange rates by entering into derivative financial instruments from time to time.

As at September 30, 2015, the Company held option contracts to protect against the risk of an increase in the value of the Canadian dollar and Mexican peso versus the US dollar. These option contracts are for the purchase of local currencies and the sale of US dollars, which settle on a monthly basis, are summarized as follows:

Canadian dollar contracts



Period Covered	Contract type	Contracts (CAD Millions)	Average Call Option Rate (USDCAD)	Average Put Option Rate (USDCAD)
2015	Collar	22.5	1.11	1.22
2016	Collar	67.5	1.24	1.36

Mexican Peso contracts



Period Covered	Contract type	Contracts (MXN Millions)	Average Call Option Rate (USDMXN)	Average Put Option Rate (USDMXN)
2015	Collar	63.4	14.29	15.93
2016	Collar	930.0	15.83	18.32

The fair value of these contracts was a liability of $3.8 million at September 30, 2015 (December 31, 2014 - liability of $0.4 million). During the nine months ended September 30, 2015, the Company made payments of $2.0 million related to the foreign currency collar contracts. Total realized and unrealized losses for the three and nine months ended September 30, 2015 were $4.4 million and $5.4 million, respectively.

Summary of Quarterly Financial and Operating Results



(in millions, except ounces, per share amounts, average realized prices, all-in sustaining costs and cash costs)
	Q3 2015			Q2 2015			Q1 2015			Q4 2014			Q3 2014			Q2 2014			Q1 2014			Q4 2013
Gold ounces produced⁽³⁾	87,633			62,606			54,027			56,583			57,037			56,198			54,214			46,017
Gold ounces sold⁽³⁾	92,229			59,725			53,095			58,649			56,970			58,277			54,070			39,855
Average realized gold price		$1,123			$1,194			$1,216			$1,202			$1,280			$1,283			$1,297			$1,257
Total cash costs per gold ounce⁽¹⁾		$850			$669			$696			$746			$706			$801			$870			$863
All-in sustaining costs per gold ounce, sold⁽¹⁾		$1,155			$1,040			$1,089			$1,126			$1,098			$1,188			$1,387			$1,229
Operating Revenues		$103.6			$71.3			$64.5			$70.5			$72.9			$74.7			$70.2			$50.1
Loss from operations		($18.9	)		($415.4	)		($2.5	)		($112.9	)		($6.7	)		($14.0	)		($15.1	)		($104.0	)
Net Loss		($33.4	)		($379.5	)		($35.3	)		($108.3	)		($15.7	)		($16.8	)		($28.9	)		($106.4	)
Loss per share, basic and diluted⁽²⁾		($0.13	)		($2.83	)		($0.28	)		($0.85	)		($0.12	)		($0.14	)		($0.24	)		($0.85	)
Earnings before interest, taxes, depreciation and amortization		($0.3	)		($403.8	)		$21.2			($87.3	)		$22.4			$22.9			($1.9	)		($80.1	)
Operating cash flow		($8.6	)		$20.8			$14.0			$28.5			$2.8			$4.6			$24.5			$12.0


⁽¹⁾	Refer to the “Non-GAAP Measures and Additional GAAP Measures” disclosure at the end of this MD&A for a description and calculation of these measures.


⁽²⁾	In connection with the Plan of Arrangement of AuRico and Former Alamos, all issued and outstanding common shares of AuRico were exchanged for Class A common shares on July 2, 2015. The exchange ratio was 0.5046 Class A common share for each common share outstanding.


⁽³⁾	Operating and financial results for Mulatos are included in periods subsequent to and including July 2, 2015 only.

Non-GAAP Measures and Additional GAAP Measures

The Company has included various non-GAAP measures throughout this document. The Company believes that, in addition to conventional measures prepared in accordance with GAAP, management, analysts and investors use this information to evaluate



2015 Third Quarter Management’s Discussion and Analysis

the Company’s operating and economic performance. However, these non-GAAP measures do not have any standardized meaning, and should not be considered in isolation from or as a substitute for performance measures prepared in accordance with GAAP. Other companies may calculate these measures differently.

Cash Flow from Operating Activities before Changes in Non-cash Working Capital

“Cash flow from operating activities before changes in non-cash working capital” is a non-GAAP performance measure that could provide an indication of the Company’s ability to generate cash flows from operations, and is calculated by adding back the change in non-cash working capital to “Cash provided by (used in) operating activities” as presented on the Company’s consolidated statements of cash flows.

The following table reconciles the non-GAAP measure to the consolidated statements of cash flows.



(in millions)
	Three months ended					Nine months ended
	September 30, 2015			September 30, 2014		September 30, 2015		September 30, 2014
Cash flow from operating activities	($8.6		)	$2.8		$26.2		$31.9
Changes in non-cash working capital	14.7			17.8		4.3		14.4
Cash flow from operating activities before changes in non-cash working capital		$6.1			$20.6		$30.5		$46.3

Cash Operating Costs per ounce and Total Cash Costs per ounce

“Cash operating costs per ounce” and “total cash costs per ounce” as used in this analysis are non-GAAP terms typically used by gold mining companies to assess the level of gross margin available to the Company by subtracting these costs from the unit price realized during the period. These non-GAAP terms are also used to assess the ability of a mining company to generate cash flow from operations. There may be some variation in the method of computation of “cash operating costs per ounce” as determined by the Company compared with other mining companies. In this context, “cash operating costs per ounce” reflects the cash operating costs allocated from in-process and dore inventory associated with ounces of gold sold in the period. “Cash operating costs per ounce” may vary from one period to another due to operating efficiencies, waste-to-ore ratios, grade of ore processed and gold recovery rates in the period. “Total cash costs per ounce” includes “cash operating costs per ounce” plus applicable royalties, and net of by-product revenue and NRV adjustments. Cash operating costs per ounce and total cash costs per ounce are exclusive of exploration costs.

The following provides a reconciliation of total cash costs per ounce to the consolidated financial statements:



(in millions, except ounces and cash operating and cash costs per gold ounce)
	Three months ended					Nine months ended
	September 30, 2015		September 30, 2014			September 30, 2015			September 30, 2014
Mining and processing	$75.4		$44.3			$160.4			$139.2
Inventory and other adjustments ⁽¹⁾	—		(0.4		)	—			(1.9		)
Total cash operating costs		$75.4		$43.9			$160.4			$137.3
Divided by gold ounces sold	92,229		56,970			205,049			169,317
Total cash operating costs per ounce	$818		$771			$782			$824
Total cash operating costs (per above)	$75.4		$43.9			$160.4			$137.3
Royalties	$2.9		$0.7			$3.7			$1.0
NRV adjustments	—		($4.4		)	($8.6		)	($4.4		)
Total cash costs	$78.3		$40.2			$155.5			$133.9
Divided by gold ounces sold	92,229		56,970			205,049			169,317
Total cash costs per ounce sold	$850		$706			$758			$791


⁽¹⁾	Inventory and other adjustments include amortization of the inventory fair value adjustments relating to the El Chanate purchase price allocations.

All-in Sustaining Costs per Ounce Calculation

The Company adopted an “all-in sustaining costs per ounce” non-GAAP performance measure. The Company believes the measure more fully defines the total costs associated with producing gold; however, this performance measure has no standardized meaning. Accordingly, there may be some variation in the method of computation of “all-in sustaining costs per ounce” as determined by the Company compared with other mining companies. In this context, “all-in sustaining costs per ounce” reflects total mining and processing costs, corporate and administrative costs, exploration costs, sustaining capital, and other operating costs. Sustaining capital expenditures are expenditures that do not increase annual gold ounce production at a mine site and excludes all expenditures at the Company’s development projects as well as certain expenditures at the Company’s operating sites th



2015 Third Quarter Management’s Discussion and Analysis

at are deemed expansionary in nature.

The following table reconciles these non-GAAP measures to the consolidated statements of comprehensive income.



(in millions, except ounces and all-in sustaining costs per gold ounce)
	Three months ended				Nine months ended
	September 30, 2015		September 30, 2014		September 30, 2015		September 30, 2014
Total cash costs (see above)	$78.3		$40.2		$155.5		$133.9
Corporate and administrative⁽¹⁾		$6.1		$3.7		$13.3		$14.9
Sustaining capital expenditures⁽²⁾		$16.9		$16.6		$49.2		$51.9
Share-based compensation		$1.2		$1.9		$3.9		$5.7
Exploration		$2.7	—		$3.4		—
Accretion of decommissioning liabilities	$0.5		$0.2		$0.8		$0.4
Realized losses on FX options	$2.0		—		$2.7		—
Total all-in sustaining costs, net of by-product revenues	$107.7		$62.6		$228.8		$206.8
Divided by gold ounces sold	92,229		56,970		205,049		169,317
All-in sustaining costs per gold ounce sold		$1,155		$1,098		$1,103		$1,221


⁽¹⁾	Corporate and administrative expenses exclude expenses incurred at development properties.


