UNDERWRITING AGREEMENTUnderwriting Agreement • September 24th, 2009 • Northgate Minerals CORP • Gold and silver ores • Ontario
CIBC World Markets Inc. (“CIBC”), Scotia Capital Inc., Canaccord Capital Corporation, Credit Suisse Securities (Canada), Inc., Genuity Capital Markets, Merrill Lynch Canada Inc., Research Capital Corporation, TD Securities Inc. and UBS Securities Canada Inc. and (collectively, the “Underwriters” and each individually, an “Underwriter”) hereby severally, and not jointly or jointly and severally, offer to purchase from Northgate Minerals Corporation (the “Corporation”) in the respective percentages set forth in Section 18 hereof, an aggregate of 34,300,000 common shares of the Corporation (each, a “Common Share”) at a price of $2.92 per Common Share (the “Offering Price”). The aggregate of 34,300,000 Common Shares being purchased by the Underwriters as described in the first sentence of this paragraph are referred to herein as the “Purchased Shares”.
