EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2017 • Klondex Mines LTD • Gold and silver ores • Nevada
THIS AGREEMENT, made effective as of March 1, 2015, is between KLONDEX GOLD & SILVER MINING COMPANY, a corporation duly organized under the laws of Nevada with offices at 360 Western Road, Suite 1, Reno, Nevada 89506 ("Klondex G&S" or the "Company") and Paul Huet, residing at [REDACTED], (the "Employee"). This Agreement replaces and supersedes the employment agreement between Employee, Klondex G&S and Klondex Mines Ltd. ("Klondex Mines"), a corporation duly organized and existing under the laws of British Columbia, dated effective as of September 12, 2012, as amended by an amending agreement dated March 26, 2013.
AMENDING AGREEMENTAmending Agreement • June 5th, 2018 • Klondex Mines LTD • Gold and silver ores • British Columbia
1156291 B.C. UNLIMITED LIABILITY COMPANY, an unlimited liability company existing under the Laws of the Province of British Columbia
ASSET PURCHASE AGREEMENT -AMONG- KLONDEX CANADA LTD. -AND- KLONDEX MINES LTD. -AND- SHORELINE GOLD INC. ___________________________________ DECEMBER 16, 2015Asset Purchase Agreement • July 27th, 2017 • Klondex Mines LTD • Gold and silver ores • Ontario
AND WHEREAS Shoreline desires to sell, and Klondex desires to purchase, the Purchased Assets upon and subject to the terms and conditions set out in this Agreement;
GOLD PURCHASE AGREEMENT Between KLONDEX MINES LTD. - and - FRANCO-NEVADA GLW HOLDINGS CORP. February 11, 2014 ____________________________________Gold Purchase Agreement • May 4th, 2017 • Klondex Mines LTD • Gold and silver ores • Ontario
MEMBERSHIP INTEREST PURCHASE AGREEMENT dated July 25, 2016 among WATERTON PRECIOUS METALS FUND II CAYMAN, LP and WATERTON NEVADA SPLITTER, LLC and KLONDEX HOLDINGS (USA) INC. and KLONDEX MINES LTD.Membership Interest Purchase Agreement • May 4th, 2017 • Klondex Mines LTD • Gold and silver ores • Nevada
This Membership Interest Purchase Agreement (this “Agreement”) is made and entered into as of July 25, 2016, by and among Waterton Precious Metals Fund II Cayman, LP, a Cayman Islands exempted limited partnership (“Seller Parent”), Waterton Nevada Splitter, LLC, a Nevada limited liability company (“Seller”), Klondex Holdings (USA) Inc., a Nevada corporation (“Buyer”), and Klondex Mines Ltd., a British Columbia corporation (“Buyer Parent”). Buyer and Buyer Parent sometimes are referred to in this Agreement collectively as the “Buyer Parties” and each individually as a “Buyer Party”. Seller Parent, Seller and the Buyer Parties sometimes are referred to in this Agreement collectively as the “Parties” and each individually as a “Party”.
AMENDMENT TO FACILITY AGREEMENTFacility Agreement • July 27th, 2017 • Klondex Mines LTD • Gold and silver ores • British Columbia
WHEREAS the Obligors, the Lender and the Security Agent signatory thereto have entered into a Facility Agreement dated as of March 23, 2016 (including all annexes, exhibits and schedules thereto, the Facility Agreement);
ContractFacility Agreement • July 27th, 2017 • Klondex Mines LTD • Gold and silver ores • British Columbia
NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND HAVE BEEN OMITTED FROM THIS EXHIBIT. COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.
ARRANGEMENT AGREEMENT HECLA MINING COMPANY - and - 1156291 B.C. UNLIMITED LIABILITY COMPANY - and - KLONDEX MINES LTD. March 16, 2018Arrangement Agreement • March 19th, 2018 • Klondex Mines LTD • Gold and silver ores • British Columbia
1156291 B.C. UNLIMITED LIABILITY COMPANY, an unlimited liability company existing under the Laws of the Province of British Columbia
SENIOR SECURED FACILITY AGREEMENT between KLONDEX MINES LTD. as Borrower, The Parties listed on Exhibit I as additional Loan Parties and THOSE PERSONS WHOSE NAMES ARE SET FORTH ON THE EXECUTION PAGES HEREOF UNDER THE HEADING “LENDERS” as Lenders Dated...Senior Secured Facility Agreement • September 21st, 2015 • Klondex Mines LTD • Ontario
This SENIOR SECURED FACILITY AGREEMENT is dated as of February 11, 2014 and entered into by and between KLONDEX MINES LTD., a corporation existing under the laws of British Columbia (“Borrower”), THE PARTIES LISTED ON EXHIBIT I HERETO, and ROYAL CAPITAL MANAGEMENT CORP. as security agent for THOSE INSTITUTIONS WHOSE NAMES ARE SET FORTH ON THE EXECUTION PAGES HEREOF UNDER THE HEADING “LENDERS” (“Lenders”).
UNDERWRITING AGREEMENTUnderwriting Agreement • August 22nd, 2016 • Klondex Mines LTD • Gold and silver ores • Ontario
GMP Securities L.P. (“GMP”), BMO Nesbitt Burns Inc. (“BMO” and, together with GMP, the “Co-Lead Underwriters”), Canaccord Genuity Corp., Clarus Securities Inc., RBC Dominion Securities Inc., M Partners Inc., Mackie Research Capital Corporation, Dundee Securities Ltd., HSBC Securities (Canada) Inc., National Bank Financial Inc., Paradigm Capital Inc., PI Financial Corp., Rodman & Renshaw a unit of H.C. Wainwright & Co, LLC and Haywood Securities Inc., (collectively, with the Co-Lead Underwriters, the “Underwriters” and each individually, an “Underwriter”), understand that Klondex Mines Ltd. (the “Corporation”) proposes to issue and sell to the Underwriters, or to the Substituted Purchasers (as defined below), 22,900,000 subscription receipts (the “Initial Subscription Receipts”) at a price of $5.00 per Subscription Receipt (the “Issue Price”) for aggregate gross proceeds of $114,500,000 (the “Offering”).
