REGISTRATION RIGHTS AGREEMENT dated as of July 6, 2017 among Kinross Gold Corporation the Guarantors specified herein and as representative of the several Initial PurchasersRegistration Rights Agreement • May 18th, 2018 • Red Back Mining B.V. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 6, 2017, among Kinross Gold Corporation, a corporation organized under the laws of the Province of Ontario (the “Company” and, together with the Guarantors (as defined below), the “Issuers”), and the subsidiaries of the Company that are Guarantors, on the one hand, and J.P. Morgan Securities LLC, as representative (the “Representative”) of the several Initial Purchasers (collectively, the “Initial Purchasers”) named in Schedule A to the Purchase Agreement (as defined below), on the other hand. Pursuant to the Purchase Agreement, the Initial Purchasers have agreed to purchase, severally and not jointly, the Company’s 4.50% Senior Notes due 2027 (the “Notes”). The Notes are fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Notes and the Guarantees are herein collectively referred to as the “Securities.”
Form of Note]Note Agreement • May 18th, 2018 • Red Back Mining B.V.
THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITORY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • May 18th, 2018 • Red Back Mining B.V. • New York
SECOND SUPPLEMENTAL INDENTURE (“Supplemental Indenture”), dated as of September 1, 2016, among Kinross Gold Corporation, a corporation duly organized and existing under the laws of the Province of Ontario (the “Company”), KG Mining (Round Mountain) Inc., a Delaware corporation (“Round Mountain”), KG Mining (Bald Mountain) Inc., a Delaware corporation (“Bald Mountain”), KG Far East (Luxembourg) Sàrl, a Société à responsabilité limitée organized and existing under the laws of Luxembourg (“Far East”), White Ice Ventures Limited, a business company incorporated in the British Virgin Islands with company number 521800, with its registered office at Craigmuir Chambers, PO Box 71, Road Town, Tortola, British Virgin Islands, and its seat of central administration at 16, Avenue Pasteur, L-2310 Luxembourg (“White Ice”), Red Back Mining B.V., a besloten vennootschap met beperkte aansprakelijkheid incorporated under the laws of The Netherlands and registered with the Dutch trade register (Kamer va
