0001193125-14-446473 Sample Contracts

AGREEMENT AND PLAN OF MERGER among COEUR MINING, INC. HOLLYWOOD MERGER SUB, INC., PARAMOUNT GOLD AND SILVER CORP. and PARAMOUNT NEVADA GOLD CORP. Dated as of December 16, 2014

Agreement and Plan of Merger • December 18th, 2014 • Coeur Mining, Inc. • Gold and silver ores • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  December 18th, 2014
• Company
  Coeur Mining, Inc.
• Industry
  Gold and silver ores
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 16, 2014, between COEUR MINING, INC., a Delaware corporation (“Parent”), HOLLYWOOD MERGER SUB, INC., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), PARAMOUNT GOLD AND SILVER CORP., a Delaware corporation (the “Company”), and PARAMOUNT NEVADA GOLD CORP., a British Columbia corporation and a wholly-owned Subsidiary of the Company (“SpinCo” and, together with each of its Subsidiaries, the “SpinCo Entities”).