⁽²⁾	Sustaining capital expenditures are defined as those expenditures which do not increase annual gold ounce production at a mine site and exclude all expenditures at growth projects and certain expenditures at operating sites which are deemed expansionary in nature. Total sustaining capital for the three and nine months ended September 30, 2015 and 2014 is calculated as follows:



Capital expenditures per cash flow statement		$48.8			$50.7		$124.6			$147.4
Less: Young-Davidson non-sustaining capital		($20.9	)		($27.8	)	($49.4	)		($82.3	)
Less: Mulatos non-sustaining capital		($5.2	)	—			($5.2	)	—
Less: El Chanate non-sustaining capital	—				($0.3	)	($0.4	)		($1.3	)
Less: Corporate and other non-sustaining capital		($5.8	)		($6.0	)	($20.4	)		($11.9	)
		$16.9			$16.6		$49.2			$51.9

Earnings Before Interest, Taxes, Depreciation, and Amortization (“EBITDA”)

EBITDA represents net earnings before interest, taxes, depreciation, and amortization. EBITDA is an indicator of the Company’s ability to generate liquidity by producing operating cash flow to fund working capital needs, service debt obligations, and fund capital expenditures.

The following is a reconciliation of EBITDA to the consolidated financial statements:



(in millions)
	Three months ended						Nine months ended
	September 30, 2015			September 30, 2014			September 30, 2015			September 30, 2014
Net loss		($33.4	)		($15.7	)		($448.4	)		($61.4	)
Add back:
Finance expense		$6.1			$6.8			$17.4			$14.7
Amortization		$31.7			$28.0			$80.0			$91.4
Amortization included in other income / (loss)	—				$3.0			$0.7			$10.3
Deferred income tax (recovery) expense		($5.1	)		$0.2			($33.8	)		($12.0	)
Current income tax expense		$0.4			$0.1			$1.2			$0.4
EBITDA		($0.3	)		$22.4			($382.9	)		$43.4

Other Additional GAAP Measures

Additional GAAP measures are presented on the face of the Company’s consolidated statements of comprehensive income and are not meant to be a substitute for other subtotals or totals presented in accordance with IFRS, but rather should be evaluated in conjunction with such IFRS measures. The following additional GAAP measures are used and are intended to provide an indication of the Company’s mine and operating performance:



2015 Third Quarter Management’s Discussion and Analysis


•	Earnings (loss) from mine operations - represents the amount of revenues in excess of mining and processing, royalties, and amortization expense


•	Earnings from operations - represents the amount of earnings before net finance income/expense, foreign exchange gain/loss, other income/loss, and income tax expense


•	Sustaining capital expenditures - represents the amount of expenditures which do not increase annual gold ounce at a mine site


•	Growth capital expenditures - represents the amount of expenditures at development projects and certain expenditures at operating sites which are deemed expansionary in nature

Critical Accounting Estimates, Policies and Changes

Accounting Estimates

The preparation of the Company’s consolidated financial statements in accordance with IFRS requires management to make estimates and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes. The critical estimates and judgments applied in the preparation of the Company’s condensed consolidated financial statements for the nine months ended September 30, 2015 are consistent with those applied and disclosed in the Company’s Consolidated Financial Statements for the year ended December 31, 2014. For details of these estimates and judgments please refer to the Company’s Consolidated Financial Statements and Management’s Discussion and Analysis for the year ended December 31, 2014, which are available on the Company’s website at www.alamosgold.com, on SEDAR at www.sedar.com, and on EDGAR at www.sec.gov.

Accounting Policies and Changes

The Company adopted the following accounting standards and amendments to accounting standards, effective January 1, 2015:

Amendments to IAS 19, Employee Benefits, clarify requirements in relation to contributions by employees and third parties. In addition, these amendments permit contributions that are independent of the number of years of service to be recognized as a reduction in the service costs in the period in which the service is rendered, instead of allocating the contributions to periods of service. There was no impact on the Company’s condensed interim consolidated financial statements upon the adoption of these amendments.

Internal Control over Financial Reporting

Management is responsible for the design and operating effectiveness of internal controls over financial reporting to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the financial statements in accordance with IFRS. In making the assessment, management used the criteria set forth in Internal Control - Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on a review of its internal control procedures at the end of the period covered by this MD&A, management believes its internal controls and procedures are appropriately designed as at September 30, 2015.

Changes in Internal Control over Financial Reporting

There were no significant changes in the Company’s internal control over financial reporting that occurred during the three months ended September 30, 2015 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Disclosure Controls

Management is also responsible for the design and effectiveness of disclosure controls and procedures to provide reasonable assurance that material information related to the Company, including its consolidated subsidiaries, is made known to the Company’s certifying officers. The Company’s Chief Executive Officer and Chief Financial Officer have each evaluated the design of the Company’s disclosure controls and procedures as at September 30, 2015 and have concluded that these are appropriately designed.

Limitations of Controls and Procedures

The Company’s management, including the Chief Executive Officer and Chief Financial Officer, believe that internal controls over financial reporting and disclosure controls and procedures, no matter how well designed and operated, have inherent limitations.



2015 Third Quarter Management’s Discussion and Analysis

Therefore, even those systems determined to be properly designed and effective can provide only reasonable assurance that the objectives of the control system are met.

Cautionary Note to U.S. Investors

Measured, Indicated and Inferred Resources: The Company is required to prepare its resource estimates in accordance with standards of the Canadian Institute of Mining, Metallurgy and Petroleum referred to in Canadian National Instrument 43-101 (NI 43-101). These standards are materially different from the standards generally permitted in reports filed with the United States Securities and Exchange Commission. This MD&A uses the terms "measured", "indicated" or "inferred” resources which are not recognized by the United States Securities and Exchange Commission. The estimation of measured resources and indicated resources involve greater uncertainty as to their existence and economic feasibility than the estimation of proven and probable reserves. U.S. investors are cautioned not to assume that any part of measured or indicated resources will ever be converted into economically or legally mineable proven or probable reserves. The estimation of inferred resources may not form the basis of a feasibility or other economic studies and involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources.

International Financial Reporting Standards: The condensed consolidated financial statements of the Company have been prepared by management in accordance with International Accounting Standard 34, Interim Financial Reporting, as issued by the International Accounting Standards Board (see note 2 to the unaudited condensed consolidated financial statements for the nine months ended September 30, 2015). These accounting principles differ in certain material respects from accounting principles generally accepted in the United States of America. The Company’s reporting currency is the United States dollar unless otherwise noted.

Cautionary Note Regarding Forward-Looking Statements

This MD&A contains forward-looking statements and forward-looking information as defined under Canadian and U.S. securities laws. All statements, other than statements of historical fact, are, or may be deemed to be, forward-looking statements. Words such as "expect", "believe", "anticipate", "will", "intend", "estimate", "forecast", "budget" and similar expressions identify forward-looking statements.

Forward-looking statements include information as to strategy, plans or future financial or operating performance, such as the Company’s expansion plans, project timelines, production plans and expected sustainable productivity increases, expected increases in mining activities and corresponding cost efficiencies, expected results of the merger integration of the Company and Former Alamos, expected drilling targets, expected sustaining costs, expected improvements in cashflows and margins, expectations of changes in capital expenditures, forecasted cash shortfalls and the Company’s ability to fund them, cost estimates, projected exploration results, reserve and resource estimates, expected production rates and use of the stockpile inventory, expected recoveries, sufficiency of working capital for future commitments and other statements that express management’s expectations or estimates of future performance.

Such factors and assumptions underlying the forward-looking statements in this document include, but are not limited to: changes to current estimates of mineral reserves and resources; changes to production estimates (which assume accuracy of projected ore grade, mining rates, recovery timing and recovery rate estimates and may be impacted by unscheduled maintenance, labour and contractor availability and other operating or technical difficulties); fluctuations in the price of gold; changes in foreign exchange rates (particularly the Canadian dollar, Mexican peso, Turkish Lira and U.S. dollar); the impact of inflation; changes in our credit rating; any decision to declare a quarterly dividend; employee relations; litigation; disruptions affecting operations; availability of and increased costs associated with mining inputs and labour; development delays at the Young-Davidson mine; inherent risks associated with mining and mineral processing; the risk that the Young-Davidson, Mulatos and El Chanate mines may not perform as planned; uncertainty with the Company’s ability to secure additional capital to execute its business plans; the speculative nature of mineral exploration and development, including the risks of obtaining necessary licenses and permits, including the necessary licenses, permits, authorizations and/or approvals from the appropriate regulatory authorities for the Company’s development stage assets, including specifically its Turkish mineral properties; contests over title to properties; changes in national and local government legislation (including tax legislation) in Canada, Mexico, Turkey, the United States and other jurisdictions in which the Company does or may carry on business in the future; risk of loss due to sabotage and civil disturbances; the impact of global liquidity and credit availability and the values of assets and liabilities based on projected future cash flows; risks arising from holding derivative instruments; and business opportunities that may be pursued by the Company



2015 Third Quarter Management’s Discussion and Analysis

Additional risk factors and details with respect to risk factors affecting the Company are set out in: (i) each of the Company and Former Alamos’ Annual Information Forms for the year ended December 31, 2014 under the headings “Risk Factors”; and, (ii) the joint management information circular of the Company and Former Alamos dated May 22, 2015, under the heading “Risk Factors”, which is available on the SEDAR website at www.sedar.com. The foregoing should be reviewed in conjunction with the information found in this MD&A.

The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.

Qualified Persons

Aoife McGrath, M.Sc., M.AIG, Alamos' Vice President, Exploration, who is a Qualified Person within the meaning of NI 43-101 ("Qualified Person") has reviewed and approved the technical geological and exploration content of this section of the MD&A. All field work is directly supervised and directed by Kristen Simpson, P.Geo., Alamos' Exploration Manager (Mulatos), a Qualified Person as defined by NI 43-101. Drilling, sampling, QA/QC protocols and analytical methods for work areas in Mexico are as outlined in the NI 43-101 report titled, "Mulatos Project Technical Report Update" dated December 21, 2012, available on SEDAR. For further details see also the Corporation’s news release dated September 21, 2015.

ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

THIRD QUARTER 2015 REPORT

September 30, 2015

(Based on International Financial Reporting Standards (“IFRS”) and stated in millions of United States dollars, unless otherwise indicated)

INDEX

Unaudited Condensed Interim Consolidated Financial Statements

▪Consolidated Statements of Financial Position

▪Consolidated Statements of Comprehensive Loss

▪Consolidated Statements of Changes in Equity

▪Consolidated Statements of Cash Flows

▪Notes to Condensed Interim Consolidated Financial Statements



		THIRD QUARTER REPORT 2015

ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Consolidated Statements of Financial Position

(Unaudited - stated in millions of United States dollars)



	September 30, 2015		December 31, 2014
A S S E T S
Current Assets
Cash and cash equivalents	$313.6		$89.0
Available-for-sale securities (note 9)	7.2		—
Amounts receivable (note 5)	39.4		14.1
Income taxes receivable	14.0		5.2
Inventory (note 6)	132.6		73.1
Other current assets	8.6		2.6
Total Current Assets	515.4		184.0

Non-Current Assets
Long-term inventory (note 6)	87.1		103.2
Mineral property, plant and equipment (notes 7 and 11)	1,852.0		1,638.7
Goodwill (note 11)	—		241.7
Other non-current assets (note 12)	71.7		114.2
Total Assets	$2,526.2		$2,281.8

L I A B I L I T I E S
Current Liabilities
Accounts payable and accrued liabilities	$97.6		$45.7
Current portion of equipment financing obligations (note 13)	6.0		6.3
Total Current Liabilities	103.6		52.0

Non-Current Liabilities
Deferred income taxes	290.2		260.9
Decommissioning liability	34.6		28.8
Debt and equipment financing obligations (note 13)	312.1		308.1
Other non-current liabilities	2.2		0.7
Total Liabilities	742.7		650.5

E Q U I T Y
Share capital (note 10)	$2,769.7		$2,030.0
Contributed surplus	68.8		62.3
Accumulated other comprehensive loss	(3.8	)	(0.2	)
Deficit	(1,051.2	)	(460.8	)
Total Equity	1,783.5		1,631.3
Total Liabilities and Equity	$2,526.2		$2,281.8

Commitment and contingencies (note 17)

Subsequent event (note 18)

The accompanying notes form an integral part of these condensed interim consolidated financial statements.



2	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Consolidated Statements of Comprehensive Loss

(Unaudited - stated in millions of United States dollars, except per share amounts)



	For the three month periods ended				For the nine month periods ended
	September 30, 2015		September 30, 2014		September 30, 2015		September 30, 2014
			Restated (Note 3)				Restated (Note 3)
OPERATING REVENUES	$103.6		$72.9		$239.4		$217.8

MINE OPERATING COSTS
Mining and processing	75.4		44.3		160.4		139.2
Royalties (note 17)	2.9		0.7		3.7		1.0
Amortization	31.7		28.0		80.0		91.4
LOSS FROM MINE OPERATIONS	(6.4	)	(0.1	)	(4.7	)	(13.8	)

EXPENSES
Exploration	2.7		0.3		3.4		0.8
Corporate and administrative	6.1		3.7		13.3		14.9
Share-based compensation (note 10)	1.2		1.9		3.9		5.7
Revaluation of assets distributed (note 8)	—		—		40.1		—
Impairment charges (note 11)	2.5		0.6		371.7		0.6
LOSS FROM OPERATIONS	(18.9	)	(6.6	)	(437.1	)	(35.8	)

OTHER EXPENSES
Finance expense	(6.1	)	(6.8	)	(17.4	)	(14.7	)
Foreign exchange loss	(4.0	)	(1.9	)	(8.1	)	(3.7	)
Other loss, net	(9.1	)	(0.1	)	(18.4	)	(18.8	)
LOSS BEFORE INCOME TAXES	(38.1	)	(15.4	)	(481.0	)	(73.0	)
INCOME TAXES
Current income tax expense	(0.4	)	(0.1	)	(1.2	)	(0.4	)
Deferred income tax recovery (expense)	5.1		(0.2	)	33.8		12.0
NET LOSS	($33.4	)	($15.7	)	($448.4	)	($61.4	)

Other comprehensive (loss) income to be reclassified to profit or loss in subsequent periods:
- Unrealized (loss) gain on available-for-sale securities	(3.5	)	(0.1	)	(3.6	)	2.5
- Reclassification of realized losses on available-for-sale securities included in earnings	—		—		—		2.5
COMPREHENSIVE LOSS	($36.9	)	($15.8	)	($452.0	)	($56.4	)

LOSS PER SHARE FOR THE PERIOD (note 10)
– basic	($0.13	)	($0.13	)	($2.59	)	($0.49	)
– diluted	($0.13	)	($0.13	)	($2.59	)	($0.49	)
Weighted average number of common shares outstanding (000's)
- basic	253,133		125,510		173,316		125,419
- diluted	253,133		125,510		173,316		125,419

The accompanying notes form an integral part of these condensed interim consolidated financial statements.



3	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Consolidated Statements of Changes in Equity

(Unaudited - stated in millions of United States dollars)



	For the nine month periods ended		For the nine month periods ended
	September 30, 2015		September 30, 2014
SHARE CAPITAL
Balance, beginning of the year	$2,030.0		$2,021.8
Issuance of shares related to employee compensation plans	3.3		4.0
Fair value of exercised share-based payments (note 10)	0.9		—
Shares issued through flow-through share agreement	9.8		3.1
Shares issued through private placement (note 4)	83.3		—
Repurchase and cancellation of private placement shares (note 4)	(79.7	)	—
Shares issued related to the merger (note 4)	722.1		—
Balance, end of period	$2,769.7		$2,028.9

CONTRIBUTED SURPLUS
Balance, beginning of the year	$62.3		$55.9
Exercise of share-based payments	(1.2	)	(0.4	)
Equity settled share-based compensation related to merger	1.3		—
Share-based compensation	6.4		5.7
Balance, end of period	$68.8		$61.2

ACCUMULATED OTHER COMPREHENSIVE LOSS
Balance, beginning of the year	($0.2	)	($5.3	)
Other comprehensive (loss) income	(3.6	)	5.0
Balance, end of period	($3.8	)	($0.3	)

DEFICIT
Balance, beginning of the year	($460.8	)	($284.6	)
Dividends	(8.7	)	(6.0	)
Dividend related to AuRico Metals Inc. (note 8)	(133.3	)	—
Net loss	(448.4	)	(61.4	)
Balance, end of period	($1,051.2	)	($352.0	)

TOTAL EQUITY	$1,783.5		$1,737.8

The accompanying notes form an integral part of these condensed interim consolidated financial statements.



4	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Consolidated Statements of Cash Flows

(Unaudited - stated in millions of United States dollars)



	For the three month periods ended				For the nine month periods ended
	September 30, 2015		September 30, 2014		September 30, 2015		September 30, 2014
CASH PROVIDED BY (USED IN):
OPERATING ACTIVITIES
Loss for the period	($33.4	)	($15.7	)	($448.4	)	($61.4	)
Adjustments for items not involving cash:
Amortization	31.7		28.0		80.0		91.4
Foreign exchange loss	4.0		1.9		8.1		3.7
Current income tax expense	0.4		0.1		1.2		0.4
Deferred income tax (recovery) expense	(5.1	)	0.2		(33.8	)	(12.0	)
Share-based compensation	1.2		1.9		7.1		5.7
Revaluation of assets distributed	—		—		40.1		—
Impairment charges	2.5		0.6		371.7		0.6
Payments to settle derivative liabilities (note 16)	(2.0	)	—		(2.7	)	—
Other non-cash items (note 14)	6.8		3.6		7.6		19.0
Changes in non-cash working capital (note 14)	(14.7	)	(17.8	)	(4.3	)	(14.4	)
Income taxes paid	—		—		(0.4	)	(1.1	)
	(8.6	)	2.8		26.2		31.9
INVESTING ACTIVITIES
Mineral property, plant and equipment	(48.8	)	(50.7	)	(124.6	)	(147.4	)
(Purchase) sale of available-for-sale securities	(3.9	)	—		(3.9	)	23.3
Cash received on completion of the merger (note 4)	249.1		—		249.1		—
Proceeds from retained interest royalty	—		—		16.7		2.5
(Increase)/decrease in restricted cash	—		—		(0.5	)	5.9
Proceeds received on transfer of litigation claim	—		3.2		—		3.2
	196.4		(47.5	)	136.8		(112.5	)
FINANCING ACTIVITIES
Proceeds from debt and equipment financing obligations	—		3.2		—		308.5
Repayment of debt and equipment financing obligations	(1.7	)	(1.6	)	(5.5	)	(252.5	)
Payment of financing fees on debt	—		(0.3	)	—		(7.8	)
Proceeds received from private placement (note 10)	—		—		83.3		—
Proceeds received from the exercise of stock options	—		—		0.7		—
Dividends paid	—		(0.9	)	(8.0	)	(13.9	)
Cash transferred to AuRico Metals (note 8)	(20.0	)	—		(20.0	)	—
Proceeds from issuance of flow-through shares	—		4.6		15.3		4.6
	(21.7	)	5.0		65.8		38.9
Cash previously reclassified as held for distribution (note 8)	20.0		—		—		—
Effect of exchange rates on cash and cash equivalents	(2.2	)	(0.7	)	(4.2	)	(0.8	)
Net increase/(decrease) in cash and cash equivalents	183.9		(40.4	)	224.6		(42.5	)
Cash and cash equivalents - beginning of period	129.7		140.6		89.0		142.7
CASH AND CASH EQUIVALENTS - END OF PERIOD	$313.6		$100.2		$313.6		$100.2

The accompanying notes form an integral part of these condensed interim consolidated financial statements.



