CONFIDENTIALITY AGREEMENTConfidentiality Agreement • July 22nd, 2003 • Stillwater Mining Co /De/ • Miscellaneous metal ores • New York
In connection with your possible interest in a transaction (the “Transaction”) involving Stillwater Mining Company (the “Company”), we expect that you will request that we or our representatives furnish you or your representatives with certain information relating to the Company or the Transaction. All information (whether written (whether or not labeled) or oral) related to the Company or the Transaction furnished (whether before or after the date hereof) by us or our directors, officers, employees, affiliates, representatives (including, without limitation, financial advisors, attorneys and accountants) or agents (collectively, “our Representatives”) to you or your directors, officers, employees, affiliates, representatives (including, without limitation, financial advisors, attorneys and accountants) or agents or your potential sources of financing for the Transaction (collectively, “your Representatives”) and all analyses, compilations, forecasts, studies, notes or other documents
Offer to Purchase for Cash 4,350,000 Outstanding Shares of Common Stock of Stillwater Mining Company at $7.50 Net Per Share by Norimet Limited a wholly- owned subsidiary of THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY...An Agreement • July 22nd, 2003 • Stillwater Mining Co /De/ • Miscellaneous metal ores • New York
THE OFFER (THE “OFFER”) IS BEING MADE UNDER AN AGREEMENT DATED AS OF NOVEMBER 20, 2002 (THE “STOCK PURCHASE AGREEMENT”) AMONG MMC NORILSK NICKEL (“NORILSK NICKEL”), NORIMET LIMITED (THE “PURCHASER”) AND STILLWATER MINING COMPANY (“STILLWATER”). PURSUANT TO THE CLOSING OF THE STOCK PURCHASE AGREEMENT, THE PURCHASER IS AN AFFILIATE OF STILLWATER, AS THE HOLDER OF APPROXIMATELY 51% OF STILLWATER’S OUTSTANDING COMMON STOCK.
