UNDERWRITING AGREEMENTUnderwriting Agreement • September 10th, 2014 • Golden Minerals Co • Gold and silver ores • California
Golden Minerals Company, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named on Schedule I hereto (the “Underwriters,” or, each, an “Underwriter”), an aggregate of up to a total of 3,692,000 units (the “Units”), each unit consisting of (i) one share (each, a “Share”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”) and (ii) a warrant to purchase one half of a share of Common Stock (each, a “Warrant”). The shares of Common Stock underlying the Warrants are referred to herein as the “Warrant Shares;” the Shares, Warrants and Warrant Shares together are the “Securities.” The Units will not be separately issued or certificated. The Shares and the Warrants are immediately separable and will be issued separately, but will be purchased together in the offering. Roth Capital Partners, LLC (“Roth”) is acting as representative of the several Underwriters and in such c
SUBSCRIPTION AGREEMENTSubscription Agreement • September 10th, 2014 • Golden Minerals Co • Gold and silver ores • Colorado
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of September 10, 2014, by and between GOLDEN MINERALS COMPANY, a Delaware corporation (the “Company”), and SENTIENT GLOBAL RESOURCES FUND IV, L.P., a Cayman Islands exempted limited partnership (the “Buyer”).
WARRANT AGREEMENTWarrant Agreement • September 10th, 2014 • Golden Minerals Co • Gold and silver ores • New York
THIS WARRANT AGREEMENT is dated September 10, 2014, between Golden Minerals Company, a Delaware corporation (the “Company”) and Computershare Inc., a Delaware corporation, and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company, collectively as warrant agent (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 10th, 2014 • Golden Minerals Co • Gold and silver ores • Colorado
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 10, 2014 by and between GOLDEN MINERALS COMPANY, a Delaware corporation (the “Company”), and Sentient Global Resources Fund IV, L.P., a Cayman Islands exempted limited partnership (“Buyer”).
