Common use of Subsequent Acquisition Transaction Clause in Contracts

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, excluding Common Shares held by or on behalf of Offeror or an “affiliate” (as such term is defined in the BCBCA) of Offeror at the date of the Offer, Offeror may, to the extent possible, acquire (a “Compulsory Acquisition”) the remainder of the Common Shares from those Shareholders who have not accepted the Offer pursuant to section 300 of the BCBCA. If that statutory right of acquisition is not available or Offeror chooses not to avail itself of such statutory right of acquisition, Offeror will use its commercially reasonable efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer, provided that the consideration per Common Share offered in connection with such other means of acquiring such Common Shares shall be at least equivalent in value to the consideration per Common Share offered under the Offer. If Offeror takes up and pays for Common Shares under the Offer in such number as satisfy the original Minimum Tender Condition, Miramar will assist Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Miramar, Offeror or an affiliate of the Offeror that Offeror may, in its sole discretion, undertake to pursue (a “Subsequent Acquisition Transaction”) to acquire the remaining Common Shares, provided that the consideration per Common Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to the consideration per Common Share offered under the Offer.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, excluding Common Shares held by or on behalf of Offeror or an “"associate" or "affiliate” " (as such term is those terms are defined in the BCBCACBCA) of Offeror at the date of the Offer, Offeror mayshall, to the extent possible, acquire (a “"Compulsory Acquisition”") the remainder of the Common Shares from those Shareholders who have not accepted the Offer pursuant to section 300 206 of the BCBCACBCA. If that statutory right of acquisition is not available or Offeror chooses not to avail itself of such statutory right of acquisition, Offeror will use its commercially reasonable efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer, provided that the consideration per Common Share offered in connection with such other means of acquiring such Common Shares shall be at least equivalent in value to the consideration per Common Share offered under the Offer. If Offeror takes up and pays for Common Shares under the Offer in such number representing at least a simple majority of the outstanding Common Shares (calculated on a fully-diluted basis as satisfy at the original Minimum Tender ConditionExpiry Time) Offeror will use reasonable efforts, Miramar and Alcan will assist Offeror Offeror, in connection with any proposed order to acquire sufficient Common Shares to successfully complete an amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving MiramarAlcan, Rio Tinto, Offeror or an affiliate one or more Rio Tinto Subsidiaries or Subsidiaries of the Offeror that Offeror may, in its sole discretion, undertake to pursue (a “"Subsequent Acquisition Transaction”") and, for greater certainty, when Offeror has acquired sufficient Common Shares to do so, it shall complete a Subsequent Acquisition Transaction to acquire the remaining Common Shares, provided that the consideration per Common Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to shall be not less than the consideration per Common Share offered under the Offer.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, If the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, excluding Common Shares held by or on behalf of Offeror or an “affiliate” (as such term is defined in the BCBCACBCA and, for the avoidance of doubt, excluding the Company and its Subsidiaries) of Offeror at the date of the Offer, and Offeror mayhas taken up and paid for such Common Shares, Offeror shall use commercially reasonable best efforts to the extent possible, acquire (a “Compulsory Acquisition”) the remainder of the as soon as reasonably practicable all Common Shares from those Shareholders who have not accepted tendered to the Offer pursuant to section 300 Section 206 of the BCBCACBCA. If that statutory right of acquisition is not available or Offeror chooses not to avail itself of such statutory right of acquisitionavailable, Offeror will shall use its commercially reasonable best efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer, including an amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving the Company, Offeror or an affiliate of the Offeror (a “Subsequent Acquisition Transaction”), provided that the consideration per Common Share offered in connection with such other means of acquiring such Common Shares shall be at least equivalent in value to to, and in the same form as, the consideration per Common Share offered under the Offer. If Offeror takes up and pays for Common Shares under the Offer in such number as satisfy Offer, the original Minimum Tender Condition, Miramar Company will use commercially reasonable best efforts to assist Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Miramar, Offeror or an affiliate of the Offeror that Offeror may, in its sole discretion, undertake to pursue (a “Subsequent Acquisition Transaction”) to acquire the remaining Common Shares, provided that the consideration per Common Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to the consideration per Common Share offered under the Offer.