5	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

ALAMOS GOLD INC.

(Formerly AuRico Gold Inc.)

Notes to Condensed Interim Consolidated Financial Statements

September 30, 2015 and 2014

(Unaudited - in United States dollars, unless otherwise indicated, tables stated in millions)



1.	NATURE OF OPERATIONS

Alamos Gold Inc., a resident Canadian company, and its wholly-owned subsidiaries (collectively the “Company”) are engaged in the acquisition, exploration, development and extraction of precious metals. The Company owns and operates the Young-Davidson mine in Canada, and the Mulatos and El Chanate mines in Mexico. In addition, the Company owns the Ağı Dağı, Kirazlı and Çamyurt gold development projects in Turkey, a joint venture interest in the Lynn Lake gold project in Canada, the Esperanza gold project in Mexico, as well as an option to acquire a 100% interest in the Quartz Mountain Gold Project in Oregon, USA.

On July 2, 2015, pursuant to a Plan of Arrangement, AuRico Gold Inc. (“AuRico”) and Alamos Gold Inc. (“Former Alamos”) amalgamated and continued as one company, Alamos Gold Inc. (“Alamos”, or the “Company”).

Alamos is a publicly traded company with common shares listed on the Toronto Stock Exchange (TSX: AGI) and the New York Stock Exchange (NYSE: AGI).

The Company’s registered office is located at 130 Adelaide Street West, Suite 2200, Toronto, Ontario, M5H 3P5.



2.	BASIS OF PREPARATION

Statement of Compliance

These condensed interim consolidated financial statements are prepared in accordance with IAS 34, Interim Financial Reporting (“IAS 34”) as issued by the International Accounting Standards Board (“IASB”). These statements were prepared using the same accounting policies and methods of computation as the Company’s consolidated financial statements for the year ended December 31, 2014, except as noted below.

The Company adopted the following accounting standards and amendments to accounting standards, effective January 1, 2015:

Amendments to IAS 19, Employee Benefits, clarify requirements in relation to contributions by employees and third parties. In addition, these amendments permit contributions that are independent of the number of years of service to be recognized as a reduction in the service cost in the period in which the service is rendered, instead of allocating the contributions to periods of service. There was no impact on the Company’s condensed interim consolidated financial statements upon the adoption of these amendments.

These condensed interim consolidated financial statements do not include all disclosures required by International Financial Reporting Standards (“IFRS”) for annual consolidated financial statements and accordingly should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2014 prepared in accordance with IFRS as issued by the IASB.

The condensed interim consolidated financial statements were authorized for issue by the Board of Directors on November 10, 2015.



3.	CHANGE IN ACCOUNTING POLICY AND RETROSPECTIVE RESTATEMENT

The condensed interim consolidated financial statements reflect the retrospective application of a voluntary change in accounting policy adopted in 2014 to classify, in the consolidated statements of comprehensive loss, foreign exchange gains and losses arising on the translation of deferred income tax assets and liabilities within deferred income tax expense instead of within foreign exchange (loss) gain, as previously reported. The change in accounting policy was adopted in accordance with IAS 12, Income Taxes, which provides a policy choice to classify exchange differences arising from translation of deferred income tax assets and liabilities within deferred income tax recovery (expense). The Company considers the classification of these exchange differences within deferred income tax expense in the consolidated statements of comprehensive loss to be the most useful to financial statement users and, consequently, that this presentation results in reliable and more relevant information.



6	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

The following table outlines the effect of this accounting policy change for the three and nine months ended September 30, 2014:



	Reported			Restatement			Restated
For the three months ended September 30, 2014:
Foreign exchange (loss) gain		$10.5			($12.4	)		($1.9	)
Deferred income tax (expense) recovery	(12.6		)	12.4			(0.2		)
Net loss	(15.7		)	—			(15.7		)

	Reported			Restatement			Restated
For the nine months ended September 30, 2014:
Foreign exchange (loss) gain		$9.1			($12.8	)		($3.7	)
Deferred income tax (expense) recovery	(0.8		)	12.8			12.0
Net loss	(61.4		)	—			(61.4		)



4.	MERGER BETWEEN ALAMOS GOLD INC. AND AURICO GOLD INC.

On July 2, 2015, AuRico and Former Alamos combined by way of a statutory arrangement under the Business Corporations Act (Ontario) to form a company operating under the name Alamos Gold Inc (the “Arrangement”). Former Alamos owned and operated the Mulatos Mine in Sonora, Mexico, and had exploration and development activities in Mexico, Turkey and the United States.

The Arrangement included the following:


(a)	The exchange of all common shares of Former Alamos for AuRico common shares based on an exchange ratio of 1.9818 and cash of $0.0001;

(b)The amalgamation of Former Alamos and AuRico, forming the resulting company, Alamos;

(c)The formation of AuRico Metals Inc. (“AuRico Metals”) to hold certain assets (note 8);


(d)	The reorganization of the capital of Alamos into Class A common shares, and the distribution of common shares of AuRico Metals to holders of AuRico common shares and holders of Former Alamos common shares (note 10).

On completion of the Arrangement, holders of AuRico common shares received 0.5046 Class A common shares of Alamos for each AuRico common share held and holders of Former Alamos common shares received one Class A common share of Alamos and $0.0001 in cash for each share held.

Under the Arrangement, former Alamos options and stock appreciation rights were replaced and converted to awards of Alamos. Former Alamos warrants, restricted share units and deferred share units were exchanged for awards of Alamos. All AuRico options, performance share units, restricted share units and deferred share units were converted to awards of Alamos. All such awards were amended to provide that on exercise or redemption, Class A common shares of Alamos will be issued, to the extent not redeemed for cash consideration (note 10).

In connection with the merger, on April 10, 2015, Former Alamos subscribed for approximately 27.9 million common shares of AuRico on a private placement basis (note 10). The common shares held by Former Alamos are included in the identified assets acquired by AuRico, and were subsequently repurchased and cancelled upon completion of the Plan of Arrangement on July 2, 2015.

The Company determined that the merger was a business combination in accordance with the definition in IFRS 3, Business combinations, and as such has accounted for it in accordance with this standard, with AuRico being the accounting acquirer on the acquisition date of July 2, 2015.

The following table summarizes the fair value of the total consideration transferred from Former Alamos shareholders and the provisional fair value of identified assets acquired and liabilities assumed, based on preliminary estimates of fair value. The fair values are provisional due to the complexity of the acquisition. The Company is currently assessing the value of the mining property, plant and equipment and deferred taxes acquired. The review of the fair value of the assets and liabilities acquired will be completed within 12 months of the acquisition date which could result in material differences from the preliminary values presented in these financial statements.



7	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

The Company used a discounted cash flow model to estimate the expected future cash flows of the properties. Expected future cash flows are based on estimates of future production and commodity prices, operating costs and forecast capital expenditures based on the life of mine plan as at the acquisition date.

Transaction costs of $6.0 million relating to the arrangement have been included within Other loss in accordance with IFRS 3, Business Combinations. In addition, restructuring costs of $14.0 million were incurred in connection with the transaction are included within other loss.



Purchase Price
Common shares issued		$722.1
Share-based compensation	5.0
Warrants	1.3
	$728.4

Net Assets Acquired
Cash and cash equivalents		$249.1
Current assets, excluding cash	95.1
Available-for-sale securities	79.7
Long-term inventories	6.8
Mineral property, plant and equipment	421.9
Current liabilities	(38.1		)
Reclamation provisions	(22.6		)
Other liabilities	(0.4		)
Deferred income tax liability	(63.1		)
	$728.4

The Company’s condensed interim consolidated financial statements include $33.3 million in revenues and a loss of $5.5 million in net earnings from Former Alamos for the period July 2, 2015 to September 30, 2015. If the transaction was completed on January 1, 2015, Former Alamos would have resulted in revenues of $122.1 million and loss of $17.5 million included in net loss for the nine months ended September 30, 2015.



5.	AMOUNTS RECEIVABLE



	September 30, 2015	December 31, 2014
Sales tax receivables	29.1	10.8
Other receivables	10.3	3.3
	$39.4	$14.1

Sales tax receivables are mainly related to value-added taxes at Company's Mexican and Canadian operations. The Company believes that the balances are recoverable within the next year.

The following table, summarizes the sales tax receivables balance:



	September 30, 2015	December 31, 2014
Canada	4.2	3.5
Mexico	24.4	7.3
Other	0.5	—
	$29.1	$10.8



8	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015



6.	INVENTORY



	September 30, 2015		December 31, 2014
In-process precious metals	155.2		132.0
Ore in stockpiles	21.0		22.0
Parts and supplies	33.6		20.4
Precious metals dore and refined precious metals	9.9		1.9
	219.7		176.3
Less: Long-term inventory	(87.1	)	(103.2	)
	$132.6		$73.1

The amount of inventories recognized in operating expenses for the three and nine months ended September 30, 2015 was $74.2 million and $157.5 million (2014 - $45.5 million and $142.0 million). In addition, a net realizable value adjustment of $11.8 million was recorded in net earnings for the nine months ended September 30, 2015 ($5.3 million for the nine months ended September 30, 2014).

