COMMON STOCK PURCHASE WARRANT GENERAL MOLY, INC.Common Stock Purchase Warrant • October 19th, 2018 • General Moly, Inc • Metal mining • 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 General Moly, Inc., a Delaware 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).
AT THE MARKET OFFERING AGREEMENT April 12, 2017At the Market Offering Agreement • April 12th, 2017 • General Moly, Inc • Metal mining • New York
9,151,000 SHARES OF COMMON STOCK AND 9,151,000 WARRANTS (EXERCISABLE FOR 9,151,000 SHARES OF COMMON STOCK) OF GENERAL MOLY, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 19th, 2018 • General Moly, Inc • Metal mining • New York
The undersigned, General Moly, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of General Moly, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which H.C. Wainwright & Co., LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
STAY INCENTIVE AGREEMENTStay Incentive Agreement • May 8th, 2018 • General Moly, Inc • Metal mining • Colorado
THIS AGREEMENT is entered into between GENERAL MOLY, INC., (“Company”), whose mailing address is 1726 Cole Blvd., Suite 115, Lakewood, CO 80401, and Robert I. Pennington (“Employee”), whose address is 6200 N. Abington Rd, Tucson, AZ 85743.
EMPLOYMENT AGREEMENTEmployment Agreement • January 21st, 2016 • General Moly, Inc • Metal mining • Colorado
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 16th day of January, 2016 (the “Effective Date”), between GENERAL MOLY, INC., a Delaware corporation (the “Company”), and R. SCOTT ROSWELL (“Executive”).
CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • March 2nd, 2011 • General Moly, Inc • Metal mining • Colorado
This Change of Control Severance Agreement is entered into between GENERAL MOLY, INC., a Delaware corporation (the “Company”) and Robert Scott Roswell (“Employee”) to be effective as of September 16, 2010 (the “Effective Date”). Certain capitalized terms used in this Agreement are defined in Section 4 below.
EMPLOYMENT AGREEMENTEmployment Agreement • April 24th, 2006 • Idaho General Mines Inc • Metal mining • Idaho
WHEREAS, the Company recognizes that the current business environment makes it difficult to attract and retain highly qualified executives unless a certain degree of security can be offered to such individuals against organizational and personnel changes which frequently follow changes in control of a corporation; and
CHANGE OF CONTROL SEVERANCE, CONFIDENTIALITY AND NON-SOLICITATION AGREEMENTChange of Control Severance, Confidentiality and Non-Solicitation Agreement • March 1st, 2012 • General Moly, Inc • Metal mining • Colorado
This Change of Control Severance, Confidentiality and Non-Solicitation Agreement (the “Agreement”) is entered into between GENERAL MOLY, INC., a Delaware corporation (the “Company”) and Lee M. Shumway (“Employee”) to be effective as of January 1, 2012 (the “Effective Date”). Certain capitalized terms used in this Agreement are defined in Section 5 below.
GENERAL MOLY, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 7th, 2019 • General Moly, Inc • Metal mining • Colorado
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) dated as of August 5, 2019, is made and entered into by and among General Moly, Inc., a Delaware corporation (the “Company”), and each of the persons (each an “Investor” and collectively the “Investors”) whose names are set forth on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Purchasers”).
SALARY REDUCTION AND STAY INCENTIVE AGREEMENTSalary Reduction and Stay Incentive Agreement • November 4th, 2013 • General Moly, Inc • Metal mining • Colorado
THIS AGREEMENT is entered into between GENERAL MOLY, INC., (“Company”), whose mailing address is 1726 Cole Blvd., Suite 115, Lakewood, Denver, CO 80401, and David A. Chaput (“Executive”), whose mailing address is 5141 Live Oak Dr., Smithton, IL 62285.
IDAHO GENERAL MINES, INC. STOCK OPTION AGREEMENT (NON-EMPLOYEE) No. NSO-Stock Option Agreement • January 12th, 2007 • Idaho General Mines Inc • Metal mining • Idaho
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • February 17th, 2006 • Idaho General Mines Inc • Metal mining • New York
THIS CERTIFIES THAT, FOR VALUE RECEIVED, ______________________________ or its registered assign(s) (the “Holder”) is entitled to purchase from Idaho General Mines, Inc., an Idaho corporation (the “Company”), subject to the terms and conditions set forth in this Warrant, up to ____________________ fully paid and nonassessable shares of common stock (“Common Stock”), of the Company, at any time commencing on the date hereof (the “Commencement Date”) and expiring at 5:00 p.m., Spokane Washington time, on February ·, 2011 (the “Expiration Date”). The price for each share of Common Stock purchased hereunder (as adjusted as set forth herein, collectively the “Warrant Shares”) is $3.75 per share until expiration of this Warrant (as adjusted as set forth herein, the “Purchase Price”).
