AVINO SILVER & GOLD MINES LTD. Common Shares (no par value) Amended and Restated Controlled Equity OfferingSM Sales AgreementSales Agreement • March 22nd, 2019 • Avino Silver & Gold Mines LTD • Metal mining • New York
Reference is made to the Amended and Restated Controlled Equity OfferingSM Sales Agreement, dated as of August 4, 2017 (the “Original Agreement”), by and between Avino Silver & Gold Mines Ltd. (the “Company”), a company continued under the Business Corporations Act (British Columbia) (the “BCBCA”), and Cantor Fitzgerald & Co. (the “Agent”), pursuant to which the Company proposed to issue and sell through the Agent, from time to time during the term of the Original Agreement, on the terms and subject to the conditions set forth in the Original Agreement, common shares of the Company, no par value per share (“Common Stock”). The Company and the Agent wish to amend and restate the Original Agreement in its entirety as provided hereby.
SHAREHOLDER RIGHTS PLAN AGREEMENTShareholder Rights Plan Agreement • May 14th, 2013 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
Page ARTICLE 1. - INTERPRETATION 2 1.1 Definitions 2 1.2 Currency 13 1.3 Headings and References 13 1.4 Calculation of Number and Percentage of Beneficial Ownership of Outstanding Voting Shares 13 1.5 Acting Jointly or in Concert 13 ARTICLE 2. - THE RIGHTS 13 2.1 Legend on Common Share Certificates 13 2.2 Initial Exercise Price; Exercise of Rights; Detachment of Rights 14 2.3 Adjustments to Exercise Price; Number of Rights 17 2.4 Date on Which Exercise is Effective 21 2.5 Execution, Authentication, Delivery and Dating of Rights Certificates 21 2.6 Registration, Transfer and Exchange 21 2.7 Mutilated, Destroyed, Lost and Stolen Rights Certificates 22 2.8 Persons Deemed Owners of Rights 23 2.9 Delivery and Cancellation of Certificates 23 2.10 Agreement of Rights Holders 23 2.11 Rights Certificate Holder Not Deemed a Shareholder 24 ARTICLE 3. - ADJUSTMENTS TO THE RIGHTS 24 3.1 Flip-in Event 24 3.2 Exchange Option 25 3.3 Fiduciary Duties of the Board of Directors 26 ARTICLE 4. - THE RIGHTS
UNDERWRITING AGREEMENTUnderwriting Agreement • November 23rd, 2016 • Avino Silver & Gold Mines LTD • Metal mining • Ontario
Cantor Fitzgerald Canada Corporation, as sole bookrunner (“CFCC”), together with Rodman & Renshaw, a unit of H.C. Wainwright & Co., LLC, as lead manager (“HCW”, and together with CFCC, the “Co-Lead Underwriters”), Euro Pacific Capital, Inc., Roth Capital Partners, LLC, Echelon Wealth Partners Inc. and Haywood Securities Inc., acting as co-managers (collectively with the Co-Lead Underwriters, the “Underwriters”), understand that, subject to the terms and conditions stated herein, Avino Silver& Gold Mines Ltd., a company existing under the Business Corporations Act (British Columbia) (the “Company”), proposes to issue and sell to the Underwriters an aggregate of 6,370,000 units (the “FirmUnits”), each Firm Unit consisting of one common share in the capital of the Company (each a “Unit Share” and collectively, the “Unit Shares”) and one-half common share purchase warrant in the capital of the Company (each a “Warrant” and collectively, the “Warrants”), with each whole Warrant entitling th
COMMON SHARE PURCHASE WARRANTCommon Share Purchase • September 21st, 2018 • Avino Silver & Gold Mines LTD • Metal mining • New York
THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________ (the “Termination Date”) but not thereafter, to subscribe for and purchase from Avino Silver & Gold Mines Ltd., a company amalgamated under the laws of the Province of British Columbia, Canada (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Shares. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 10th, 2016 • Avino Silver & Gold Mines LTD • Metal mining • Florida