AMENDMENT TO FACILITY AGREEMENTFacility Agreement • March 14th, 2018 • Klondex Mines LTD • Gold and silver ores • British Columbia
WHEREAS the Obligors, the Lender and the Security Agent signatory thereto have entered into a Facility Agreement dated as of March 23, 2016 as amended October 14, 2016 (with an effective date of October 28, 2016) and further amended as of March 6, 2017 and March 31, 2017 (including all annexes, exhibits and schedules thereto, as well as all amendments, restatements or supplements to the date hereof, the Facility Agreement);
AMENDMENT TO FACILITY AGREEMENTFacility Agreement • March 14th, 2018 • Klondex Mines LTD • Gold and silver ores • British Columbia
WHEREAS the Obligors, the Lender and the Security Agent signatory thereto have entered into a Facility Agreement dated as of March 23, 2016 as amended October 14, 2016 (with an effective date of October 28, 2016) and further amended as of March 6, 2017, March 31, 2017 and December 21, 2017 (including all annexes, exhibits and schedules thereto, as well as all amendments, restatements or supplements to the date hereof, the Facility Agreement);
ContractFacility Agreement • May 4th, 2017 • Klondex Mines LTD • Gold and silver ores • British Columbia
NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND HAVE BEEN OMITTED FROM THIS EXHIBIT. COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.
AMENDING AGREEMENTAmending Agreement • July 9th, 2018 • Klondex Mines LTD • Gold and silver ores • British Columbia
1156291 B.C. UNLIMITED LIABILITY COMPANY, an unlimited liability company existing under the Laws of the Province of British Columbia
ASSET PURCHASE AGREEMENT -AMONG- KLONDEX CANADA LTD. -AND- KLONDEX MINES LTD. -AND- SHORELINE GOLD INC. DECEMBER 16, 2015Asset Purchase Agreement • April 13th, 2016 • Klondex Mines LTD • Gold and silver ores • Ontario
AND WHEREAS Shoreline desires to sell, and Klondex desires to purchase, the Purchased Assets upon and subject to the terms and conditions set out in this Agreement;
STOCK PURCHASE AGREEMENT dated December 4, 2013 between Newmont USA Limited (“Seller”) and Klondex Holdings (USA) Inc. (“Buyer”) and Klondex Mines Ltd. (“Buyer Guarantor”)Stock Purchase Agreement • March 15th, 2017 • Klondex Mines LTD • Gold and silver ores • Delaware
This Stock Purchase Agreement (together with the Schedules hereto and as may be amended or supplemented from time to time, the “Agreement”) is made and entered into as of December 4, 2013, by and between Newmont USA Limited, a Delaware corporation (“Seller”), Klondex Holdings (USA) Inc., a Nevada corporation (“Buyer”), and Klondex Mines Ltd., a British Columbia corporation (“Klondex” or “Buyer Guarantor”).
Dated MARCH 23, 2016 UP TO US$25,000,000 SECURED REVOLVING FACILITY AGREEMENT between KLONDEX MINES LTD. as Borrower and KLONDEX CANADA LTD., 0985472 B.C. LTD, KLONDEX HOLDINGS (USA) INC., KLONDEX MIDAS HOLDINGS LIMITED, KLONDEX MIDAS OPERATIONS INC....Secured Revolving Facility Agreement • November 18th, 2016 • Klondex Mines LTD • Gold and silver ores • British Columbia
GOLD PURCHASE AGREEMENT Between KLONDEX MINES LTD. - and - FRANCO-NEVADA GLW HOLDINGS CORP. February 11, 2014 ____________________________________Gold Purchase Agreement • July 27th, 2017 • Klondex Mines LTD • Gold and silver ores • Ontario
AMENDMENT TO FACILITY AGREEMENTFacility Agreement • May 4th, 2017 • Klondex Mines LTD • Gold and silver ores • British Columbia
WHEREAS the Obligors, the Lender and the Security Agent signatory thereto have entered into a Facility Agreement dated as of March 23, 2016 (including all annexes, exhibits and schedules thereto, the Facility Agreement);
KLONDEX MINES LTD. - and - GMP SECURITIES L.P. - and - BMO NESBITT BURNS INC. - and - COMPUTERSHARE TRUST COMPANY OF CANADA SUBSCRIPTION RECEIPT AGREEMENT Providing for the Issue of 25,900,000 Subscription Receipts August 18, 2016Subscription Receipt Agreement • August 22nd, 2016 • Klondex Mines LTD • Gold and silver ores • Ontario
BMO NESBITT BURNS INC. (hereinafter, "BMO" and, together with GMP, the "Lead Underwriters", on their own behalf and on behalf of the other Underwriters (as hereinafter defined));
AMENDMENT TO FACILITY AGREEMENT AMENDMENTFacility Agreement Amendment • May 4th, 2017 • Klondex Mines LTD • Gold and silver ores • British Columbia
WHEREAS the Obligors, the Lender and the Security Agent signatory thereto have entered into a Facility Agreement dated as of March 23, 2016 (including all annexes, exhibits and schedules thereto, the Facility Agreement);
