FIFTH AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENT DATED AS OF May 26, 2022 BETWEEN ALAMOS GOLD INC. AND COMPUTERSHARE TRUST COMPANY OF CANADA AS RIGHTS AGENTShareholder Rights Plan Agreement • May 31st, 2022 • Alamos Gold Inc • Gold and silver ores • Ontario
FIFTH AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN AGREEMENT (the “Rights Plan”) dated as of May 26, 2022 between ALAMOS GOLD INC. (the “Corporation”), a corporation amalgamated under the laws of the Province of Ontario, and COMPUTERSHARE TRUST COMPANY OF CANADA, a corporation incorporated under the laws of Canada (the “Rights Agent”), amending and restating the Fourth Amended and Restated Shareholder Rights Plan Agreement dated as of May 2, 2019 between the Corporation and the Rights Agent (the “Fourth Amended and Restated Rights Plan Agreement”).
UNDERWRITING AGREEMENTUnderwriting Agreement • January 31st, 2017 • Alamos Gold Inc • Gold and silver ores • Ontario
TD Securities Inc., (“TDSI”), BMO Nesbitt Burns Inc. (“BMO”), Macquarie Capital Markets Canada Ltd. (collectively with TDSI and BMO, the “Bookrunners”), CIBC World Markets Inc., National Bank Financial Inc. Scotia Capital Inc., Desjardins Securities Inc., Haywood Securities Inc., Paradigm Capital Inc., RBC Dominion Securities Inc., Barclays Capital Canada Inc., GMP Securities L.P., HSBC Securities (Canada) Inc., Merrill Lynch Canada Inc., Raymond James Ltd., Citigroup Global Markets Canada Inc., and Morgan Stanley Canada Limited (collectively with the Bookrunners, the “Underwriters”) understand that Alamos Gold Inc. (the “Corporation”) proposes to issue and sell 31,450,000 Common Shares (as hereinafter defined) (the “Firm Shares”). Upon and subject to the terms and conditions set forth below, the Underwriters hereby severally, but not jointly or jointly and severally, agree to purchase from the Corporation, in the respective percentages provided for in Article 14 hereof, and by its acc
STOCK OPTION AGREEMENTStock Option Agreement • November 19th, 2004 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels)
WHEREAS the directors of the Company have authorized the granting of options to purchase shares in the capital of the Company to certain of its directors, officers and bona fide employees;
SHARE PLEDGE AGREEMENTShare Pledge Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
ARRANGEMENT AGREEMENTArrangement Agreement • September 21st, 2017 • Alamos Gold Inc • Gold and silver ores • Ontario
GENERAL SECURITY AGREEMENTGeneral Security Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
For valuable consideration, the undersigned National Gold Corporation (the "Borrower") agrees with H. Morgan & Company of Columbia House, 32 Reid Street, 4th Floor, Hamilton, Bermuda (the "Lender") as follows:
AMALGAMATION AGREEMENTAmalgamation Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
National was incorporated under the laws of the Province of Alberta on May 24, 1996 as 696404 Alberta Inc. which was changed to National Gold Corporation on February 16, 2000;
ASSET PURCHASE AGREEMENT This Agreement dated December 21, 2000 is madeAsset Purchase Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
MSA owns certain mineral concessions and other assets used in connection with exploration and development activities on those concessions in the area of Mulatos in the United Mexican States (“Mulatos Project”);
UNDERWRITING AGREEMENTUnderwriting Agreement • April 1st, 2005 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • July 22nd, 2013 • Alamos Gold Inc • Gold and silver ores • Ontario
Re: Acquisition of Esperanza Resources Corp. by Alamos Gold Inc. (“Alamos”), through its wholly owned subsidiary, 0975064 B.C. LTD. (collectively, the “Parties”) pursuant to a plan of arrangement
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • April 23rd, 2015 • Alamos Gold Inc • Gold and silver ores • Ontario
Alamos Gold Inc. (“Alamos”), and AuRico Gold Inc. (“AuRico”) are entering into an arrangement agreement on the date hereof, as amended from time to time, (the “Arrangement Agreement”) providing for, among other things, the merger of Alamos and AuRico by way of a plan of arrangement under Section 182 of the Business Corporations Act (Ontario) (“OBCA”). For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the undersigned securityholder (the “Securityholder” and, together with Alamos, the “Parties” and, each individually, a “Party”), the Securityholder agrees as follows:
AMENDED AND RESTATED OPTION & JOINT VENTURE AGREEMENTAsset Purchase Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
NATIONAL GOLD CORPORATION, a corporation incorporated under the laws of Alberta and having an office at 910 - 510 Burrard Street, Vancouver, B.C. Canada V6C 3A8
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • September 21st, 2017 • Alamos Gold Inc • Gold and silver ores • Ontario
Re: Acquisition by Alamos Gold Inc. of all of the issued and outstanding common shares of Richmont Mines Inc. pursuant to a plan of arrangement
AMENDED AND RESTATED ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
THIS AMENDED AND RESTATED ASSIGNMENT AND ASSUMPTION AGREEMENT entered into as of April 9, 2001 and effective as of March 23, 2001, among MINERA SAN AUGUSTO, S.A. de C.V. (the “Assignor”), a corporation incorporated under the laws of the United Mexican States, KENNECOTT MINERALS COMPANY (“Kennecott”), a corporation incorporated under the laws of the State of Delaware, TENEDORAMEX, S.A. de C.V. (“T-Mex”, together with Kennecott, collectively referred to herein as the “Assignees”, and individually referred to herein as an “Assignee”), a corporation incorporated under the laws of the United Mexican States, O.N.C. de MEXICO S.A. de C.V. (“ONCM”), a corporation incorporated under the laws of the United Mexican States and NATIONAL GOLD CORPORATION, a corporation incorporated under the laws of the Province of Alberta (the “Guarantor”).