Long term inventory consists of heap leach and long-term stockpiles of $87.1 million (December 31, 2014 - $103.2 million) and are expected to be recovered after one year.



7.	MINERAL PROPERTY, PLANT AND EQUIPMENT



			Mineral property
	Plant and equipment		Depletable		Non-depletable		Exploration and evaluation		Total
Cost
At December 31, 2014	$717.7		$1,210.6		$19.3		$92.9		$2,040.5
Additions	54.7		48.5		15.3		24.1		142.6
Acquisition of Alamos	114.5		84.9		—		222.5		421.9
Assets distributed to AuRico Metals (a)	(26.4	)	(37.0	)	—		(89.9	)	(153.3	)
Disposals	(6.0	)	—		—		—		(6.0	)
At September 30, 2015	$854.5		$1,307.0		$34.6		$249.6		$2,445.7

Accumulated amortization and impairment charges
At December 31, 2014	($107.2	)	($288.4	)	($5.6	)	($0.6	)	($401.8	)
Amortization	(28.4	)	(36.4	)	—		—		(64.8	)
Revaluation of assets distributed	(9.1	)	—		—		(31.0	)	(40.1	)
Assets distributed to AuRico Metals (a)	9.1		—		—		31.0		40.1
Impairment charges (note 11)	(35.7	)	(85.3	)	(1.9	)	(5.7	)	(128.6	)
Disposals	1.5		—		—		—		1.5
At September 30, 2015	($169.8	)	($410.1	)	($7.5	)	($6.3	)	($593.7	)

Net book value
At December 31, 2014	$610.5		$922.2		$13.7		$92.3		$1,638.7
At September 30, 2015	$684.7		$896.9		$27.1		$243.3		$1,852.0



9	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

The net book values by property are as follows:



		Mineral property
	Plant and equipment	Depletable	Non-depletable	Exploration and evaluation	Total
Young-Davidson	$565.1	$809.2	$27.1	—	$1,401.4
Mulatos	114.0	87.7	—	—	201.7
El Chanate	5.4	—	—	—	5.4
Turkey	—	—	—	147.2	147.2
Esperanza	—	—	—	70.9	70.9
Corporate and other	0.2	—	—	25.2	25.4
At September 30, 2015	$684.7	$896.9	$27.1	$243.3	$1,852.0

Young-Davidson	$573.5	$893.0	$12.4	—	$1,478.9
El Chanate	9.4	29.2	1.3	—	39.9
Corporate and other	27.6	—	—	92.3	119.9
At December 31, 2014	$610.5	$922.2	$13.7	$92.3	$1,638.7


a.	Assets distributed

As discussed in note 8, in accordance with the Plan of Arrangement, AuRico Metals received a 1.5% net smelter return royalty on the Young-Davidson mine. The allocated carrying amount of this royalty of $37.0 million has been reclassified in the table above from depletable mining interests to assets distributed. In addition, the Company transferred the Australian royalty interests and net assets of the Kemess project (as defined in note 8) to AuRico Metals on July 2, 2015 and accordingly the carrying amounts of $17.3 million and $58.9 million have been transferred from property, plant and equipment and exploration and evaluation property, respectively, to assets distributed.


b.	Other

The carrying value of construction in progress at September 30, 2015 was $59.4 million (December 31, 2014 - $57.1 million).



8.	ASSETS AND LIABILITIES DISTRIBUTED

As part of the Plan of Arrangement (refer to note 4), AuRico Metals , a public company listed on the TSX, was created to hold the Kemess project (“Kemess”), a new 1.5% net smelter return royalty on the Young-Davidson mine, the 2% and 1% net smelter return royalties from the Fosterville and Stawell mines (the “Australian royalties”, see note 12), and $12.3 million in net cash. On July 2, 2015, the assets were sold to AuRico Metals, and 95.1% of the common shares of AuRico Metals were distributed to holders of AuRico common shares and holders of Former Alamos common shares. Subsequent to completion of the Plan of Arrangement, Alamos owned 4.9% of the issued and outstanding common shares of AuRico Metals (note 9).

As at June 30, 2015, the assets and liabilities to be transferred to AuRico Metals were recorded as assets held for distribution and liabilities associated with assets held for distribution, and were recorded at the lower of carrying value and fair value, with carrying value at June 30, 2015 approximating fair value after the revaluation adjustment discussed below. Also as at June 30, 2015, the Company recorded a distribution payable measured at the fair value of the net assets to be distributed. At the time of distribution, on July 2, 2015, there had been no change in fair value, and no gain or loss was recorded in the three months ended September 30, 2015.

The Company determined the fair value of royalty assets distributed using a valuation model based on the discounted future cash flows expected to be generated. The valuations of the Young-Davidson and Australian royalties were completed assuming future gold prices between $1,100 and $1,250, and using discount rates of 6% and 12.5%, respectively. The future production from these mines was estimated based on current mine plans and reported reserves.

The allocated cost of the Young-Davidson royalty was estimated at $37.0 million, which has been deducted from the Young-Davidson mineral property (refer to note 7).



10	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

The Company determined the fair value of the Kemess assets, excluding mineral resources, using a discounted cash flow methodology taking into account the assumptions that would be expected to be made by market participants.

Assumptions used in determining the fair value of Kemess were as follows:

•Long-term gold price of $1,250 per ounce;

•Long-term copper price of $3.00 per pound;

•Long-term US dollar to Canadian dollar exchange rate of $0.85 to $1.00;


•	Production, operating costs and capital expenditures based on a life of mine plan derived from technical reports;

•A discount rate of 8%; and

•A net asset value (“NAV”) multiple of 0.3, discussed in further detail below.

Gold and other mining companies can trade at a market capitalization greater, or less, than their estimated discounted cash flows. This NAV multiple represents the multiple applied to the estimated discounted cash flows to arrive at the trading price. This NAV multiple, in this case, would take into account a variety of additional factors such as the availability of financing, risks associated with permitting, government and other approvals, exploration potential, namely the ability to find more metal than what is included in the life of mine plan, and the benefit of gold and copper price optionality. Mineral resources at the Kemess property were valued by referencing comparable transaction multiples and comparable company trading multiples to arrive at an implied value per unit of metal.

At July 2, 2015, the fair value of the Kemess assets and liabilities distributed were determined to be $60.1 million, compared with a carrying amount of $90.1 million. As a result, a $40.1 million revaluation loss (net of a tax recovery of $10.1 million) was recorded.

The distribution of assets and liabilities to AuRico Metals was completed on July 2, 2015.

After adjusting for the revaluation adjustment noted above, the major classes of assets and liabilities distributed on July 2, 2015 were as follows:



Cash and cash equivalents		$20.0
Amounts receivables	0.7
Inventories	5.4
Other current assets	1.3
Other non-current assets	60.4
Mineral property, plant and equipment	76.2
Assets distributed	$164.0

Accounts payables and accrued liabilities		$1.8
Income tax payable	0.2
Decommissioning liability	14.6
Liabilities associated with assets distributed	$16.6

Net assets distributed		$147.4

AuRico Metals granted the Company a right to earn up to a 30% interest in the Kemess East Project by spending CAD$20 million on the Kemess East Project by December 31, 2016, of which CAD$9.5 million ($7.6 million), was a committed amount, and was included in the cash and cash equivalents distributed to AuRico Metals. The committed amount must be spent by AuRico Metals as agent and on behalf of Alamos on Canadian exploration expenses. During the three and nine months ended September 30, 2015, CAD$6.2 million ($4.6 million) was incurred by AuRico Metals relating to the earn-in committed amount which was recorded in Mineral Property, Plant and Equipment.



11	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015



9.	AVAILABLE-FOR-SALE SECURITIES

As part of the Plan of Arrangement, Alamos was issued 5,767,855 common shares of AuRico Metals. During the three months ended September 30, 2015, the Company purchased an additional 8,000,000 common shares of AuRico Metals. The shares were acquired by the Company by way of a private placement at a price of CAD$0.70 per share.

As of September 30, 2015, the Company holds 13,767,855 common shares of AuRico Metals, which have fair value of $6.8 million. A mark-to-market loss for the three and nine months ended September 30, 2015 of $3.5 million was recorded in other comprehensive income.

In addition, the Company owns other investments held as available-for-sale securities with a fair value of $0.4 million. These investments had no gain or loss recorded in other comprehensive income for the three-months ended September 30, 2015.



10.	SHARE CAPITAL


a)	Authorized share capital of the Company consists of an unlimited number of fully paid Class A common shares without par value.



	Number of Shares		Amount
	(000)
Outstanding at December 31, 2014	249,649			$2,030.0
Shares issued through private placement (i)	27,853		83.3
Cancellation of private placement shares (i)	(27,853	)	(79.7		)
Shares issued through exercise of options and employment compensation plans	940		3.5
Shares issued through flow-through share financing	3,293		9.8
Shares issued associated with the merger (note 4)	252,474		722.1
Outstanding and issued at July 2, 2015	506,356		$2,769.0

Capital reorganization, cancellation of common shares (ii)	(506,356	)	(2,769.0		)
Capital reorganization, issuance of Class A common shares (ii)	255,507		2,769.0
Shares issued through exercise of options and employment compensation plans	223		0.7
Outstanding at September 30, 2015	255,730		$2,769.7

(i) Private Placement

In connection with the Plan of Arrangement, Former Alamos subscribed for approximately 27.9 million common shares of the Company on a private placement basis. The common shares were issued at a price of $2.99 per share, equal to the closing price on the NYSE on April 10, 2015. The gross proceeds of $83.3 million were paid on April 20, 2015. The shares were subsequently canceled as part of the Plan of Arrangement on July 2, 2015 (note 4). The share price at the time of cancellation was $2.86.

