YAMANA GOLD INC. NOTE PURCHASE AGREEMENT Dated as of June 10, 2013Note Purchase Agreement • June 21st, 2013 • Yamana Gold Inc. • Gold and silver ores • New York
REGISTRATION RIGHTS AGREEMENT dated as of August 6, 2021 between Yamana Gold Inc. the Guarantors specified herein and BOFA SECURITIES, INC. CITIGROUP GLOBAL MARKETS INC. as Representatives of the several Initial PurchasersRegistration Rights Agreement • November 12th, 2021 • Yamana Gold Inc. • Gold and silver ores • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 6, 2021, between Yamana Gold Inc., a corporation amalgamated under the laws of Canada (the “Company”), and the subsidiaries of the Company that are initially Guarantors (as defined below), on the one hand, and BofA Securities, Inc. and Citigroup Global Markets Inc., as representatives of the several Initial Purchasers (collectively, the “Initial Purchasers”) named in Schedule 1 to the Purchase Agreement (as defined below), on the other hand. Pursuant to the Purchase Agreement, the Initial Purchasers have agreed to purchase, severally and not jointly, the Company’s 2.630% Senior Notes due 2031 (the “Notes”). The Notes are fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Notes and the Guarantees are herein collectively referred to as the “Securities.”
YAMANA GOLD INC. as Borrower and THE BANK OF NOVA SCOTIA as Joint-Lead Arranger, Joint Bookrunner and Administrative Agent and THE ROYAL BANK OF SCOTLAND, N.V. (CANADA) BRANCH as Syndication Agent and RBS SECURITIES INC. as Joint Lead Arranger and...Credit Agreement • March 30th, 2012 • Yamana Gold Inc • Gold and silver ores • Ontario
AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 29, 2012 among Yamana Gold Inc., a corporation continued under the laws of Canada (the “Borrower”), the lending institutions from time to time parties hereto as Lenders (each a “Lender” and, collectively, the “Lenders”) and The Bank of Nova Scotia, as Administrative Agent;
ARRANGEMENT AGREEMENT YAMANA GOLD INC. - and - AGNICO EAGLE MINES LIMITED - and — OSISKO MINING CORPORATION April 16, 2014Arrangement Agreement • April 25th, 2014 • Yamana Gold Inc. • Gold and silver ores • Ontario
WHEREAS Yamana and Agnico Eagle (collectively, the “Purchaser Parties”) wish to enter into a transaction with Osisko providing for the sale of a part of the business of Osisko to a wholly-owned subsidiary to be incorporated (“New Osisko”) outside of the ordinary course of business of Osisko, the distribution of certain of the proceeds received by Osisko from that sale (including, without limitation, the New Osisko Shares) to Osisko Shareholders, and the acquisition by the Purchaser Parties of all of the Osisko Shares it does not currently own;
JOINT ACQUISITION AGREEMENTJoint Acquisition Agreement • April 25th, 2014 • Yamana Gold Inc. • Gold and silver ores • Ontario
THIS JOINT ACQUISITION AGREEMENT (this “Agreement”) dated as of April 16, 2014 is made by and between Agnico Eagle Mines Limited (“Agnico”) and Yamana Gold Inc. (“Yamana”, and together with Agnico, the “Investors”).
BUSINESS COMBINATION AGREEMENT between YAMANA GOLD INC., and NORTHERN ORION RESOURCES INC. Dated as of July 19, 2007Agreement • July 20th, 2007 • Yamana Gold Inc • Gold and silver ores • Ontario
As of the date of the Business Combination Agreement to which this Schedule C is attached, the following are the Northern Orion Significant Interest Companies:
LOAN AGREEMENTLoan Agreement • July 20th, 2007 • Yamana Gold Inc • Gold and silver ores • Ontario
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
YAMANA GOLD INC. as Borrower and THE BANK OF NOVA SCOTIA as Joint-Lead Arranger, Joint Bookrunner and Administrative Agent and THE ROYAL BANK OF SCOTLAND PLC, CANADA BRANCH as Syndication Agent and RBS SECURITIES INC. as Joint-Lead Arranger and Joint...Second Amending Agreement • April 4th, 2014 • Yamana Gold Inc. • Gold and silver ores • Ontario
WHEREAS the Borrower, the Lenders and the Administrative Agent entered into an amended and restated credit agreement dated as of February 29, 2012, as amended by the first amending agreement to amended and restated credit agreement dated as of February 28, 2013, pursuant to which the Lenders established a certain revolving credit facility in favour of the Borrower (the “Credit Agreement”);
Re: Voting and Support AgreementYamana Gold Inc. • October 21st, 2022 • Gold and silver ores • Ontario
The undersigned, ● (the “Holder”), understands that the Company and Gold Fields Limited (the “Acquiror”) propose to enter into an arrangement agreement dated as of the date hereof (the “Arrangement Agreement”) contemplating the acquisition by the Acquiror, indirectly through a subsidiary of the Acquiror, of all of the issued and outstanding common shares of the Company (“Yamana Shares”) pursuant to a plan of arrangement under the provisions of the Canada Business Corporations Act.
