McEWEN COPPER INC. (the “Issuer”) PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (COMMON SHARES) INSTRUCTIONS TO SUBSCRIBERPrivate Placement Subscription Agreement • March 14th, 2023 • McEwen Mining Inc. • Gold and silver ores • Ontario
The Issuer hereby accepts the Subscription (as defined herein) on the terms and conditions contained in this private placement subscription agreement (this “Agreement”) as of the 23rd day of February, 2023.
Binding Term Sheet for Secondary Offering of SharesBinding Term Sheet • March 14th, 2023 • McEwen Mining Inc. • Gold and silver ores
This Binding Term Sheet (the “Binding Term Sheet”) constitutes a commitment by Nuton LLC (“Nuton”), McEwen Mining Inc. (the “Parent Company”) and McEwen Copper Inc. (the “Company”) and collectively, the “Parties” to negotiate in good faith and to enter into the applicable definitive agreements to effectuate Nuton’s strategic purchase of equity in the Company from the Parent Company and the grant of additional investor rights to Nuton by the Company (the “Transaction”). The terms and conditions of the Transaction not limited to those set forth herein. Matters that are not covered by the provisions hereof are subject to the approval and mutual agreement of the Parties.
Investor Rights AgreementInvestor Rights Agreement • March 14th, 2023 • McEwen Mining Inc. • Gold and silver ores • Ontario
Now therefore in consideration of the foregoing and the mutual covenants and agreements below and for other good and valuable consideration to which neither party would otherwise be entitled, the receipt and sufficiency of which is irrevocably acknowledged, it is agreed by and between the Parties as follows:
Binding Term Sheet for SubscriptionSubscription Agreement • March 14th, 2023 • McEwen Mining Inc. • Gold and silver ores
This Binding Term Sheet (the “Binding Term Sheet”) constitutes a commitment by Nuton LLC (“Nuton”) and McEwen Copper Inc. (the “Company,” and together with Nuton, the “Parties”) to negotiate in good faith and to enter into the applicable definitive agreements. The terms and conditions of the transaction described below are not limited to those set forth herein. Matters that are not covered by the provisions hereof are subject to the approval and mutual agreement of the Parties.