(ii) Capital reorganization

As part of the Plan of Arrangement all issued and outstanding common shares of the Company were exchanged for Class A common shares on July 2, 2015. The exchange ratio was 0.5046 Class A common share for each common share outstanding. Subsequent to the exchange, all common shares were cancelled and delisted from the TSX and NYSE stock exchanges. The Class A common shares of the Company are listed on the TSX and NYSE stock exchanges.

(iii) Termination of dividend reinvestment and share purchase plans

In connection with the Plan of Arrangement, the Board of Directors of Former Alamos and AuRico approved the termination of the existing dividend reinvestment and share purchase plans of Former Alamos and AuRico, respectively. During the three months ended September 30, 2015, the Board of Directors approved of a new Employee Share Purchase Plan.



12	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015


b)	Employee long-term incentive plan and share purchase plan

The Company has a long-term incentive plan under which share-based compensation, including stock options, deferred share units ("DSUs"), performance share units ("PSUs"), and restricted share units ("RSUs") may be granted to directors, officers, employees, and consultants of the Company. The incentive plan is a continuation of the incentive plan adopted by AuRico Gold Inc. in 2013 and will require approval by shareholders in 2016. The Company also has an Employee Share Purchase Plan which enables employees to purchase Class A common shares through payroll deduction. Employees can contribute up to 10% of their annual base salary, and the Company will match 75% of the employees’ contributions. The Class A common shares are issued from treasury based on the volume weighted average closing price of the last five days prior to the end of the quarter. At the option of the Company, the shares may be purchased for plan participants in the open market. The maximum number of Class A common shares that may be reserved and set aside for issuance under the long-term incentive plan is 6.5% of the Class A common shares outstanding at the time of granting the award (on a non-diluted basis) inclusive of 0.2% of the issued and outstanding shares (on a non-diluted basis) specifically allocated to the employee share purchase plan.

Long-term incentives ("LTI") of Former Alamos and AuRico employees were converted to Alamos LTI as part of the Plan of Arrangement and continue to vest in accordance with the provisions of the plans of Former Alamos and AuRico.


c)	Stock options

The following is a continuity of the changes in the number of stock options outstanding for the nine-month period ended September 30, 2015:



	Number		Weighted average exercise price ($CAD)
Outstanding at December 31, 2014	13,773,685		$6.38
Granted	—		—
Forfeited	(16,667	)	4.03
Expired	(1,232,686	)	7.46
Exercised	(215,610	)	3.73
Outstanding AuRico options, June 30, 2015	12,308,722		$6.33
Conversion factor (i)	0.5046
Outstanding Alamos options, July 2, 2015	6,210,981		$12.31
Alamos options, July 2, 2015 (ii)	4,088,700		11.91
Outstanding Alamos options, July 2, 2015	10,299,681		$12.16
Granted	—		—
Forfeited	—		—
Expired	(20,980	)	13.74
Exercised	—		—
Outstanding Alamos options, September 30, 2015	10,278,701		$12.15

(i) Conversion of AuRico options to Alamos

In connection with the Plan of Arrangement, AuRico stock options were converted to Alamos options using a conversion factor of 0.5046. In addition, the exercise price was adjusted to reflect the distribution of assets to AuRico Metals Inc. The value of the assets distributed on a per share basis was calculated to be CAD $0.23 per share. The weighted average price was adjusted from CAD $6.33 to $12.31.

From June 30, 2015 to July 2, 2015, no options were granted, forfeited, expired, or exercised.

(ii) Conversion of Former Alamos options to Alamos

In connection with the Plan of Arrangement, Former Alamos stock options were converted to Alamos options using a conversion factor of 1. In addition, the exercise price was adjusted to reflect the distribution of assets to AuRico Metals Inc. The value of the assets distributed on a per share basis was calculated to be CAD $0.23 per share. The weighted average price was adjusted from CAD $12.14 to $11.91.



13	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

From June 30, 2015 to July 2, 2015, no options were granted, forfeited, expired, or exercised.

In accordance with IFRS 2, Share-based payments, the Company modified service conditions of stock option awards belonging to employees who will not be continuing with the Company following completion of the plan of arrangement. As a result, expensing of these awards has been accelerated and the Company recognized $2.3 million in compensation expense related to these awards for the nine months ended September 30, 2015.

As at September 30, 2015, 7,285,729 stock options were exercisable. The remaining 2,992,972 outstanding stock options vest over the following three years.

Stock options outstanding and exercisable as at September 30, 2015:



	Outstanding			Exercisable
Range of exercise prices ($CAD)	Number of options	Weighted average exercise price ($CAD)	Weighted average remaining contractual life (years)	Number of options	Weighted average exercise price ($CAD)
$5.01 - $9.00	4,546,030	7.80	3.80	2,012,049	7.79
$9.01 - $13.00	148,945	12.11	0.23	148,945	12.11
$13.01 - $17.00	4,611,214	14.91	1.93	4,230,919	14.89
$17.01 - $21.00	757,552	18.68	2.43	697,780	18.72
$21.01 - $25.00	214,960	21.87	2.41	196,036	21.91
	10,278,701	$12.15	2.78	7,285,729	$13.42


d)	Other employee long-term incentive plans

The following is a continuity of the changes in the number of other LTI outstanding for the nine-month period ended September 30, 2015:



	RSU		SARS		DSU		PSU
Outstanding units at December 31, 2014	732,732		—		253,140		625,223
Granted	144,242		—		66,776		—
Dividend-equivalent units granted	7,669		—		3,154		6,574
Forfeiture	—		—		—		(49,528	)
Redeemed	(23,038	)	—		—		(60,007	)
Outstanding AuRico units, June 30, 2015	861,605		—		323,070		522,262
Conversion factor (i)	0.5046		—		0.5046		0.5046
Adjustment as a result of AuRico Metals distribution (ii)	15,739		—		5,903		9,540
Outstanding Alamos units, July 2, 2015	450,504		—		168,924		273,073
Former Alamos units, July 2, 2015 (iii)	1,117,439		2,559,094		138,862		—
Outstanding Alamos units, July 2, 2015	1,567,943		2,559,094		307,786		273,073
Granted	12,000		—		—		—
Forfeited	—		(19,999	)	—		—
Expired	—		—		—		—
Exercised	(219,284	)	—		(88,261	)	(183,405	)
Outstanding Alamos units, September 30, 2015	1,360,659		2,539,095		219,525		89,668

The settlement of LTI is either cash or equity based on the feature of the LTI. The settlement of SARs is cash, RSUs/DSUs and PSUs are both cash and equity settled depending on the whether the LTI relates to Former Alamos or AuRico.



14	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

(i) Conversion of Former AuRico LTI to New Alamos LTI

In connection with the Arrangement, AuRico LTI were converted to Alamos LTI using a conversion factor of 0.5046 units of Alamos for each AuRico unit. The settlement of LTI is either cash or equity based on the feature of the LTI.

(ii) Adjustment as a result of AuRico Metals distribution

As part of the Arrangement, the number of units were adjusted to reflect the distribution of assets to AuRico Metals Inc.

(iii) Former Alamos LTI

In connection with the Plan of Arrangement, Former Alamos units were converted to Alamos options using a conversion factor of one.

e) Loss per share

Basic earnings per share amounts are calculated by dividing earnings for the period by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated based on the weighted average number of common shares outstanding during the period, including the effects of dilutive common share equivalents. For the purposes of the earnings per share calculation, the weighted average number of common shares outstanding has been adjusted retrospectively for the effect of the capital reorganization (note 10(a)(ii)).



	For the three month periods ended						For the nine month periods ended
	2015			2014			2015			2014
Loss for the period	($33.4		)	($15.7		)	($448.4		)	($61.4		)
Weighted average number of common shares outstanding (000)	253,133			125,510			173,316			125,419
Basic loss per share for the period		($0.13	)		($0.13	)		($2.59	)		($0.49	)

Dilutive effect of potential common share equivalents	—			—			—			—

Diluted weighted average number of common shares outstanding (000)	253,133			125,510			173,316			125,419
Diluted loss per share for the period		($0.13	)		($0.13	)		($2.59	)		($0.49	)

For the periods in which the Company records a loss, diluted loss per share is calculated using the basic weighted average number of shares outstanding, as using the diluted weighted average number of shares outstanding in the calculation would be anti-dilutive.

(f) Dividends

On February 19, 2015, the Company’s Board of Directors approved a dividend of $0.023 per share, payable to shareholders of record on March 2, 2015, and paid on March 16, 2015.

On May 6, 2015, the Company’s Board of Directors approved a dividend of $0.01 per share, payable to shareholders of record on May 19, 2015, and paid on June 2, 2015.

On October 15, 2015, the Company’s Board of Directors approved a dividend of $0.01 per share, payable to shareholders on record on October 30, 2015.