Re: Voting and Support AgreementYamana Gold Inc. • October 21st, 2022 • Gold and silver ores • Ontario
The undersigned, ● (the “Holder”), understands that the Acquiror and Yamana Gold Inc. (the “Company”) propose to enter into an arrangement agreement dated as of the date hereof (the “Arrangement Agreement”) contemplating the acquisition by the Acquiror, indirectly through a subsidiary of the Acquiror, of all of the issued and outstanding common shares of the Company (“Yamana Shares”) pursuant to a plan of arrangement under the provisions of the Canada Business Corporations Act.
U.S.$200,000,000 REVOLVING CREDIT FACILITY AGREEMENTRevolving Credit Facility Agreement • July 20th, 2007 • Yamana Gold Inc • Gold and silver ores • Ontario
THIS REVOLVING CREDIT FACILITY AGREEMENT, dated 15 December 2006 (as amended, modified or supplemented in accordance with the terms hereof, this “Agreement”), between:
GOLD FIELDS LIMITED AND YAMANA GOLD INC. ARRANGEMENT AGREEMENT May 31, 2022Arrangement Agreement • October 21st, 2022 • Yamana Gold Inc. • Gold and silver ores • Ontario
STRICTLY PRIVATE AND CONFIDENTIAL June 27, 2007Strictly Private and Confidential • July 6th, 2007 • Yamana Gold Inc • Gold and silver ores
This letter is to set out our agreement with respect to the proposed acquisition of all of the issued and outstanding securities of Northern Orion Resources Inc. (“Northern Orion”) by Yamana Gold Inc. (“Yamana”) pursuant to a transaction (the “Transaction”) whereby the holders of common shares of Northern Orion will receive common shares of Yamana on the basis of 0.543 of a common share of Yamana (the “Exchange Ratio”), or the Exchange Ratio and nominal cash consideration, for each one common share of Northern Orion. While we anticipate that the Transaction will be structured as a statutory plan of arrangement of Northern Orion, the steps in the plan of arrangement will be mutually determined by Yamana and Northern Orion based on tax, securities and corporate law and other considerations. The parties may consider an alternative form of transaction provided there are no material adverse tax or other consequences to Yamana, Northern Orion or shareholders of Northern Orion. Yamana intends
YAMANA GOLD INC.Guarantee Agreement • March 30th, 2012 • Yamana Gold Inc • Gold and silver ores • New York
YAMANA GOLD INC., a corporation organized under the laws of Canada (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each a “Purchaser” and collectively the “Purchasers”) as follows:
SUPPORT AGREEMENT between YAMANA GOLD INC. – and – MERIDIAN GOLD INC. September 24, 2007Agreement • September 24th, 2007 • Yamana Gold Inc • Gold and silver ores • Ontario
result in the imposition of any Encumbrance or Encumbrances upon any assets of Meridian or any Meridian Subsidiary or Meridian material joint venture, except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect with respect to Meridian.
SECOND AMENDING AGREEMENT TO CREDIT AGREEMENTSecond Amending Agreement • January 20th, 2009 • Yamana Gold Inc • Gold and silver ores • Ontario
WHEREAS the Borrower, the Lenders and the Administrative Agent entered into a credit agreement dated September 10, 2007, as amended by a first amending agreement dated as of December 3, 2007 (collectively, the “Credit Agreement”);
SUBSCRIPTION AGREEMENT (Canadian and other Non-United States Subscribers)Subscription Agreement • July 18th, 2006 • Yamana Gold Inc • Gold and silver ores • Ontario
Issued Securities: Subscription Receipts, each exercisable to acquire, for no additional consideration, one unit (a “Unit”) comprised of one common share of the Company (a “Common Share”) and one-half of one common share purchase warrant of the Company (each whole common share purchase warrant, a Warrant”), subject to adjustment in certain events.
