UNDERWRITING AGREEMENTUnderwriting Agreement • June 26th, 2014 • Ontario
Contract Type FiledJune 26th, 2014 JurisdictionThe undersigned, Scotia Capital Inc. (the “Lead Underwriter”) and Salman Partners Inc., Clarus Securities Inc., Haywood Securities Inc., Jacob Securities Inc. and Macquarie Capital Markets Canada Ltd. (collectively, including the Lead Underwriter, the “Underwriters” and each individually an “Underwriter”), understand that Royal Nickel Corporation (the “Corporation”) proposes to issue and sell to the Underwriters 8,340,000 units (the “Units”) at a price of $0.60 per Unit (the “Unit Issue Price”), with each Unit consisting of one Common Share (as hereinafter defined) (a “Unit Share”) and one half of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder thereof to acquire one Common Share at a price of $0.80 for a period of 24 months following the Closing Date (as hereinafter defined). The Warrants shall be issued pursuant to, and the exercise of the Warrants shall be governed by, the provisions of a warrant indenture (the “Warrant Inden