(g) Share purchase warrants

As part of the Arrangement, 7.2 million share purchase warrants ("Warrants") were issued to replace Former Alamos warrants outstanding. The Warrants have an exercise price of CAD$28.46 per common share, and expire on August 30, 2018.

The Warrants are classified as a derivative liability recorded at fair value through profit or loss (“FVTPL”), due to the currency of the Warrants. The Warrants are priced in Canadian dollars, which is not the functional currency of the Company. Therefore the Warrants are fair valued using the market price with gains or losses recorded in net loss.



15	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015



11.	IMPAIRMENT

In accordance with the Company's accounting policy and applicable IFRS, goodwill is tested for impairment each year at December 31 and also when there is an indicator of impairment. Non-financial assets and cash generating units (“CGUs”) are tested for impairment or a reversal of impairment whenever there are indicators that an impairment has occurred or should be reversed.

Indicators of impairment

At June 30, 2015, management identified certain facts and circumstances indicating possible impairments including: (a) changes in the economic assumptions based on a continued depressed long term gold price outlook and a reduction of net asset value (“NAV”) multiples applied to mining properties, (b) the market capitalization of the Company continued to be significantly below the carrying value of the net assets at period end, (c) results of operations to date in 2015, and (d) the results of an independent third party review of the cost estimates included in the Young-Davidson life of mine (“LOM”) plan. As a result, an impairment assessment in accordance with IAS 36 was performed for the Young-Davidson and El Chanate CGUs.

As a result of this assessment, the Company determined that the carrying value exceeded the recoverable amount for both CGUs. The recoverable amount was determined by assessing the fair value less costs of disposal (“FVLCD”) on the estimated discounted cash flows of the mining interests.

Consequently, an impairment charge of $326.0 million was recorded relating to the Young-Davidson CGU, consisting of a reduction in goodwill allocated to the CGU of $241.7 million, reducing the goodwill allocated to the CGU to $nil, and a reduction in mineral property, plant and equipment, and intangible assets of $84.3 million. In addition, an impairment charge of $40.0 million was recorded relating to the El Chanate CGU, consisting of a reduction in mineral property, plant and equipment, and intangible assets of $40.0 million.

There were no indicators of impairment in the three months ended September 30, 2015. However, the Company wrote-off an exploration project with a carrying value of $2.5 million, as the Company determined that the project was no longer economically viable.

Key assumptions

As at June 30, 2015, the FVLCD at Young-Davidson was negatively impacted by an increase in operating and capital cost assumptions used in the LOM plan to reflect current and updated future estimated performance, a decrease in the long-term gold price assumption by $50 per ounce and a reduction in the NAV multiple by 0.05 to 1.00.

The key macro-economic assumptions and estimates used in determining the FVLCD as at June 30, 2015, were related to gold prices, discount rates, foreign exchange rates and NAV multiples. The key assumptions used in the Young-Davidson CGU impairment test in the second quarter of 2015 are summarized in the table below. No changes were made for the three months ended September 30, 2015.



Young-Davidson	June 30 2015		December 31 2014
Long-term gold price per ounce	$1,250		$1,300
Discount rate	6.00	%	5.50	%
NAV multiple	1.00		1.05
Foreign exchange rate (C$1 / US$)	$0.85		$0.85

Operating cost and capital expenditure estimates as at June 30, 2015 were based on LOM plans and are management’s best estimate. As a result of performance in 2015 and an independent third party review of costs, operating costs and capital expenditures in the LOM plan had increased from December 31, 2014 to June 30, 2015.

The FVLCD at El Chanate was negatively impacted by the decrease in the long-term gold price assumption by $50 per ounce and increased estimates of future processing costs.

The key macro-economic assumptions used in the El Chanate impairment test in the second quarter of 2015 are summarized in the table below. No changes were made for the three months ended September 30, 2015.



16	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015



El Chanate	June 30 2015		December 31 2014
Long-term gold price per ounce	$1,250		$1,300
Discount rate	6.75	%	6.75	%
NAV multiple	1.00		1.05
Foreign exchange rate (US$1 / MXN Peso)	$14.00		$14.00

Sensitivities

As the Company has written Young-Davidson and El Chanate down to its recoverable amount, any further changes in the key assumptions could give rise to an increase or decrease in the recoverable amount of the property, plant and equipment and mining interests.

Management has performed sensitivity analyses on the key assumptions in the model and noted that a 10% change for the assumption, while holding all other assumptions constant, would have the following impact on the recoverable amount (a sensitivity analysis to reduce the NAV multiple has not been performed as the multiple has already been reduced to 1.00 in the current assumptions):



Young-Davidson	Impact of 10% change on recoverable amount
Long-term gold price per ounce	$240.0
Foreign exchange rate	231.0
Discount rate	59.0
Operating costs	96.0
Capital expenditures	36.0



El Chanate	Impact of 10% change on recoverable amount
Long-term gold price per ounce	$27.0
Discount rate	2.0
Operating costs	18.0
Capital expenditures	2.0



12.	OTHER NON-CURRENT ASSETS

Other non-current assets include intangible assets, investments in an associate and joint venture, and other long-term assets.

Other non-current assets at December 31, 2014 included the Australian royalty interests at a carrying amount of $20.7 million (September 30, 2015 - nil). In accordance with the Plan of Arrangement (notes 4 and 8), the Company transferred the Australian royalties to AuRico Metals on July 2, 2015.



13.	DEBT

On March 27, 2014, the Company completed an offering of $315.0 million senior secured notes (the “secured notes”), secured by a second-ranking lien on all present and future assets, property and undertaking of the Company. These secured notes were sold at 96.524% of par, resulting in total proceeds of $304.1 million. The secured notes pay interest in semi-annual installments on April 1 and October 1 of each year, at a rate of 7.75% per annum, and mature on April 1, 2020. The Company incurred transaction costs of $7.8 million, which have been offset against the carrying amount of the secured notes and are amortized using the effective interest rate method. These notes contain transaction-based restrictive covenants that limit the Company’s ability to incur additional indebtedness in certain circumstances. There are no covenants that are based on the Company's historical financial performance.



17	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

Subsequent to April 1, 2017, the secured notes may be repurchased at 103.875% of par value

Subsequent to April 1, 2018, the secured notes may be repurchased at 101.938% of par value

Subsequent to April 1, 2019, the secured notes may be repurchased at 100% of par value

The fair value of the prepayment option embedded derivative was $5.2 million at September 30, 2015 (December 31, 2014 - $6.7 million), and was offset against the carrying amount of the secured notes.



14.	SUPPLEMENTAL CASH FLOW

Change in non-cash operating working capital:



	For the three months period ended				For the nine months period ended
	2015		2014		2015		2014
Amounts receivable	(4.5	)	0.8		(6.0	)	24.6
Inventory	(1.9	)	(3.9	)	(7.4	)	(17.8	)
Advances and prepaid expenses	1.4		0.2		(0.5	)	0.5
Accounts payable and accrued liabilities	(9.7	)	(14.9	)	9.6		(21.7	)
	(14.7	)	(17.8	)	(4.3	)	(14.4	)

Interest received	0.5		0.1		0.7		0.8
Interest paid	0.2		12.7		12.9		16.9

Other non-cash items:



	For the three months period ended				For the nine months period ended
	2015		2014		2015		2014
Net realizable value adjustment	—		4.6		8.6		4.6
Unrealized losses on derivative liabilities	4.0		—		5.0		—
Gain on termination of retained interest royalty	—		—		(5.2	)	—
Amortization of retained interest royalties	—		3.0		—		10.3
Fair value adjustment on prepayment option embedded derivative	4.1		—		1.5		—
Reduction of obligation to renounce flow-through exploration expenditures	(2.1	)	—		(4.1	)	—
Loss on modification of convertible notes	—		—		—		15.6
Unrealized gain on investments	—		—		—		(6.6	)
Income from retained interest royalty	—		—		—		(2.5	)
Reclassification of accumulated losses on available-for-sale investments	—		—		—		2.5
Other non-cash items	0.8		(4.0	)	1.8		(4.9	)
	6.8		3.6		7.6		19.0



18	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015



15.	SEGMENTED REPORTING

In determining the Company’s reportable segments, the Company considered the basis on which management, including the chief operating decision maker, reviews the financial and operational performance of the Company. The Company’s reportable operating segments are its operating mines and development projects. Corporate and other consists of the Company's corporate offices and exploration properties. The results from operations for these reportable operating segments are summarized in the following tables:



As at	September 30, 2015			December 31, 2014
	Non-current Assets	Assets	Liabilities	Non-current Assets	Assets	Liabilities
Young-Davidson	1,456.5	1,502.5	241.3	1,786.1	1,833.4	304.5
Mulatos	208.6	326.5	79.1	—	—	—
El Chanate	72.2	140.6	30.9	180.5	183.1	41.7
Turkey	147.2	148.3	6.1	—	—	—
Esperanza	70.9	81.9	21.1	—	—	—
Corporate/other	55.4	326.4	364.2	131.2	265.3	304.3
Total	$2,010.8	$2,526.2	$742.7	$2,097.8	$2,281.8	$650.5



	Three months ended			Three months ended
	September 30, 2015			September 30, 2014
	Revenues	Loss from operations		Revenues	Loss from operations
Young-Davidson	46.1	(1.8	)	52.6	(3.5	)
Mulatos	33.3	(4.8	)	—	—
El Chanate	24.2	(3.7	)	20.3	3.3
Turkey	—	(0.3	)	—	—
Esperanza	—	—		—	—
Corporate/other	—	(8.3	)	—	(6.4	)
Total	$103.6	($18.9	)	$72.9	($6.6	)



	Nine months ended			Nine months ended
	September 30, 2015			September 30, 2014
	Revenues	Loss from operations		Revenues	Loss from operations
Young-Davidson	135.9	(332.2	)	153.6	(31.6	)
Mulatos	33.3	(4.8	)	—	—
El Chanate	70.2	(39.2	)	64.2	17.3
Turkey	—	(0.3	)	—	—
Esperanza	—	—		—	—
Corporate/other	—	(60.6	)	—	(21.5	)
Total	$239.4	($437.1	)	$217.8	($35.8	)



19	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015



16.	FAIR VALUE MEASUREMENT


(a)	Fair values of financial instruments

The following table sets forth the Company’s financial assets and liabilities that are measured at fair value on a recurring basis by level within the fair value hierarchy. Levels 1 to 3 are defined based on the degree to which fair value inputs are observable or unobservable, as follows:

•Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;


•	Level 2 inputs are based on inputs which have a significant effect on fair value that are observable, either directly or indirectly from market data; and

•Level 3 inputs are unobservable (supported by little or no market activity).



