REGISTRATION RIGHTS AGREEMENT BETWEEN APPLIED MINERALS, INC. AND THE INVESTORS PARTY HERETO DATED DECEMBER 22, 2011Registration Rights Agreement • December 27th, 2011 • Applied Minerals, Inc. • Gold and silver ores • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of December 22, 2011, by and between Applied Minerals, Inc., a Delaware corporation (the “Company”), and Samlyn Offshore Master Fund, Ltd. and Samlyn Onshore Fund, LP (each an “Investor” and together, the “Investors”) The Company and the Investors are sometimes referred to herein collectively as the “Parties” and each of them individually, as a “Party”).
WARRANT BETWEEN APPLIED MINERALS, INC. AND SAMLYN ONSHORE FUND, LP DATED DECEMBER 22, 2011Investment Agreement • December 27th, 2011 • Applied Minerals, Inc. • Gold and silver ores • New York
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, Samlyn Onshore Fund, LP, a Delaware limited partnership (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 before 5:00 p.m. New York City time on the five year anniversary of the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Applied Minerals, Inc., a Delaware corporation (the “Company”), up to 1,925,000 shares (the “Warrant Shares”) of common stock, $.001 par value per share (the “Common Stock”), of the Company. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price (as defined in Section 1.2 of this Warrant). This Warrant is issued pursuant to the Investment Agreement, dated as of the date hereof (the “Investment Agreement”), by and between
INVESTMENT AGREEMENT BETWEEN APPLIED MINERALS, INC. AND THE INVESTORS PARTY HERETO DATED DECEMBER 22, 2011Investment Agreement • December 27th, 2011 • Applied Minerals, Inc. • Gold and silver ores • New York
This INVESTMENT AGREEMENT (this “Agreement”), dated as of this 22 day of December, 2011, is entered into by and among Applied Minerals, Inc., a Delaware corporation (the “Issuer”), and Samlyn Onshore Fund, LP, a Delaware limited partnership (“Samlyn Onshore”), and Samlyn Offshore Master Fund, Ltd., a Cayman Islands exempted company (“Samlyn Offshore,” and together with Samlyn Onshore, the “Investors”). Each of the Issuer, on the one hand, and the Investors, on the other hand, may be referred to herein individually as a “Party” or collectively as the “Parties.”
Applied Minerals, Inc. DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • December 27th, 2011 • Applied Minerals, Inc. • Gold and silver ores • New York
This DIRECTOR NOMINATION AGREEMENT (this “Agreement’) is entered into as of this 22nd of December, 2011 (the “Effective Time”), by and between Applied Minerals, Inc., a Delaware corporation (the “Company”) and Samlyn Onshore Fund, LP, a Delaware limited partnership, and Samlyn Offshore Master Fund, Ltd., a Cayman Islands exempted company (each a “Stockholder,” and together, the “Stockholders”). Each of the Company and the Stockholders may be referred to herein individually as a “Party” or collectively as the “Parties.” Unless otherwise specified herein, all of the capitalized terms used herein are defined in Section 5 hereof.
