SHAREHOLDER RIGHTS PLAN AGREEMENT POLYMET MINING CORP. (the "Corporation") AND PACIFIC CORPORATE TRUST COMPANY (the "Rights Agent") December 4, 2003Shareholder Rights Plan Agreement • July 31st, 2006 • Polymet Mining Corp • Miscellaneous metal ores • British Columbia
NOW THEREFORE, in consideration of the premises and respective agreements set forth herein, the parties hereto agree as follows:
ContractPolymet Mining Corp • February 2nd, 2015 • Miscellaneous metal ores • New York
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY THIS SECURITY.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 18th, 2010 • Polymet Mining Corp • Miscellaneous metal ores • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of this 12th day of November, 2010, by and among POLYMET MINING CORP., a corporation incorporated under the laws of British Columbia (the “Company”), and GLENCORE AG, a corporation existing under the laws of Switzerland (“Glencore”).
AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENT POLYMET MINING CORP. (the "Corporation") AND PACIFIC CORPORATE TRUST COMPANY (the "Rights Agent")Shareholder Rights Plan Agreement • April 30th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • British Columbia
THIS AMENDED AND RESTATED AGREEMENT dated as of May 25, 2007 (amending and restating a shareholder rights plan agreement of the Corporation dated as of December 4, 2003).
AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENT POLYMET MINING CORP. (the “Corporation”) AND PACIFIC CORPORATE TRUST COMPANY (the “Rights Agent”)Shareholder Rights Plan Agreement • September 29th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • British Columbia
THIS AMENDED AND RESTATED AGREEMENT dated as of January 16, 2008 (amending and restating a shareholder rights plan agreement of the Corporation dated as of December 4, 2003 and as amended and restated May 25, 2007)
SECURITY AGREEMENTSecurity Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
This SECURITY AGREEMENT (this “Agreement”), made as of the 31st day of October, 2008, by POLY MET MINING, INC., a Minnesota corporation, having its principal place of business at 6500 Country Road 666, Hoyt Lakes, Minnesota (“Grantor”); in favour of Glencore AG, a corporation existing under the laws of Switzerland and having a place of business at Baarermattstrasse 3, CH-6341, Baar, Switzerland (“Secured Party”);
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Debt Assignment Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores
THIS WARRANT DOES NOT REQUIRE PHYSICAL SURRENDER OF THE WARRANT IN THE EVENT OF A PARTIAL EXERCISE. AS A RESULT, FOLLOWING ANY EXERCISE OF ANY PORTION OF THIS WARRANT, THE NUMBER OF SHARES OF COMMON STOCK FOR WHICH THIS WARRANT MAY BE EXERCISED MAY BE LESS THAN THE NUMBER OF SHARES SET FORTH BELOW.
PLEDGE AGREEMENTPledge Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
This PLEDGE AGREEMENT (this “Agreement”) is made as of October 31, 2008, by PolyMet Mining Corp., a corporation incorporated under the laws of British Columbia, having its principal place of business at 1177 West Hastings Street, Suite 1003, Vancouver, British Columbia, V6E 2K3 (“Pledgor”), in favour of Glencore AG, a corporation existing under the laws of Switzerland, having its principal place of business at Baarermattstrasse 3, CH-6341, Baar, Switzerland (the “Secured Party”).
AMENDMENT NO. 14 RELATING TO PURCHASE AGREEMENTRelating to Purchase Agreement • April 11th, 2013 • Polymet Mining Corp • Miscellaneous metal ores • New York
This Amendment Agreement (this "Agreement"), is made as of the 10th day of April, 2013, by and among POLYMET MINING CORP., a company existing under the laws of British Columbia (the "Company"), POLY MET MINING, INC., a corporation existing under the laws of the State of Minnesota (the "Issuer"), and GLENCORE AG, a corporation existing under the laws of Switzerland (the "Purchaser").
AMENDMENT NO. 16 RELATING TO PURCHASE AGREEMENTRelating to Purchase Agreement • February 2nd, 2015 • Polymet Mining Corp • Miscellaneous metal ores • New York
This Amendment Agreement (this "Agreement"), is made as of the 28th day of January, 2015, by and among POLYMET MINING CORP., a company existing under the laws of British Columbia (the "Company"), POLY MET MINING, INC., a corporation existing under the laws of the State of Minnesota (the "Issuer"), and GLENCORE AG, a corporation existing under the laws of Switzerland (the "Purchaser").
AMENDMENTAmendment Agreement • April 25th, 2014 • Polymet Mining Corp • Miscellaneous metal ores
This Amendment Agreement (this “Agreement”), is made as of the 25th day of April 2014, by and among POLYMET MINING CORP., a corporation existing under the laws of British Columbia (the “Company”), POLY MET MINING, INC., a corporation existing under the laws of the State of Minnesota (the “Issuer”), and GLENCORE AG, a corporation existing under the laws of Switzerland (the “Purchaser”).
