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Title: |
Subscription Agreement |
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Entities: |
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Date: |
2003 |
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Preview shows 2KB of 10KB total |
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Price: |
$31 |
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ID: |
#279656 |
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To: Noranda Inc.
A. Subscription
1. Brascan Corporation (the Purchaser) hereby subscribes for and agrees to purchase from Noranda Inc. (the Corporation), on the terms and conditions set forth in this Subscription Agreement, 20,000,000 common shares of the Corporation (the Shares) at a price per share of $12.65 (the Subscription Amount).
2. The Corporation has authorized the sale and issuance of up to 47,776,000 common shares (the Offering), of which up to 27,776,000 may be issued to a syndicate of underwriters (collectively, the Underwriters) at a price of $12.65 per share pursuant to a letter agreement dated July 29, 2003 (the Bid Letter). The sale of the Shares pursuant to this Agreement forms part of the Offering. The Offering will be effected pursuant to a short form prospectus filed by the Corporation with the securities regulatory authorities in each of the provinces of Canada.
3. The closing (the Closing) of the purchase and sale of the Shares will be held at the offices of McCarthy Ttrault LLP, Toronto Dominion Bank Tower, Toronto Dominion Center, Toronto, Ontario at 8:00 a.m. (Toronto time) on August 18, 2003 or at such other time and place upon which the Corporation and the Purchaser agree (the Closing Date). At the Closing, the Corporation will deliver to the Purchaser a certificate evidencing the Shares being subscribed for by the Purchaser, registered in the name of the Purchaser or in the name or names of such other person or entity resident in the Province of Ontario as may be designated by the Purchaser not less than one business day (being a day other than a Saturday, Sunday or a day on which chartered banks are not open for business in Toronto, Ontario) prior to the Closing Date, against payment to the Corporation by wire transfer of the aggregate Subscription Amount for the Shares being subscribed for hereunder.
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