AVINO SILVER & GOLD MINES LTD. Common Shares (no par value) SALES AGREEMENTSales Agreement • January 13th, 2021 • Avino Silver & Gold Mines LTD • Metal mining • New York
Avino Silver & Gold Mines Ltd. (the “Company”), a company amalgamated under the Business Corporations Act (British Columbia) (the “BCBCA”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co., H.C. Wainwright & Co., LLC, Roth Capital Partners, LLC and A.G.P./Alliance Global Partners (collectively, the “Agents” and each individually an “Agent”), as follows:
UNDERWRITING AGREEMENT 6,239,867 SHARES OF COMMON SHARES AND 6,239,867 WARRANTS OF AVINO SILVER & GOLD MINES LTD.Underwriting Agreement • March 22nd, 2019 • Avino Silver & Gold Mines LTD • Metal mining • New York
The undersigned, Avino Silver & Gold Mines Ltd., a company amalgamated under the laws of the Province of British Columbia, Canada (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which H.C. Wainwright & Co., LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
T 604.682.3701 Suite 900, 570 Granville Street ir@avino.com F 604.682.3600 Vancouver, BC V6C 3P1 www.avino.comConsulting Agreement • April 3rd, 2018 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
Re: Amendment to Consulting Agreement between Avino Silver & Gold Mines Ltd. (the “Company”) and Intermark Capital Corp. (the “Consultant”) dated January 1, 2016 (the “Contract”)
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • March 18th, 2021 • Avino Silver & Gold Mines LTD • Metal mining
AVINO SILVER & GOLD MINES LTD., a company duly incorporated pursuant to the laws of the Province of British Columbia and having its head office at Suite 900 – 570 Granville Street, Vancouver, British Columbia V6C 3P1
AVINO SILVER & GOLD MINES LTD. Common Shares (no par value) Amended and Restated Controlled Equity OfferingSM Sales AgreementSales Agreement • August 4th, 2017 • Avino Silver & Gold Mines LTD • Metal mining • New York
Reference is made to the Controlled Equity OfferingSM Sales Agreement, dated as of December 31, 2013 (the “Original Agreement”), by and between Avino Silver & Gold Mines Ltd. (the “Company”), a company continued under the Business Corporations Act (British Columbia) (the “BCBCA”), and Cantor Fitzgerald & Co. (the “Agent”), pursuant to which the Company proposed to issue and sell through the Agent, from time to time during the term of the Original Agreement, on the terms and subject to the conditions set forth in the Original Agreement, common shares of the Company, no par value per share (“Common Shares”). The Company and the Agent wish to amend and restate the Original Agreement in its entirety as provided hereby.
SHARE PURCHASE AGREEMENT by and among COEUR MINING, INC., COEUR LA PRECIOSA SILVER CORP., as the LP Sellers, PROYECTOS MINEROS LA PRECIOSA S.A. DE C.V., as La Preciosa, Coeur Explorations, Inc., as the C Seller, Cervantes, LLC, as Cervantes, LA...Share Purchase Agreement • March 25th, 2022 • Avino Silver & Gold Mines LTD • Metal mining • Delaware
SHARE PURCHASE AGREEMENT, dated as of October 27, 2021 (this “Agreement”), by and among Coeur Mining, Inc., a Delaware corporation (“Coeur Mining”), Coeur La Preciosa Silver Corp., a British Columbia company (“CLPS” and together with Coeur Mining, the “LP Sellers”), Proyectos Mineros La Preciosa S.A. de C.V., a Mexican sociedad anónima de capital variable (“La Preciosa”), Coeur Explorations, Inc., an Idaho corporation (“C Seller” and together with the LP Sellers, the “Sellers”), Cervantes, LLC, a Delaware limited liability company (“Cervantes” and together with La Preciosa, the “Acquired Companies”), La Preciosa Silver & Gold Mines Ltd., a British Columbia company (“Buyer 1”), La Luna Silver & Gold Mines Ltd., a British Columbia company (“Buyer 2”) and Avino Silver & Gold Mines Ltd., a British Columbia company (“ASM Parent” and, together with Buyer 1 and Buyer 2, the “Buyer Parties”).