Exhibit (4)(ii)Stock Option Agreement • May 14th, 2004 • Idaho General Mines Inc • Metal mining • Washington
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • January 3rd, 2020 • General Moly, Inc • Metal mining • New York
This Warrant is one of a series of warrants issued pursuant to the terms of the Exchange and Subscription Agreement, dated as of December 27, 2019, by and among the Company, Holder and certain other purchasers identified therein (the “Subscription Agreement”). Capitalized terms used and not defined herein shall have the meanings assigned to them in the Subscription Agreement.
GENERAL MOLY, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 2nd, 2011 • General Moly, Inc • Metal mining • Delaware
The Compensation Committee of General Moly, Inc. (the “Company”), granted an award of Restricted Stock Units with the right to receive shares of the Company’s common stock issued under the 2006 Equity Incentive Plan, as amended and restated (the “Plan”), subject to the terms and conditions set forth in this Notice of Grant and Restricted Stock Unit Agreement (the “Restricted Stock Units” and the “Agreement”) to the participant named below (“Participant”). This Agreement evidences the terms of the Company’s grant of Restricted Stock Units to Participant.
STOCKHOLDER RIGHTS AGREEMENT dated as of March 4, 2010 between General Moly, Inc. and Registrar and Transfer Company as Rights AgentStockholder Rights Agreement • March 5th, 2010 • General Moly, Inc • Metal mining • Delaware
STOCKHOLDER RIGHTS AGREEMENT (as amended from time to time, this “Agreement”), dated as of March 4, 2010 between General Moly, Inc., a Delaware corporation (the “Company”), and Registrar and Transfer Company, a New Jersey corporation, as Rights Agent (the “Rights Agent,” which term shall include any successor Rights Agent hereunder).
SECOND AMENDMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2009 • General Moly, Inc • Metal mining
This Second Amendment to Amended and Restated Employment Agreement is entered into between GENERAL MOLY, INC., a Delaware corporation (the “Company”) and BRUCE D. HANSEN (“Hansen” or “Executive”) to be effective as of February 27, 2009.
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • March 16th, 2017 • General Moly, Inc • Metal mining • Colorado
This Separation and Release Agreement (“Agreement”) is made between General Moly, Inc., a Delaware corporation (the “Company”) and David A. Chaput (“Employee”) (each a “Party” and together the “Parties”):
AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • December 11th, 2019 • General Moly, Inc • Metal mining • Delaware
THIS AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANT AMENDS, RESTATES AND SUPERSEDES IN ITS ENTIRETY THAT CERTAIN COMMON STOCK PURCHASE WARRANT (WARRANT NO. AW-1), DATED AS OF NOVEMBER 24, 2015, AS AMENDED BY THAT CERTAIN FIRST AMENDMENT TO WARRANT, DATED AS OF APRIL 17, 2017, THAT CERTAIN SECOND AMENDMENT TO WARRANT, DATED AS OF JUNE 16, 2017, THAT CERTAIN THIRD AMENDMENT TO WARRANT, DATED AS OF JULY 16, 2017, AND THAT CERTAIN FOURTH AMENDMENT TO WARRANT, DATED AS OF AUGUST 7, 2017 (AS AMENDED, THE “PRIOR WARRANT”). ANY INCONSISTENCY BETWEEN THE TERMS OF THIS AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANT AND THE PRIOR WARRANT SHALL BE CONTROLLED BY THE TERMS HEREOF.
