REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 18th, 2004 • Apex Silver Mines LTD • Gold and silver ores • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 15, 2004 between Apex Silver Mines Limited, a Cayman Islands company (the “Company”), and the Initial Purchasers, pursuant to the Purchase Agreement, dated October 11, 2004 (the “Purchase Agreement”), between the Company and the Initial Purchasers. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Company has agreed to provide the registration rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement.
100,000,000 4.0% Convertible Senior Subordinated Notes Due 2024* Purchase AgreementApex Silver Mines LTD • October 18th, 2004 • Gold and silver ores • New York
Apex Silver Mines Limited, a Cayman Islands company (the “Company”), proposes to issue and sell to the several parties named in Schedule I hereto (the “Initial Purchasers”), for whom you (the “Representative”) are acting as representative, $100,000,000 aggregate principal amount of its 4.0% Convertible Senior Subordinated Notes due 2024 (the “Firm Securities”). The Company also proposes to grant to the Initial Purchasers an option to purchase up to $50,000,000 additional aggregate principal amount of such Notes (the “Option Securities” and, together with the Firm Securities, the “Securities”). The Securities are convertible into ordinary shares, par value $.01 per share (the “Ordinary Shares”), of the Company. The Securities are to be issued under an indenture (the “Indenture”), dated as of the Closing Date, between the Company and The Bank of New York, as trustee (the “Trustee”). The Securities will have the benefit of a registration rights agreement (the “Registration Rights Agreemen
COLLATERAL PLEDGE AND SECURITY AGREEMENT Dated as of October 15, 2004 among APEX SILVER MINES LIMITED, as Pledgor, THE BANK OF NEW YORK as Trustee, and THE BANK OF NEW YORK as Collateral AgentCollateral Pledge and Security Agreement • October 18th, 2004 • Apex Silver Mines LTD • Gold and silver ores • New York
This Collateral Pledge and Security Agreement (as supplemented from time to time, this “Pledge Agreement”) is made and entered into as of October 15, 2004 among APEX SILVER MINES LIMITED, a Cayman Islands company (the “Pledgor”), having its principal offices at 1700 Lincoln Street, Denver, Colorado 80203, THE BANK OF NEW YORK, a New York banking corporation, having its principal corporate trust office at 101 Barclay Street, Floor 8 West, New York, New York 10286, as trustee (in such capacity, the “Trustee”) for the holders from time to time (the “Holders”) of the Notes (as defined herein) issued by the Pledgor under the Indenture referred to below, and THE BANK OF NEW YORK, as collateral agent for the Trustee and the holders from time to time of the Notes referred to below (in such capacity, the “Collateral Agent”) and securities intermediary (the “Securities Intermediary”).
APEX SILVER MINES LIMITED, as Issuer, and THE BANK OF NEW YORK, as Trustee 4.0% Convertible Senior Subordinated Notes due 2024 INDENTURE Dated as of October 15, 2004Indenture • October 18th, 2004 • Apex Silver Mines LTD • Gold and silver ores • New York
INDENTURE, dated as of October 15, 2004, between APEX SILVER MINES LIMITED, a Cayman Islands company (the “Company”), and THE BANK OF NEW YORK, as trustee (the “Trustee”).
