THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND,...Debenture Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
NOTICE IS HEREBY GIVEN that, pursuant to the terms of a floating rate secured debenture issued on October •, 2008 (hereinafter referred to as the "Debenture") issued by Poly Met Mining, Inc. (the "Corporation"), the Corporation intends to redeem and will redeem on the • day of •, 20•• (the "Redemption Date") the Debenture at a price equal to the Redemption Cash Payment owing on the Redemption Date in accordance with Section 3(a) of the Debenture.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
THIS REGISTRATION RIGHTS AGREEMENT (THIS "AGREEMENT") IS MADE AND ENTERED INTO AS OF THIS 31st DAY OF OCTOBER, 2008, BY AND AMONG POLYMET MINING CORP., A CORPORATION INCORPORATED UNDER THE LAWS OF BRITISH COLUMBIA (THE "COMPANY"), AND THE PERSON IDENTIFIED AS THE PURCHASER PURSUANT TO THAT CERTAIN PURCHASE AGREEMENT OF EVEN DATE HEREWITH BY AND BETWEEN THE COMPANY AND SUCH PURCHASER (THE "PURCHASE AGREEMENT").
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Warrant Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores
THIS WARRANT DOES NOT REQUIRE PHYSICAL SURRENDER OF THE WARRANT IN THE EVENT OF A PARTIAL EXERCISE. AS A RESULT, FOLLOWING ANY EXERCISE OF ANY PORTION OF THIS WARRANT, THE NUMBER OF SHARES OF COMMON STOCK FOR WHICH THIS WARRANT MAY BE EXERCISED MAY BE LESS THAN THE NUMBER OF SHARES SET FORTH BELOW.
SECURITY AGREEMENTSecurity Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
This SECURITY AGREEMENT (this “Agreement”), made as of the 31st day of October, 2008, by POLY MET MINING, INC., a Minnesota corporation, having its principal place of business at 6500 Country Road 666, Hoyt Lakes, Minnesota (“Grantor”); in favour of Glencore AG, a corporation existing under the laws of Switzerland and having a place of business at Baarermattstrasse 3, CH-6341, Baar, Switzerland (“Secured Party”);
PARENT GUARANTEEParent Guarantee • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
PARENT GUARANTEE, dated as of October 31st, 2008 (this “Guarantee”), made by PolyMet Mining Corp. (the “Guarantor”), in favor of the purchaser signatory (the “Purchaser”) to that certain Purchase Agreement, dated as of the date hereof, between the Guarantor, Poly Met Mining, Inc., a Minnesota corporation (the “Company”) and the Purchaser.
PLEDGE AGREEMENTPledge Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
This PLEDGE AGREEMENT (this “Agreement”) is made as of October 31, 2008, by PolyMet Mining Corp., a corporation incorporated under the laws of British Columbia, having its principal place of business at 1177 West Hastings Street, Suite 1003, Vancouver, British Columbia, V6E 2K3 (“Pledgor”), in favour of Glencore AG, a corporation existing under the laws of Switzerland, having its principal place of business at Baarermattstrasse 3, CH-6341, Baar, Switzerland (the “Secured Party”).
PURCHASE AGREEMENTPurchase Agreement • November 14th, 2008 • Polymet Mining Corp • Miscellaneous metal ores • New York