NOTE PURCHASE AGREEMENTYamana Gold • December 31st, 2009 • Yamana Gold Inc • Gold and silver ores • New York
YAMANA GOLD INC., a corporation organized under the laws of Canada (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each a “Purchaser” and collectively the “Purchasers”) as follows:
LA LIBERTAD SHARE PURCHASE AGREEMENTLa Libertad Share Purchase Agreement • July 18th, 2006 • Yamana Gold Inc • Gold and silver ores • Ontario
IN CONSIDERATION of the premises and the mutual agreements in this Agreement, and of other consideration (the receipt and sufficiency of which are acknowledged by each Party), the Parties agree as follows:
SUPPORT AGREEMENT THIS SUPPORT AGREEMENT made the 16th day of August, 2006,Support Agreement • August 28th, 2006 • Yamana Gold Inc • Gold and silver ores • Ontario
WHEREAS Yamana desires to acquire all of the common shares (the “Common Shares”) of Viceroy not currently owned by it and is prepared to make an offer to acquire such Common Shares;
YAMANA GOLD INC. as Borrower and SCOTIA CAPITAL as Lead Arranger and Joint Book Runner and THE BANK OF NOVA SCOTIA as Administrative Agent and ABN AMRO BANK N.V. as Lead Arranger, Joint Book Runner and Syndication Agent and THE BANK OF NOVA SCOTIA and...Credit Agreement • October 18th, 2007 • Yamana Gold Inc • Gold and silver ores • Ontario
CREDIT AGREEMENT dated as of September 10, 2007 among Yamana Gold Inc., a corporation continued under the laws of Canada (the “Borrower”), the lending institutions from time to time parties hereto as Lenders (each a “Lender” and, collectively, the “Lenders”) and The Bank of Nova Scotia, as Administrative Agent;
CERRO QUEMA SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 18th, 2006 • Yamana Gold Inc • Gold and silver ores • Ontario
IN CONSIDERATION of the premises and the mutual agreements in this Agreement, and of other consideration (the receipt and sufficiency of which are acknowledged by each Party), the Parties agree as follows:
LOCK-UP AGREEMENTAgreement • September 8th, 2006 • Yamana Gold Inc • Gold and silver ores • Ontario
WHEREAS the Seller is the registered and/or direct or indirect beneficial owner of the issued and Viceroy Shares (as defined herein) of Viceroy Exploration Ltd. ("Viceroy") set forth opposite the Seller's name in Schedule A to this Agreement;
YAMANA LETTERHEAD]Yamana Gold Inc • October 10th, 2007 • Gold and silver ores
This letter is to confirm in writing our agreement to amend the support agreement between Yamana Gold Inc. ("Yamana") and Meridian Gold Inc. ("Meridian") dated September 24, 2007 (the "Support Agreement").
YAMANA GOLD INC. as Borrower and THE BANK OF NOVA SCOTIA as Joint-Lead Arranger, Joint Bookrunner and Administrative Agent and THE ROYAL BANK OF SCOTLAND N.V., (CANADA) BRANCH as Syndication Agent and RBS SECURITIES INC. as Joint-Lead Arranger and...First Amending Agreement • March 13th, 2013 • Yamana Gold Inc. • Gold and silver ores • Ontario
WHEREAS the Borrower, the Lenders and the Administrative Agent entered into an amended and restated credit agreement dated as of February 29, 2012 pursuant to which the Lenders established a certain revolving credit facility in favour of the Borrower (the “Credit Agreement”);
STRICTLY PRIVATE AND CONFIDENTIAL July 13, 2007 Northern Orion Resources Inc. 1075 West Georgia Street, Ste. 250 Vancouver, B.C. V6C 3C9 Attention: David Cohen, President and Chief Executive Officer Dear Mr. Cohen:Strictly Private and Confidential • July 19th, 2007 • Yamana Gold Inc • Gold and silver ores
This letter is to confirm in writing our agreement to amend the binding letter agreement between Yamana Gold Inc. and Northern Orion Resources Inc. dated June 27, 2007 (the “Letter Agreement”) as follows:
ARRANGEMENT AGREEMENT between YAMANA GOLD INC. and OSISKO MINING CORPORATION Dated April 2, 2014Arrangement Agreement • April 11th, 2014 • Yamana Gold Inc. • Gold and silver ores • Ontario
WHEREAS the Corporation is a mining company that operates the 100% owned Canadian Malartic Gold Mine in Malartic, Quebec and is pursuing exploration on a number of properties in Ontario and Mexico;
