Teck Cominco Limited Senior Bridge Credit Facility Second Amended and Restated Commitment LetterTeck Cominco LTD • August 3rd, 2006 • Mining & quarrying of nonmetallic minerals (no fuels)
You (the "Borrower") have requested that BMO Capital Markets ("BMOCM") and Merrill Lynch Pierce Fenner & Smith Incorporated ("MLPF&S"; and together with BMOCM, the "Joint Lead Arrangers") agree to structure, arrange and syndicate a 12-month senior non-revolving bridge term credit facility in an aggregate amount of up to U.S.$5,850,000,000 (the "Facility"), that each of Bank of Montreal ("BMO") and Merrill Lynch Capital Canada Inc. ("MLCCI") commit to provide a 50% portion of the Facility, that BMO agree to serve as administrative agent for the Facility and that MLCCI agree to serve as syndication agent for the Facility. The Facility will be available to assist the Borrower in financing a takeover bid (the "Bid") for all of the issued and outstanding common shares of Inco Limited (the "Target") together with associated rights issued and outstanding under the shareholder rights plan of Target and to pay fees and expenses incurred in connection with the Bid.
