0001104659-14-061136 Sample Contracts

8,375,000 Common Shares Franco-Nevada Corporation UNDERWRITING AGREEMENT
Underwriting Agreement • August 14th, 2014 • FRANCO NEVADA Corp • Gold and silver ores • Ontario

Franco-Nevada Corporation, a corporation formed and organized under the Canada Business Corporations Act (the “Corporation”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of 8,375,000 common shares of the Corporation (the “Firm Shares”).

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