AMENDMENT NO. 23 RELATING TO PURCHASE AGREEMENTRelating to Purchase Agreement • October 28th, 2016 • Polymet Mining Corp • Miscellaneous metal ores • New York
This Amendment Agreement (this "Agreement"), is made as of the 24th day of October, 2016, by and among POLYMET MINING CORP., a company existing under the laws of British Columbia (the "Company"), POLY MET MINING, INC., a corporation existing under the laws of the State of Minnesota (the "Issuer"), and GLENCORE AG, a corporation existing under the laws of Switzerland (the "Purchaser").
GLENCORE AG March 30, 2009Polymet Mining Corp • June 22nd, 2009 • Miscellaneous metal ores
INVESTOR RIGHTS AND GOVERNANCE AGREEMENT BETWEEN GLENCORE AG AND POLYMET MINING CORP. DATED AS OF FEBRUARY 14, 2023Rights and Governance Agreement • August 22nd, 2023 • Polymet Mining Corp • Metal mining • British Columbia
WHEREAS Glencore has been a significant Shareholder of the Company since November 17, 2009. Glencore has been the primary source of financing for the Company since October 31, 2008;
CONFIRMATION OF SECURED OBLIGATIONS AGREEMENTConfirmation of Secured Obligations Agreement • April 11th, 2013 • Polymet Mining Corp • Miscellaneous metal ores • New York
This CONFIRMATION OF SECURED OBLIGATIONS AGREEMENT (this “Agreement”), dated as of April 10, 2013, by Poly Met Mining, Inc., a Minnesota corporation (“PMI”); PolyMet Mining Corp., a British Columbia company (“PMC”) and Glencore AG, a Swiss corporation (“Glencore”);
PARENT GUARANTEEParent Guarantee • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
PARENT GUARANTEE, dated as of October 31st, 2008 (this “Guarantee”), made by PolyMet Mining Corp. (the “Guarantor”), in favor of the purchaser signatory (the “Purchaser”) to that certain Purchase Agreement, dated as of the date hereof, between the Guarantor, Poly Met Mining, Inc., a Minnesota corporation (the “Company”) and the Purchaser.
STANDBY PURCHASE AGREEMENT POLYMET MINING CORP. and GLENCORE AG Dated: April 10, 2013Purchase Agreement • April 10th, 2013 • Polymet Mining Corp • Miscellaneous metal ores • British Columbia
Refer to the disclosure set out at Schedule 5(K)(6) for a listing of any existing Encumbrances relating to the assets of the Company other than Permitted Encumbrances.
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Polymet Mining Corp • November 14th, 2008 • Miscellaneous metal ores
THIS WARRANT DOES NOT REQUIRE PHYSICAL SURRENDER OF THE WARRANT IN THE EVENT OF A PARTIAL EXERCISE. AS A RESULT, FOLLOWING ANY EXERCISE OF ANY PORTION OF THIS WARRANT, THE NUMBER OF SHARES OF COMMON STOCK FOR WHICH THIS WARRANT MAY BE EXERCISED MAY BE LESS THAN THE NUMBER OF SHARES SET FORTH BELOW.
AMENDMENT NO. 19 RELATING TO PURCHASE AGREEMENTRelating to Purchase Agreement • January 28th, 2016 • Polymet Mining Corp • Miscellaneous metal ores • New York
This Amendment Agreement (this "Agreement"), is made as of the 27th day of January, 2016, by and among POLYMET MINING CORP., a company existing under the laws of British Columbia (the "Company"), POLY MET MINING, INC., a corporation existing under the laws of the State of Minnesota (the "Issuer"), and GLENCORE AG, a corporation existing under the laws of Switzerland (the "Purchaser").
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 14th, 2017 • Polymet Mining Corp • Miscellaneous metal ores • Minnesota
THIS AGREEMENT made as of the 16th day of May, 2017, between POLY MET MINING, INC. a corporation duly organized and existing under the laws of the State of Minnesota, United States of America (the "Company"), POLYMET MINING CORP. a British Columbia company (the "Parent") and Patrick F. Keenan (the "Executive").
GLENCORE AG November 28, 2008Polymet Mining Corp • December 24th, 2008 • Miscellaneous metal ores
STANDBY PURCHASE AGREEMENT POLYMET MINING CORP. and GLENCORE AG Dated: February 27, 2023Purchase Agreement • February 27th, 2023 • Polymet Mining Corp • Metal mining • British Columbia
POLYMET MINING CORP., whose registered office is at 2500 - 700 West Georgia Street, Vancouver, B.C. V7Y 1B3, Canada ("PolyMet" or the "Company"); and
GLENCORE AGPolymet Mining Corp • June 22nd, 2009 • Miscellaneous metal ores
ContractPolymet Mining Corp • January 28th, 2016 • Miscellaneous metal ores • New York
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY THIS SECURITY.
