AGENCY AGREEMENTAgency Agreement • December 8th, 2015 • Magna International Inc • Motor vehicle parts & accessories • Ontario
RBC Dominion Securities Inc. (“RBC”), CIBC World Markets Inc. (“CIBC”), Scotia Capital Inc. (“Scotia”) and TD Securities Inc. (“TD” and with RBC, CIBC and Scotia, collectively, the “Lead Agents”) and BMO Nesbitt Burns Inc. (together with the Lead Agents, the “Agents”) understand that Magna International Inc. (the “Company”) proposes to create, issue and sell $425 million aggregate principal amount of 3.10% senior unsecured notes due December 15, 2022 (the “Notes”), having the material attributes described in the Offering Memorandum (as defined below), on a private placement basis in each of the Provinces of Canada (the “Offering Jurisdictions”) pursuant to certain exemptions from the prospectus requirements under Canadian securities legislation (the “Offering”).