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 5th, 2007 • Idaho General Mines Inc • Metal mining • Delaware
This Indemnification Agreement (this “Agreement”) is made as of __________, 2007, by and between General Moly, Inc., a Delaware corporation (the “Corporation”), and _____________ (the “Indemnitee”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • April 19th, 2010 • General Moly, Inc • Metal mining • New York
THIS CERTIFIES THAT, FOR VALUE RECEIVED AS OF APRIL 16, 2010, CCM Qualified Master Fund, Ltd. or its registered assign(s) (the “Holder”) is entitled to purchase from General Moly, Inc., a Delaware corporation (the “Company”), subject to the terms and conditions set forth in this amended and restated Warrant (this “Warrant”), up to five hundred thousand (500,000) fully paid and nonassessable shares of common stock (“Common Stock”), of the Company, at any time commencing on the date that at least one of the Exercise Conditions (as described in Section 1.C., below) have first been met (the “Commencement Date”) and expiring at 5:00 p.m., Denver, Colorado time, on the first anniversary of such date or such earlier date as provided in Section 1(C) below (the “Expiration Time”). The price for each share of Common Stock purchased hereunder (as may be adjusted as set forth herein, collectively the “Warrant Shares”) is five dollars ($5.00) per share until expiration of this Warrant (as adjusted
GENERAL MOLY, INC.Agreement to Reprice and Exercise Warrants • January 5th, 2011 • General Moly, Inc • Metal mining • New York
This letter agreement sets forth the agreement between General Moly, Inc., a Delaware corporation (the “Company”), and CCM Special Holdings Fund, LP (the “Holder”) regarding (i) an amendment to the exercise price of warrant nos. 1-06B and 29-06B (the “Original Warrants”) to purchase an aggregate of 1,301,972 shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”) and (ii) the Holder’s agreement to exercise the warrants (as amended hereby, the “Amended Warrants”).
SECOND AMENDMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • January 21st, 2016 • General Moly, Inc • Metal mining
This Second Amendment to the Amended and Restated Employment Agreement is entered into between GENERAL MOLY, INC., a Delaware corporation (the “Company”) and BRUCE D. HANSEN (“Executive”) to be effective as of January 1, 2016 (“Effective Date”).
STAY INCENTIVE AGREEMENTStay Incentive Agreement • May 8th, 2018 • General Moly, Inc • Metal mining • Colorado
THIS AGREEMENT is entered into between GENERAL MOLY, INC., (“Company”), a Delaware corporation, whose mailing address is 1726 Cole Blvd., Suite 115, Lakewood, CO 80401, and Amanda Corrion (“Employee”), whose address is 6040 Wright Street, Arvada, CO 80004.
STOCKHOLDER AGREEMENT BETWEEN GENERAL MOLY, INC. AND AMER INTERNATIONAL GROUP CO., LTD Dated as of November 24, 2015Stockholder Agreement • December 1st, 2015 • General Moly, Inc • Metal mining • Delaware
THIS STOCKHOLDER AGREEMENT (this “Agreement”), dated November 24, 2015, is between General Moly, Inc., a Delaware corporation (the “Company”), and Amer International Group Co., Ltd, a limited liability company organized under the laws of the People’s Republic of China (“Amer”).
THIRD AMENDMENT TO WARRANTWarrant • July 18th, 2017 • General Moly, Inc • Metal mining • Delaware
This THIRD AMENDMENT TO WARRANT (this “Third Amendment”) is dated and effective as of July 16, 2017 by and between General Moly, Inc., a Delaware corporation (the “Company”), and Amer International Group Co., Ltd., a limited liability company organized under the laws of the People’s Republic of China (the “Holder”).
SECOND AMENDMENT TO WARRANTWarrant • June 20th, 2017 • General Moly, Inc • Metal mining • Delaware
This SECOND AMENDMENT TO WARRANT (this “Second Amendment”) is dated and effective as of June 16, 2017 by and between General Moly, Inc., a Delaware corporation (the “Company”), and Amer International Group Co., Ltd., a limited liability company organized under the laws of the People’s Republic of China (the “Holder”).