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, If the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, excluding Common Time and Yamana accepts Shares held by or on behalf of Offeror or an “affiliate” (as deposited for purchase and pays for such term is defined in the BCBCA) of Offeror at the date of Shares pursuant to the Offer, Offeror mayYamana shall, to the extent possible, acquire (a “Compulsory Acquisition”) the remainder of the Common Shares from those Shareholders who have not accepted the Offer pursuant to section 300 Section 206 of the BCBCACBCA as soon as reasonably possible. If that statutory right of acquisition is not available or Offeror Yamana chooses not to avail itself of such statutory right of acquisition, Offeror Yamana will use its commercially reasonable efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer, provided that the consideration per Common Share offered in connection with such other means Offer as promptly as possible by way of acquiring such Common Shares shall be at least equivalent in value to the consideration per Common Share offered under the Offer. If Offeror takes up and pays for Common Shares under the Offer in such number as satisfy the original Minimum Tender Condition, Miramar will assist Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Miramar, Offeror Meridian and Yamana or an affiliate of the Offeror a Yamana Subsidiary that Offeror Yamana may, in its sole discretion, undertake to pursue (a “Subsequent Acquisition Transaction”) to acquire the remaining Common Shares), provided that the consideration per Common Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to the consideration per Share offered under the Offer and further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Yamana Common Share shall be deemed to be at least equivalent in value to each Yamana Common Share offered under the Offer. Meridian agrees that, in the event Yamana takes up and pays for Shares under the Offer representing at least a simple majority of the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time), it will assist Yamana in connection with any proposed Subsequent Acquisition Transaction.

Subsequent Acquisition Transaction. If, within 120 days after the date of the Offer, If the Offer has been accepted by holders of not less than 90% of the outstanding Common Shares as at the Expiry Time, excluding Common Time and Yamana accepts Shares held by or on behalf of Offeror or an “affiliate” (as deposited for purchase and pays for such term is defined in the BCBCA) of Offeror at the date of Shares pursuant to the Offer, Offeror mayYamana shall, to the extent possible, acquire (a “"Compulsory Acquisition”") the remainder of the Common Shares from those Shareholders who have not accepted the Offer pursuant to section 300 Section 206 of the BCBCACBCA as soon as reasonably possible. If that statutory right of acquisition is not available or Offeror Yamana chooses not to avail itself of such statutory right of acquisition, Offeror Yamana will use its commercially reasonable efforts to pursue other means of acquiring the remaining Common Shares not tendered to the Offer, provided that the consideration per Common Share offered in connection with such other means Offer as promptly as possible by way of acquiring such Common Shares shall be at least equivalent in value to the consideration per Common Share offered under the Offer. If Offeror takes up and pays for Common Shares under the Offer in such number as satisfy the original Minimum Tender Condition, Miramar will assist Offeror in connection with any proposed amalgamation, statutory arrangement, amendment to articles, consolidation, capital reorganization or other transaction involving Miramar, Offeror Meridian and Yamana or an affiliate of the Offeror a Yamana Subsidiary that Offeror Yamana may, in its sole discretion, undertake to pursue (a “"Subsequent Acquisition Transaction”) to acquire the remaining Common Shares"), provided that the consideration per Common Share offered in connection with the Subsequent Acquisition Transaction is at least equivalent in value to the consideration per Share offered under the Offer and further provided that for this purpose, in calculating the value of the consideration offered in any Subsequent Acquisition Transaction, each Yamana Common Share shall be deemed to be at least equivalent in value to each Yamana Common Share offered under the Offer.. Meridian agrees that, in the event Yamana takes up and pays for Shares under the Offer representing at least a simple majority of the outstanding Shares (calculated on a fully diluted basis as at the Expiry Time), it will assist Yamana in connection with any proposed Subsequent Acquisition Transaction. ARTICLE 3