JOINT VENTURE AGREEMENTJoint Venture Agreement • December 3rd, 2002 • Genco Resources LTD • British Columbia
SUPPORT AGREEMENTSupport Agreement • May 3rd, 2011 • Silvermex Resources Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
SHAREHOLDER RIGHTS PLAN AGREEMENT DATED AS OF FEBRUARY 23, 2010 BETWEEN GENCO RESOURCES LTD. AND COMPUTERSHARE INVESTOR SERVICES INC. AS RIGHTS AGENTShareholder Rights Plan Agreement • May 3rd, 2011 • Silvermex Resources Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
SHAREHOLDER RIGHTS PLAN AGREEMENT dated as of February 23, 2010 between GENCO RESOURCES LTD. (the “Corporation”), a corporation existing under the laws of British Columbia, and Computershare Investor Services Inc., a corporation existing under the laws of Canada (the “Rights Agent”);
ARRANGEMENT AGREEMENTArrangement Agreement • July 5th, 2012 • Silvermex Resources Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
THIS AGREEMENT WITNESSETH THAT in consideration of the respective covenants and agreements herein contained and for other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged by each Party), the Parties hereby covenant and agree as follows:
AGENCY AGREEMENTAgency Agreement • May 3rd, 2011 • Silvermex Resources Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
GENCO RESOURCES LTD. a corporation existing pursuant to the laws of the province of British Columbia and has its head office located at 999 West Hastings, Suite 550, Vancouver, BC V6C 2W2 Canada
ARRANGEMENT AGREEMENT between GENCO RESOURCES LTD. and SILVERMEX RESOURCES LTD. September 20, 2010Arrangement Agreement • May 3rd, 2011 • Silvermex Resources Inc • Mining & quarrying of nonmetallic minerals (no fuels)
NOW THEREFORE in consideration of the mutual covenants and agreements herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each of the parties hereto, the parties hereto hereby covenant and agree as follows:
Trading Symbol (TSX): GGCSilvermex Resources Inc • May 3rd, 2011 • Mining & quarrying of nonmetallic minerals (no fuels)
When signed by you, this will confirm our agreement in respect of the full and final satisfaction of indebtedness of Genco and our subsidiary, La Guitarra Compañia Minera, S.A. de C.V., to you totalling US$ 1,483,077.01. This indebtedness will be settled by a cash payment and issuance of Genco common shares to you as set out in the following table.
May 22, 2012 Dear Warrantholder: Re: Common share purchase warrants of Silvermex Resources Inc. (“Silvermex Warrants”)Silvermex Resources Inc • July 5th, 2012 • Mining & quarrying of nonmetallic minerals (no fuels)
Silvermex Resources Inc. (“Silvermex”) is undertaking a transaction (the “Arrangement”) whereby First Majestic Silver Corp. (“First Majestic”) will acquire all of the issued and outstanding common shares of Silvermex (“Silvermex Shares”). The Arrangement and the arrangement agreement dated April 3, 2012 between Silvermex and First Majestic (the “Arrangement Agreement”) are described in more detail in the management proxy circular of Silvermex (the “Information Circular”) accompanying this letter, a copy of which has been filed on SEDAR at www.sedar.com. Capitalized words used but not otherwise defined in this letter have the meanings set out in the Information Circular.
AGENCY AGREEMENTAgency Agreement • May 3rd, 2011 • Silvermex Resources Inc • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
We, Haywood Securities Inc. and Salman Partners Inc. (collectively, the “Agents”), understand that Genco Resources Ltd. (the “Issuer”) proposes to sell up to 6,667,000 units (the “Units”) of the Issuer at a price of $3.75 per Unit for aggregate gross proceeds to the Issuer of up to $25,001,250, and that the Issuer wishes to appoint the Agents to distribute the Units to purchasers (the “Purchasers”) qualified to purchase such Units pursuant to the Exemptions (as defined below). The Agents are willing to accept such appointment, pursuant to the terms and conditions set forth below.
EARNING OPTION AGREEMENTEarning Option Agreement • December 3rd, 2002 • Genco Resources LTD
PRIVATE PLACEMENT SUBSCRIPTION AGREEMENTSilvermex Resources Inc • May 3rd, 2011 • Mining & quarrying of nonmetallic minerals (no fuels) • British Columbia
_________ (k) an individual whose net income before taxes exceeded CAD($) 200,000 in each of the two most recent calendar years or whose net income before taxes combined with that of a spouse exceeded CAD($) 300,000 in each of the two most recent calendar years and who, in either case, reasonably expects to exceed that net income level in the current calendar year;
AGENCY AGREEMENTAgency Agreement • May 3rd, 2011 • Silvermex Resources Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario
MGI Securities Inc. (the “Lead Agent”) on behalf of itself and Global Hunter Securities LLC (together, the “Agents”) understands that Silvermex Resources Inc. (the “Corporation”) proposes to issue and sell up to 19,354,838 units (the “Units”) at a price of C$0.62 per Unit (the “Unit Issue Price”) with each Unit consisting of one previously unissued common share of the Corporation (a “Common Share”) and one half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder to acquire one additional Common Share (a “Warrant Share”) of the Corporation at a price of C$0.90 for a period of 36 months following the Closing Date (as defined below) pursuant to the terms of the warrant certificates. The Corporation has also granted the Agents an option (the “Agents’ Option”) to arrange for the issuance and sale of up to an additional 4,838,709 Units (the “Agents’ Option Units”), at a price per Agents’ Option Unit equal to the Unit Issue Price exerci
May 22, 2012 Dear Warrantholder: Re: Common share purchase warrants of Silvermex Resources Inc. (“Silvermex Warrants”)Silvermex Resources Inc • June 5th, 2012 • Mining & quarrying of nonmetallic minerals (no fuels)
Silvermex Resources Inc. (“Silvermex”) is undertaking a transaction (the “Arrangement”) whereby First Majestic Silver Corp. (“First Majestic”) will acquire all of the issued and outstanding common shares of Silvermex (“Silvermex Shares”). The Arrangement and the arrangement agreement dated April 3, 2012 between Silvermex and First Majestic (the “Arrangement Agreement”) are described in more detail in the management proxy circular of Silvermex (the “Information Circular”) accompanying this letter, a copy of which has been filed on SEDAR at www.sedar.com. Capitalized words used but not otherwise defined in this letter have the meanings set out in the Information Circular.
