REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 22nd, 2023 • Metals Acquisition LTD • Metal mining • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 15, 2023, is made and entered into by and among Metals Acquisition Limited, a public company with limited liability incorporated under the laws of Jersey, Channel Islands (the “Company”), Green Mountain Metals LLC, a Cayman Islands limited liability company (the “Sponsor”) and each of the undersigned parties listed on the signature pages hereto under “Holders” (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”). Capitalized terms used but not otherwise defined in this Agreement shall have the meaning ascribed to such terms in the Purchase Agreement (as defined below).
CERTAIN CONFIDENTIAL INFORMATION (MARKED BY BRACKETS AS “[***]”) HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.Metals Acquisition LTD • June 22nd, 2023 • Metal mining
Dated 22 May 2023 Metals Acquisition Limited and Metals Acquisition Corp. MERGER AGREEMENT AND PLAN OF MERGERMerger Agreement • June 22nd, 2023 • Metals Acquisition LTD • Metal mining
A The Surviving Company and the Merging Company wish to effect a merger between them pursuant to Part 18B of the Law and Part XVI of the Companies Act (the Merger) so that the Surviving Company continues as the survivor body.
WARRANT AGREEMENTWarrant Agreement • June 22nd, 2023 • Metals Acquisition LTD • Metal mining • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of June 6, 2023, is by and between Metals Acquisition Limited, a private limited company newly incorporated under the laws of Jersey, Channel Islands (the “Issuer”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