FIRST AMENDING AGREEMENT TO ARRANGEMENT AGREEMENTFirst Amending Agreement • September 2nd, 2014 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
WHEREAS the parties have entered into an arrangement agreement dated July 31, 2014 (the “Arrangement Agreement”) for a corporate arrangement under the Business Corporations Act (British Columbia) (the “Arrangement”), including a plan of arrangement (the “Plan of Arrangement”), as more particularly set out in Schedule A thereto;
AVINO SILVER & GOLD MINES LTD.Investor Relations Agreement • October 10th, 2006 • Avino Silver & Gold Mines LTD • Metal mining
Avino Silver & Gold Mines Ltd. (the “Company”) has renewed a 12 month Investor Relations Agreement with Investor Relations Services Group John Mullen & Partners (“IRS”) to provide investor relations services in Europe. In consideration for the services rendered, the Company has agreed to pay IRS fees totalling $24,000 plus expenses.
SUBSCRIPTION AGREEMENTSubscription Agreement • February 21st, 2014 • Avino Silver & Gold Mines LTD • Metal mining • New York
The restrictions contained in the preceding paragraph shall not apply to (a) the Units to be sold in this Offering; (b) the issuance by the Company of Common Shares upon the exercise of an option or warrant outstanding on the date hereof; or (c) the issuance of options by the Company to directors, employees or consultants in the normal course of business pursuant to the Company’s existing stock option plan.
SUBSCRIPTION AGREEMENTSubscription Agreement • March 10th, 2016 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
The undersigned (the "Investor") hereby confirms its agreement with Avino Silver & Gold Mines Ltd., a company formed under the laws of British Columbia, Canada (the "Company"), as follows:
LOAN AGREEMENTLoan Agreement • September 5th, 2014 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
WHEREAS the Lender has agreed to initially lend to the Borrower the aggregate sum of CAD$500,000 (the “Initial Advance”), on the terms and subject to the conditions of this Agreement.
AGENCY AGREEMENTAgency Agreement • March 22nd, 2019 • Avino Silver & Gold Mines LTD • Metal mining • Ontario
The undersigned, Cantor Fitzgerald Canada Corporation (“Cantor Fitzgerald” or the “Agent”) understands that Avino Silver & Gold Mines Ltd. (the “Company”) proposes to issue on a “best efforts” private placement basis at the Closing Time (as defined herein), 2,500,000 common shares in the capital of the Company to be issued as “flow-through shares” (the “Offered Shares”) within the meaning of the Tax Act (as hereinafter defined) at a purchase price of $2.00 per Offered Share, for aggregate gross proceeds of up to $5,000,000. The offering by the Corporation of the Offered Shares is referred to in this Agreement as the “Offering”.
UNDERWRITING AGREEMENTUnderwriting Agreement • August 1st, 2019 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
Cantor Fitzgerald Canada Corporation (“CFCC” or the “Underwriter”), as sole bookrunning manager and sole underwriter, hereby offers to purchase from Avino Silver & Gold Mines Ltd. (the “Company”), and the Company hereby agrees to issue and sell to the Underwriter, upon and subject to the terms hereof, an aggregate of: (i) 4,706,000 common shares of the Company (the “Firm Shares”) at a price of C$0.85 per Firm Share (the “CS Offering Price”) on an underwritten basis (the “CS Offering”), and (ii) 2,020,400 common shares of the Company that qualify as “flow-through shares” as defined in subsection 66(15) of the Tax Act (as defined herein) (the “Flow-Through Shares”) at a price of C$0.99 per Flow-Through Share (the “FT Offering Price”) on an underwritten basis (the “FT Offering”, and together with the CS Offering, the “Offering”), for an aggregate purchase price of C$6,000,296.