AMENDMENT NO. 1 TO ARRANGEMENT AGREEMENTArrangement Agreement • May 28th, 2024 • Alamos Gold Inc • Gold and silver ores • Ontario
WHEREAS Alamos and Argonaut have entered into an arrangement agreement dated March 27, 2024 (the “Arrangement Agreement”) to implement (i) the acquisition by Alamos of all the issued and outstanding Argonaut Shares and (ii) in conjunction with and prior to such acquisition, the distribution by Argonaut of part of the business of Argonaut (by way of a distribution of New Argonaut Shares) to the holders of Argonaut Shares;
THIS GUARANTEE made as of the 30th day of January, 2003.Guarantee • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels)
WHEREAS, a certain Loan Agreement (the “Loan Agreement”) dated January 30, 2003 was entered into by and amongst ALAMOS MINERALS LTD. (the “Company”) and the Lender (as such terms are defined in the Loan Agreement);
STOCK OPTION AGREEMENTStock Option Agreement • November 19th, 2004 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels)
WHEREAS the directors of the Company have authorized the granting of options to purchase shares in the capital of the Company to certain of its directors, officers and bona fide employees;
AGREEMENT for ENGINEERING, PROCUREMENT ANDAgreement • April 30th, 2004 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Arizona
ALAMOS GOLD INC. and ARGONAUT GOLD INC. ARRANGEMENT AGREEMENT Dated as of March 27, 2024Arrangement Agreement • April 11th, 2024 • Alamos Gold Inc • Gold and silver ores • Ontario
WHEREAS Alamos and Argonaut wish to enter into this Agreement to implement (i) the acquisition by Alamos of all the issued and outstanding Argonaut Shares and (ii) in conjunction with and prior to such acquisition, the distribution by Argonaut of part of the business of Argonaut (by way of a distribution of New Argonaut Shares) to the holders of Argonaut Shares;
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • September 21st, 2017 • Alamos Gold Inc • Gold and silver ores • Ontario
Re: Acquisition by Alamos Gold Inc. of all of the issued and outstanding common shares of Richmont Mines Inc. pursuant to a plan of arrangement
ROYALTY FOR TECHNICAL EXPERTISE AGREEMENTRoyalty for Technical Expertise Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels)
Pursuant to the Asset Purchase Agreement between Minera San Augusto, S.A. de C.V. (“MSA”), O. N. C. de Mexico S.A. de C.V. (“ONCM”) and National Gold Corporation (“National Gold”) dated as of December 21, 2000, as amended (the “Agreement”), and for the sum of $1.00 now delivered each party unto the other and for the good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged) Tenedoramex S. A. de C. V. and Kennecott Minerals Company as Assignees of MSA and ONCM wish to enter into this Royalty for Technical Expertise Agreement (the “RTE Agreement”) as follows:
AURICO GOLD INC. and ALAMOS GOLD INC. ARRANGEMENT AGREEMENT Dated as of April 12, 2015Arrangement Agreement • April 23rd, 2015 • Alamos Gold Inc • Gold and silver ores • Ontario
ARRANGEMENT AGREEMENTArrangement Agreement • July 22nd, 2013 • Alamos Gold Inc • Gold and silver ores • British Columbia
THIS AGREEMENT WITNESSES THAT in consideration of the recitals and the covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties hereto covenant and agree as follows:
AMDENDING AGREEMENTAmdending Agreement • April 1st, 2005 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels)
LOAN AGREEMENTLoan Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
ALAMOS MINERALS LTD., a British Columbia corporation having its principal office at #1400 – 400 Burrard Street, Vancouver, British Columbia, V6C 3A6
ALAMOS GOLD INC.Alamos Gold Inc • April 1st, 2005 • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 30th, 2003 • Alamos Gold Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