SENIOR SUPERPRIORITY DEBTOR-IN-POSSESSION CREDIT AGREEMENT Dated as of November 18, 2020 among GENERAL MOLY INC., as Borrower, NEW MOLY LLC, as Agent and Majority Lender, and BRUCE D. HANSEN and BONG T. HANSEN, as Minority LenderDebtor-in-Possession Credit Agreement • November 20th, 2020 • General Moly, Inc • Metal mining • Colorado
This SENIOR SUPERPRIORITY DEBTOR-IN-POSSESSION CREDIT AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of November 18, 2020, among GENERAL MOLY INC., a Delaware corporation, as borrower (the “Borrower”), BRUCE D. HANSEN and BONG T. HANSEN, individuals, jointly as joint tenants, as a lender (together with any successors or assigns, collectively the “Minority Lender”), and NEW MOLY LLC, a Delaware limited liability company, as a lender (together with any successors or assigns, the “Majority Lender” and, together with the Minority Lender, collectively the “Lenders” and each a “Lender”) and Majority Lender as administrative agent on behalf of the Lenders (in such capacity, together with any successors or assigns, the “Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 30th, 2014 • General Moly, Inc • Metal mining
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of December 26, 2014, by and among General Moly, Inc., a Delaware corporation (the “Company”), and the several investors signatory hereto (each an “Investor” and collectively, the “Investors”).
FIRST AMENDMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 4th, 2013 • General Moly, Inc • Metal mining
This First Amendment to Amended and Restated Employment Agreement is entered into between GENERAL MOLY, INC., a Delaware corporation (the “Company”) and Bruce D. Hansen (“Executive”) to be effective as of September 6, 2013.
RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • November 20th, 2020 • General Moly, Inc • Metal mining • Colorado
This Term Sheet is intended only for discussion purposes and is not intended to create any rights in favor of any party, any liability on the part of any party, or any obligation (including any obligation to consummate a transaction or to continue discussions or negotiations with respect to a transaction) on the part of any party, with respect to any matter. Any transaction is subject to further legal, business, and financial diligence on the part of both parties, all necessary third parties entering into the necessary consents, agreements and arrangements to effect the transactions described below, and the terms being satisfactory to all parties. For the avoidance of doubt, the conditions of this Term Sheet shall only be valid if the term sheets with certain parties (i.e. Steve Mooney and Mount Hope Mines Inc.) are agreed and signed, and the conditions of such term sheets are acceptable to POSCO. Once the conditions of this Term Sheet are signed and agreed by the parties, the Eureka M
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • February 28th, 2018 • General Moly, Inc • Metal mining
THIS SECOND AMENDMENT TO LEASE AGREEMENT (“Second Amendment”) is made effective January 15, 2018 (the “Amendment Date”), between Mount Hope Mines, Inc., a Colorado corporation, whose address is 2088 Ridge Point Drive, Los Angeles, California 90491 (hereinafter “Owner” or the “Company”) and Eureka Moly, LLC, a Delaware limited liability company, assignee of General Moly, Inc., a Delaware corporation (successor-by-merger to Idaho General Mines, Inc., an Idaho corporation), whose address is 1726 Cole Boulevard, Suite 115, Lakewood, Colorado 80401 (hereinafter referred to as “EMLLC”).
FIRST AMENDMENT EMPLOYMENT AGREEMENTEmployment Agreement • November 4th, 2013 • General Moly, Inc • Metal mining
This First Amendment to Employment Agreement is entered into between GENERAL MOLY, INC., a Delaware corporation (the “Company”) and Robert I. Pennington (“Executive”) to be effective as of September 5, 2013.
AMENDMENT NO. 1 TO LIMITED LIABILITY COMPANY AGREEMENT OF EUREKA MOLY, LLCLimited Liability Company Agreement • February 27th, 2009 • General Moly, Inc • Metal mining
This Amendment No. 1 (this “Amendment”), dated as of October 28, 2008, to the Limited Liability Company Agreement, dated as of February 26, 2008 (the “LLC Agreement”) of Eureka Moly, LLC, a Delaware limited liability company (the “Company”), is between Nevada Moly, LLC, a Delaware limited liability company (“Nevada Moly”), and POS-Minerals Corporation, a Delaware corporation (“POS-Minerals”). Capitalized terms used herein and not otherwise defined herein have the respective meanings set forth in the LLC Agreement.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF EUREKA MOLY, LLC BETWEEN NEVADA MOLY, LLC AND POS–Minerals CORPORATIONLimited Liability Company Agreement • May 7th, 2008 • General Moly, Inc • Metal mining • Delaware
This Amended and Restated Limited Liability Company Agreement is made as of February 26, 2008 (the “Execution Date”) between Nevada Moly, LLC, a Delaware limited liability company (“Nevada Moly”), and POS-Minerals Corporation, a Delaware corporation (“POS-Minerals”).