Adhesion Contract Registry No.: 0928426-002689/04-14215-1111 4336FFFinance Lease Agreement • May 14th, 2013 • Avino Silver & Gold Mines LTD • Metal mining
FINANCE LEASE AGREEMENT ENTERED INTO BY AND BETWEEN: (I) CATERPILLAR CRÉDITO, S.A. DE C.V., SOCIEDAD FINANCIERA DE OBJETO MÚLTIPLE, E.N.R., HEREINAFTER CALLED “CATERPILLAR”; (II) THE PERSON(S) WHOSE NAME(S) APPEAR IN SUBPART (2) OF THE PREAMBLE OF THIS AGREEMENT, HEREINAFTER CALLED "LESSEE"; AND (III) THE PERSON(S) WHOSE NAME(S) APPEAR IN SUBPART (3) OF THE PREAMBLE OF THIS AGREEMENT, HEREINAFTER CALLED "JOINT OBLIGOR," PURSUANT TO THE FOLLOWING RECITALS AND CLAUSES:
NEW 20 YEAR ROYALTY AGREEMENT COMPLETED TO REOPEN AVINO MAIN MINERoyalty Agreement • February 29th, 2012 • Avino Silver & Gold Mines LTD • Metal mining
Avino Silver & Gold Mines Ltd. (“Avino” or “The Company”) is pleased to announce that its wholly-owned Mexican subsidiary has entered into a new agreement with Minerales de Avino, S.A. de C.V. (“Minerales”) whereby Minerales has indirectly granted to the Company the exclusive right to explore and mine the La Platosa property known as the “ET zone”.
AVINO SILVER & GOLD MINES LTD.Investor Relations Agreement • September 28th, 2005 • Avino Silver & Gold Mines LTD • Metal mining
Avino Silver & Gold Mines Ltd. (the “Company”) has entered into a 12 month Investor Relations Agreement with Investor Relations Services Group John Mullen & Partners (“IRS”) to provide investor relations services in Europe. In consideration for the services rendered, the Company has agreed to pay IRS fees totalling $18,000 plus expenses.
OPTION PURCHASE AND ASSIGNMENT AGREEMENTOption Purchase and Assignment Agreement • May 14th, 2013 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
OPTION AGREEMENT BETWEEN AVARON MINING CORP. AND AVINO SILVER & GOLD MINES LTD. DATED the 3rd day of January, 2012Option Agreement • May 14th, 2013 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
AVINO SILVER & GOLD MINES LTD., a company incorporated under the laws of British Columbia, having an office at #900, 570 Granville Street, Vancouver, British Columbia, Canada V6C 3P1
OPTION TO JOINT VENTURE AGREEMENTJoint Venture Agreement • May 14th, 2013 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 1st, 2014 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
AVINO SILVER & GOLD MINES LTD., a body corporate incorporated under the laws of British Columbia, having an address at Suite 900, 570 Granville Street, Vancouver, British Columbia, V6C 3P1
CONSULTING AGREEMENTConsulting Agreement • May 14th, 2013 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
AVINO SILVER & GOLD MINES LTD., a company duly incorporated pursuant to the laws of the Province of British Columbia and having its head office at Suite 900 – 570 Granville Street, Vancouver, British Columbia V6C 3P1
ARRANGEMENT AGREEMENTArrangement Agreement • August 6th, 2014 • Avino Silver & Gold Mines LTD • Metal mining • British Columbia
Page ARTICLE 1. DEFINITIONS AND INTERPRETATION 3 ARTICLE 2. THE ARRANGEMENT 10 ARTICLE 3. COVENANTS 12 ARTICLE 4. REPRESENTATIONS AND WARRANTIES 17 ARTICLE 5. CONDITIONS 24 ARTICLE 6. GENERAL MATTERS 27
TALISKER RESOURCES LTD. AND AVINO SILVER & GOLD MINES LTD. AND BRALORNE GOLD MINES LTD. SHARE PURCHASE AGREEMENT November 21, 2019Share Purchase Agreement • March 25th, 2020 • Avino Silver & Gold Mines LTD • Metal mining • Ontario
AVINO SILVER & GOLD MINES LTD. Common Shares (no par value) SALES AGREEMENTSales Agreement • June 21st, 2023 • Avino Silver & Gold Mines LTD • Metal mining
Avino Silver & Gold Mines Ltd. (the “Company”), a company amalgamated under the Business Corporations Act (British Columbia) (the “BCBCA”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co., H.C. Wainwright & Co., LLC, Roth Capital Partners, LLC and A.G.P./Alliance Global Partners (collectively, the “Agents” and each individually an “Agent”), as follows:
AVINO SILVER & GOLD MINES LTD. WARRANT TO PURCHASE COMMON SHARESAvino Silver & Gold Mines LTD • February 21st, 2014 • Metal mining • Florida
