COMMON STOCK PURCHASE WARRANT AUSTIN GOLD CORP.Austin Gold Corp. • February 11th, 2022 • Gold and silver ores • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 prior to 5:00 p.m. (New York City time) on _____[1] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Austin Gold Corp., a British Columbia corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s rig
AUSTIN GOLD CORP. UNDERWRITING AGREEMENT 3,265,000 Common SharesUnderwriting Agreement • May 16th, 2022 • Austin Gold Corp. • Gold and silver ores • New York
Austin Gold Corp., a British Columbia corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), an aggregate of 3,265,000 authorized but unissued shares (the “Firm Shares”) of common shares of the Company, no par value (the “Common Shares”). The Company also proposes to issue and sell to the Underwriters, upon the terms and conditions set forth herein, up to an additional 489,750 authorized but unissued Common Shares (the “Option Shares” and, together with the Firm Shares, the “Shares”). The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”
WARRANT AGENT AGREEMENTWarrant Agent Agreement • February 11th, 2022 • Austin Gold Corp. • Gold and silver ores • New York
This Warrant Agent Agreement (this “Warrant Agreement”), dated as of ___, 2022 (the “Issuance Date”) between Austin Gold Corp., a company incorporated under the laws of British Columbia (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).
AUSTIN GOLD CORP. UNDERWRITING AGREEMENT [ ] Common SharesUnderwriting Agreement • April 14th, 2022 • Austin Gold Corp. • Gold and silver ores • New York
Austin Gold Corp., a British Columbia corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), an aggregate of [●] authorized but unissued shares (the “Firm Shares”) of common shares of the Company, no par value (the “Common Shares”). The Company also proposes to issue and sell to the Underwriters, upon the terms and conditions set forth herein, up to an additional [●] authorized but unissued Common Shares (the “Option Shares” and, together with the Firm Shares, the “Shares”). The Shares, the Underwriter Warrants (as defined below) and the Underwriter Warrant Shares (as defined below) are collectively referred to as the “Securities.”
Exploration and Option to Enter Joint Venture Agreement Kelly Creek ProjectJoint Venture Agreement • October 21st, 2021 • Austin Gold Corp. • Gold and silver ores • Nevada
This Exploration and Option to Enter Joint Venture Agreement Kelly Creek Project (“Agreement”) is made effective as of July 7, 2020 (the “Effective Date”), by and among Pediment Gold LLC, a Nevada limited liability company (“Pediment”), and Austin Gold Corp., a British Columbia Corporation (“Austin BC” or "AGC"), and its wholly-owned subsidiary Austin American Corporation, a Nevada corporation (“Austin NV”).
Amendment To Exploration and Option to Enter Joint Venture AgreementJoint Venture Agreement • October 21st, 2021 • Austin Gold Corp. • Gold and silver ores
This agreement (Amendment Agreement) is made and entered into by and among Pediment Gold LLC (“Pediment”) and Austin Gold Corp., (“Austin BC” or “AGC”) and its wholly-owned Nevada subsidiary Austin American Corporation (“Austin NV”).
