AGENCY AGREEMENTAgency Agreement • March 29th, 2007 • Searchlight Minerals Corp. • Services-business services, nec • Nevada
We understand that Searchlight Minerals Corp. (the “Corporation”) proposes to issue up to 2,333,333 Units of the Corporation at a subscription price of US$3.00 per unit (“Unit”), each Unit consisting of (i) one common share in the capital of the Corporation (each a “Common Share” and collectively, the “Common Shares”), (ii) one half of one common share purchase warrant (each a “Warrant” and collectively, the “Warrants”), each whole Warrant exercisable into one additional common share of the Corporation (each a “Warrant Share” and collectively, the “Warrant Shares”) for a period of twenty four months from the Closing Date (defined below) at a price of US$4.50 per share; provided, however, that if the average closing price of the Common Shares exceeds US$6.50 for twenty consecutive trading days, the Corporation shall have the option (the “Call”) to accelerate the expiry of the Warrants to the thirtieth day following the date on which notice is provided by the Corporation of such accelera