	September 30, 2015				December 31, 2014
	Level 1		Level 2		Level 1	Level 2
Cash	313.6		—		89.0	—
Financial assets at fair value through profit or loss
Prepayment option embedded derivative (i)	—		5.2		—	6.7
Available-for-sale financial assets
Equity investments (ii)	7.2		—		0.2	—
Financial liabilities at fair value through profit or loss
Currency options (iii)	—		(3.8	)	—	(0.4	)
Share-purchase warrants (iv)	(0.8	)	—		—	—
	320.0		1.4		89.2	6.3

The Company does not have any financial assets or liabilities measured at fair value based on unobservable inputs (Level 3).

The fair values of financial instruments measured at amortized cost, except for the senior secured notes, as discussed below, approximate their carrying amounts at September 30, 2015.


i.	Prepayment option on embedded derivative and senior secured notes

The fair value of the senior secured notes was $273.3 million at September 30, 2015 (December 31, 2014 - $289.8 million) compared to a carrying value of $300.4 million (December 31, 2014 - $296.8 million), which includes the value of the prepayment option embedded derivative included in the table above. The fair value of the senior secured notes was determined using a market approach with reference to observable market prices for identical assets traded in an active market.


ii.	Available-for-sale securities

The Company’s available-for-sale securities are valued using quoted market prices in active markets and, as such, are classified within Level 1 of the fair value hierarchy. The fair value of available-for-sale securities is calculated as the closing market price of the equity security multiplied by the quantity of shares held by the Company.


iii.	Currency options

The fair value of option contracts is determined using a market approach with reference to observable market prices for identical assets traded in an active market, and as such, option contracts are classified within Level 2 of the fair value hierarchy. The use of reasonably possible alternative assumptions would not significantly affect the Company’s results.



20	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015

As at September 30, 2015, the Company held option contracts to protect against the risk of an increase in the value of the Canadian dollar and Mexican peso versus the US dollar. These option contracts for the purchase of local currencies and the sale of US dollars, which settle on a monthly basis, are summarized as follows:



Period Covered	Contract type	Contracts (CAD Millions)	Average Call Option Rate (USD:CAD)	Average Put Option Rate (USD:CAD)
2015	Collar	22.5	1.11	1.22
2016	Collar	67.5	1.24	1.36

Period Covered	Contract type	Contracts (MXN Millions)	Average Call Option Rate (MXN:USD)	Average Put Option Rate (MXN:USD)
2015	Collar	63.4	14.29	15.93
2016	Collar	930.0	15.83	18.32

The fair value of these contracts was $3.8 million at September 30, 2015 and recorded in accounts payable and accrued liabilities (December 31, 2014 - liability of $0.4 million). The Company made payments of $2.0 million and $2.7 million for the three and nine months ended September 30, 2015. Total realized and unrealized losses for the three and nine months ended September 30, 2015 were $4.4 million and $5.4 million, respectively.


iv.	Share purchase warrants

The Company converted the Warrants of Former Alamos as part of the Plan of Arrangement.

The Company recorded a gain of $0.4 million for the three and nine months ended September 30, 2015 (2014 - $nil) on revaluation of the Warrants.



17.	COMMITMENTS AND CONTINGENCIES


a)	Purchase Commitments

The Company has made non-cancellable commitments to acquire property, plant and equipment totaling $2.3 million at September 30, 2015 (December 31, 2014 - $9.2 million).


b)	Royalties

Production from certain concessions within the Salamandra district, including the Mulatos Mine, is subject to a production royalty payable to Royal Gold at a rate of 5% of the value of gold and silver production, less certain deductible refining and transportation costs (the "Royal Gold royalty"). Production to a maximum of two million ounces of gold is subject to the Royal Gold royalty. As at September 30, 2015, the royalty was paid or accrued on approximately 1.4 million ounces of applicable gold production. Royalty expense related to the Royal Gold royalty was $1.6 million for the three-month period ended September 30, 2015 (September 30, 2014 - $nil). In addition, royalty expense includes the 0.5% Extraordinary Mining Duty, which totaled $0.2 million for the three and nine month period ended September 30, 2015.

A third party has a 2% Net Smelter Return Royalty on production from the Company’s Ağı Dağı project. The Company has not recorded an accrual for this royalty at September 30, 2015 as the project is not in production. The Company is also subject to 2% state royalty on production in Turkey based on current gold prices, subject to certain deductions.

In addition, a third party has a 3% Net Smelter Royalty on production from the Company’s Esperanza Gold Project. The Company has not recorded an accrual for this royalty at September 30, 2015, as the project is not in production.

The Company is required to pay AuRico Metals a 1.5% net smelter royalty on production from the Young-Davidson mine effective July 2, 2015. For the three and nine months ended September 30, 2015, the Company recorded a royalty expense of $0.6 million (2014 - $nil). In addition, other royalties related to production at Young-Davidson totaled $0.5 million and $1.3 million for the three and nine months ended September 30, 2015 (For the three and nine months ended September 30, 2014 - $0.7 million and $1.0 million, respectively).



21	Alamos Gold Inc.



		THIRD QUARTER REPORT 2015


c)	Contingencies

As at September 30, 2015, the Company does not have any loss contingencies recorded related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings.



18.	SUBSEQUENT EVENT

On October 15, 2015, Alamos announced that the Company and Carlisle Goldfields Limited ("Carlisle") entered into a definitive agreement pursuant to an offer made by Alamos to acquire all issued and outstanding shares of Carlisle by way of a court-approved plan of arrangement (the "Arrangement").

Under terms of the Arrangement, Carlisle shareholders will receive:


(i)	0.0942 of an Alamos common share for each Carlisle common share held, plus


(ii)	0.0942 of a warrant to purchase Alamos common shares at an exercise price of C$10.00 with an expiration date of three years from closing.

Not including the Alamos warrant, the share consideration represents a value of C$0.60 for each Carlisle common share based on Alamos' closing price on October 14, 2015 on the Toronto Stock Exchange ("TSX"), a premium of 62% to Carlisle's closing price on October 14, 2015, and a 117% premium to its 30-day volume-weighted average price ("VWAP"). Alamos currently owns 10.9 million shares of Carlisle, representing approximately 19.9% of Carlisle's basic common shares outstanding. Excluding Alamos' existing 19.9% ownership of Carlisle, and net of Carlisle's current cash, total consideration for the acquisition is approximately $22.1 million (C$28.5 million) as of October 14, 2015.

Completion of the transaction is subject to customary conditions, including court approvals, a favourable vote of (i) a majority of the Carlisle common shares voted at a special meeting of shareholders, other than shares held by Alamos and any other interested parties in the transaction; and (ii) at least 66 2/3% of the holders of Carlisle common shares voted at a special meeting of shareholders, and the receipt of all necessary regulatory and stock exchange approvals.



19.	COMPARATIVE FIGURES

The comparative financial statements have been reclassified to conform to the current year financial statement presentation.



22	Alamos Gold Inc.

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, John A. McCluskey, the certifying officer and Chief Executive Officer of Alamos Gold Inc., certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Alamos Gold Inc. (the “issuer”) for the interim period ended September 30, 2015.

2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer and I have, as at the end of the period covered by the interim filings


a.	designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that


i.	material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and


ii.	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and


b.	designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1 Control framework: The control framework the issuer’s other certifying officer and I used to design the issuer’s ICFR is COSO (Committee of Sponsoring Organizations of the Treadway Commission) framework.

5.2 ICFR - material weakness relating to design: N/A

5.3 Limitation on scope of design: N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1, 2015 and ended on September 30, 2015 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: November 11, 2015

/s/ John A. McCluskey

--------------------------------------------

John A. McCluskey

Chief Executive Officer

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, James R. Porter, the certifying officer and Chief Financial Officer of Alamos Gold Inc., certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Alamos Gold Inc. (the “issuer”) for the interim period ended September 30, 2015.

5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer and I have, as at the end of the period covered by the interim filings


a.	designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that


i.	material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and


ii.	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and


b.	designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.2 ICFR - material weakness relating to design: N/A

5.3 Limitation on scope of design: N/A

Date: November 11, 2015

/s/ James R. Porter

------------------------------------------

James R. Porter

Chief Financial Officer

Alamos Gold (NYSE:AGI)
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