Exchange and Option Agreement Sample Contracts

EXCHANGE AND OPTION AGREEMENT
Exchange and Option Agreement • May 23rd, 2019 • Transalta Corp • Electric services • Alberta

WHEREAS (i) Eagle Investment II LP, an Affiliate of the Investor, is the holder of $350,000,000 principal amount of 7% unsecured, subordinated debentures (the “Debentures”) and (ii) the Investor and/or its Affiliates will, upon completion of the Second Subscription on the Second Funding Date (as those terms are defined in the Investment Agreement), be the holder of 400,000 redeemable First Preferred Shares, Series I (the “Redeemable Shares”), in each case, issued pursuant to that certain investment agreement entered into as of March 22, 2019 between Brookfield BRP Holdings (Canada) Inc. and the Issuer (as amended, restated, supplemented or otherwise modified from time to time, the “Investment Agreement”);

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