PolyMet Mining Corp. 390 - 3600 Lysander Lane Richmond, BC V7B 1C3 CANADA Ladies and Gentlemen:Polymet Mining Corp • November 18th, 2010 • Miscellaneous metal ores • New York
The undersigned (the “Investor”) hereby confirms and agrees with PolyMet Mining Corp., a British Columbia company (the “Company”), as follows:
UNITED STATES SUBSCRIPTION AGREEMENTUnited States Subscription Agreement • May 31st, 2007 • Polymet Mining Corp • Miscellaneous metal ores • British Columbia
Alternate Registration Instructions for Certificates: The name and address of the person to whom the certificates representing the securities purchased hereunder (the “Certificates”) are to be registered, if other than the Purchaser:
GLENCORE AG August 31, 2009Polymet Mining Corp • September 4th, 2009 • Miscellaneous metal ores
Reference is made to the Purchase Agreement dated October 31, 2008 by and among Poly Met Mining Inc., as issuer (the “Issuer”), PolyMet Mining Corp., as parent guarantor (the “Company”), and Glencore AG, as purchaser (the “Purchaser”), as amended by letter agreement dated November 28, 2008, and as further amended by Amendment Letter No. 2, dated December 12, 2008, and as further amended by Amendment Letter No. 3, dated December 19, 2008, and as further amended by Amendment Letter No. 4, dated January 30, 2009, and as further amended by Amendment Letter No. 5, dated February 24, 2009, and as further amended by Amendment Letter No. 6, dated March 30, 2009, and as further amended by Amendment Letter No. 7, dated April 28, 2009, and as further amended by Amendment Letter No. 8, dated July 4, 2009 (as amended, supplemented or otherwise modified from time to time, the “Purchase Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Purch
CONFIRMATION OF SECURED OBLIGATIONS AGREEMENTConfirmation of Secured Obligations Agreement • February 2nd, 2015 • Polymet Mining Corp • Miscellaneous metal ores • New York
This CONFIRMATION OF SECURED OBLIGATIONS AGREEMENT (this “Agreement”), dated as of January 30, 2015, by Poly Met Mining, Inc., a Minnesota corporation (“PMI”); PolyMet Mining Corp., a British Columbia company (“PMC”) and Glencore AG, a Swiss corporation (“Glencore”).
PolyMet Mining Corp. Richmond, BC V7B 1C3 CANADA Ladies and Gentlemen:Subscription Agreement • November 15th, 2010 • Polymet Mining Corp • Miscellaneous metal ores • New York
The undersigned (the “Investor”) hereby confirms and agrees with PolyMet Mining Corp., a British Columbia company (the “Company”), as follows:
POLYMET MINING CORP. as the Corporation and COMPUTERSHARE TRUST COMPANY OF CANADA as the Warrant Agent WARRANT INDENTURE Providing for the Issue of Warrants Dated as of October 18, 2016Polymet Mining Corp • October 28th, 2016 • Miscellaneous metal ores • Ontario
SUPPORT AND VOTING AGREEMENTSupport and Voting Agreement • July 17th, 2023 • Polymet Mining Corp • Metal mining
The undersigned individual Company Securityholder (the "undersigned") understands that Glencore AG (the "Purchaser") and PolyMet Mining Corp. (the "Company") wish to enter into an arrangement agreement dated as of the date hereof (the "Arrangement Agreement") contemplating an arrangement (the "Arrangement") of the Company under Division 5 of Part 9 of the Business Corporations Act (British Columbia), the result of which shall be the acquisition by the Purchaser of all the issued and outstanding common shares of the Company (the "Common Shares"), other than the Common Shares owned by the Purchaser and its affiliates.
THIS FIRST SUPPLEMENTAL INDENTURE made as of the 28th day of October, 2016. BETWEEN: POLYMET MINING CORP, a corporation existing under the laws of British Columbia (the “Corporation”),First Supplemental Indenture • October 28th, 2016 • Polymet Mining Corp • Miscellaneous metal ores • Ontario
AMENDMENT NO. 25 RELATING TO PURCHASE AGREEMENTRelating to Purchase Agreement • March 26th, 2018 • Polymet Mining Corp • Miscellaneous metal ores • New York
This Amendment Agreement (this "Agreement"), is made as of the 23rd day of March, 2018, by and among POLYMET MINING CORP., a company existing under the laws of British Columbia (the "Company"), POLY MET MINING, INC., a corporation existing under the laws of the State of Minnesota (the "Issuer"), and GLENCORE AG, a corporation existing under the laws of Switzerland (the "Purchaser").
GLENCORE AG December 12, 2008Polymet Mining Corp • December 24th, 2008 • Miscellaneous metal ores
COMBINATION AGREEMENT AMONG POLYMET MINING CORP. POLY MET MINING, INC. TECK RESOURCES LIMITED AND TECK AMERICAN INCORPORATED MADE AS OF JULY 19, 2022Limited Liability Company Agreement • July 29th, 2022 • Polymet Mining Corp • Metal mining • British Columbia
Each of Teck US and Teck Parent represents and warrants to JVCo and PolyMet Parent, and each of Teck US and Teck Parent acknowledges that JVCo and PolyMet Parent are relying upon such representations and warranties in connection with the entering into of this Agreement:
