UNDERWRITING AGREEMENTUnderwriting Agreement • February 21st, 2014 • Rubicon Minerals Corp • Metal mining • British Columbia
The undersigned, TD Securities Inc. and BMO Nesbitt Burns Inc. (together, the “Joint Bookrunners”) together with National Bank Financial Inc., Scotia Capital Inc., Mackie Research Capital Corporation, Canaccord Genuity Corp. and Desjardins Securities Inc. (collectively, the “Underwriters”), understand that Rubicon Minerals Corporation (the “Company”) proposes to issue and sell 64,600,000 units of the Company (the “Units”). Each Unit shall be comprised of one Common Share (as defined herein, and each Common Share comprising the Unit being a “Unit Share”) and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a “Warrant”). Each Warrant shall entitle the holder thereof to acquire one Common Share (a “Warrant Share”) at an exercise price of $2.00 for a period of 12 months years following the Closing Date (as defined herein).
