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- 40FR12B Initial registration of securities (Canada)
- 99.1 Annual Information Form for the Financial Year Ended December 31, 2011
- 99.2 Annual Information Form for the Year Ended May 31, 2011
- 99.3 Annual Information Form for the Year Ended May 31, 2010
- 99.4 Annual Financial Statements for the Seven-month Period Ended December 31, 2011
- 99.5 Notice of Change of Year End
- 99.6 Annual Financial Statements for the Year Ended May 31, 2011
- 99.7 Annual Financial Statements for the Year Ended May 31, 2010
- 99.8 Management's and Analysis for the Financial Year Ended December 31, 2011
- 99.9 Management's Discussion and Analysis for the Year Ended May 31, 2011
- 99.10 Management's Discussion and Analysis for the Year Ended May 31, 2010
- 99.11 Financial Statements for the Three and Nine Months Ended September 30, 2012
- 99.12 Md&a for the Three and Nine Month Periods Ended September 30, 2012
- 99.13 Financial Statements for the Three and Six Months Ended June 30, 2012
- 99.14 Md&a for the Three and Six Month Periods Ended June 30, 2012
- 99.15 Interim Consolidated Financial Statements for March 31, 2012
- 99.16 Md&a for the Fiscal Quarter Ended March 31, 2012
- 99.17 Interim Financial Statements for the Three Months Ended August 31, 2011
- 99.18 Md&a for the Fiscal Quarter Ended August 31, 2011
- 99.19 Financial Statements for Three and Nine Months Ended February 28, 2011
- 99.20 Md&a for the Fiscal Quarter Ended February 28, 2011
- 99.21 Financial Statements for the Three and Six Months Ended November 30, 2010
- 99.22 Md&a for the Fiscal Quarter Ended November 30, 2010
- 99.23 Financial Statements for the Three Months Ended August 31, 2010
- 99.24 Md&a for the Fiscal Quarter Ended August 31, 2010
- 99.25 Notice of May 2012 Annual General Meeting
- 99.26 Management Information Circular for May 2012 Annual General Meeting
- 99.27 Proxy Form for May 2012 Annual General Meeting
- 99.28 Notice of September 2011 Annual General Meeting
- 99.29 Management Information Circular for September 2011 Annual General Meeting
- 99.30 Proxy Form for September 2011 Annual General Meeting
- 99.31 Notice of September 2010 Annual General Meeting
- 99.32 Management Information Circular for September 2010 Annual General Meeting
- 99.33 Proxy Form for September 2010 Annual General Meeting
- 99.34 Material Change Report Dated February 24, 2012
- 99.35 Material Change Report Dated January 23, 2012
- 99.36 Material Change Report Dated January 5, 2012
- 99.37 Material Change Report Dated November 18, 2011
- 99.38 Material Change Report Dated October 31, 2011
- 99.39 Material Change Report Dated October 5, 2011
- 99.40 Material Change Report Dated May 16, 2011
- 99.41 Material Change Report Dated May 16, 2011
- 99.42 Material Change Report Dated April 24, 2011
- 99.43 Material Change Report Dated March 14, 2011
- 99.44 Material Change Report Dated February 18, 2011
- 99.45 Material Change Report Dated February 9, 2011
- 99.46 Material Change Report Dated January 26, 2011
- 99.47 Material Change Report Dated December 7, 2010
- 99.48 Material Change Report Dated October 25, 2010
- 99.49 Material Change Report Dated September 24, 2010
- 99.50 Material Change Report Dated August 26, 2010
- 99.51 Material Change Report Dated July 21, 2010
- 99.52 Material Change Report Dated June 3, 2010
- 99.53 Material Change Report Dated June 1, 2010
- 99.54 News Release Dated November 14, 2012
- 99.55 News Release Dated October 18, 2012
- 99.56 News Release Dated September 17, 2012
- 99.57 News Release Dated August 7, 2012
- 99.58 News Release Dated July 6, 2012
- 99.59 News Release Dated May 14, 2012
- 99.60 News Release Dated April 27, 2012
- 99.61 News Release Dated April 16, 2012
- 99.62 News Release Dated March 5, 2012
- 99.63 News Release Dated February 22, 2012
- 99.63 EX-99.63
- 99.64 News Release Dated February 17, 2012
- 99.65 News Release Dated January 23, 2012
- 99.66 News Release Dated January 5, 2012
- 99.67 News Release Dated January 3, 2012
- 99.68 News Release Dated December 1, 2011
- 99.69 News Release Dated November 18, 2011
- 99.70 News Release Dated November 10, 2011
- 99.71 News Release Dated October 21, 2011
- 99.72 News Release Dated October 3, 2011
- 99.73 News Release Dated September 29, 2011
- 99.73 EX-99.73
- 99.74 News Release Dated September 14, 2011
- 99.74 EX-99.74
- 99.75 News Release Dated July 20, 2011
- 99.76 News Release Dated June 15, 2011
- 99.77 News Release Dated May 12, 2011
- 99.77 EX-99.77
- 99.78 News Release Dated May 9, 2011
- 99.79 News Release Dated April 26, 2011
- 99.80 News Release Dated April 19, 2011
- 99.81 News Release Dated March 14, 2011
- 99.82 News Release Dated March 11, 2011
- 99.83 News Release Dated February 18, 2011
- 99.84 News Release Dated February 9, 2011
- 99.85 News Release Dated January 20, 2011
- 99.86 News Release Dated Decmeber 23, 2010
- 99.87 News Release Dated December 20, 2010
- 99.88 News Release Dated December 7, 2010
- 99.89 News Release Dated December 2, 2010
- 99.90 News Release Dated December 1, 2010
- 99.91 News Release Dated November 30, 2010
- 99.92 News Release Dated November 23, 2010
- 99.93 News Release Dated November 5, 2010
- 99.94 News Release Dated October 29, 2010
- 99.95 News Release Dated October 15, 2010
- 99.96 News Release Dated September 21, 2010
- 99.97 News Release Dated September 15, 2010
- 99.98 News Release Dated August 26, 2010
- 99.99 News Release Dated August 9, 2010
- 99.100 News Release Dated July 21, 2010
- 99.101 News Release Dated June 2, 2010
- 99.102 Ni 43-101 Technical Report for the La Arena Project, Peru
- 99.103 Ni 43-101 Technical Report for the La Arena Project, Peru
- 99.104 Business Acquisition Report for La Arena S.a.
- 99.105 Notice of Articles - Business Corporation Act (Alberta)
- 99.106 Articles of the Company
- 99.107 Code of Business Conduct and Ethics
- 99.108 Anti-bribery and Anti-corruption Policy
- 99.109 Gifts and Entertainment (Associates) Policy
- 99.110 Shareholder Rights Plan
- 99.111 Amended and Restated Gold Prepayment Agreement
- 99.112 Amended and Restated Contract for the Sale and Purchase of Gold
- 99.113 Assignment, Assumption and Novation Agreement
- 99.114 Operating Loan Agreement
- 99.115 Authorizing and Amendment Agreement
- 99.116 Consent of Kirk Mining Consultants Pty LTD
- 99.117 Consent of Enrique Garay, M SC P. Geo (Maig)
- 99.118 Consent of Christopher Edward Kaye, Be (Chem), Fausimm
- 99.119 Consent of Ian Dreyer, B App SC (Geology), Mauslmm(cp)
- 99.120 Consent of Linton Kirk, Be (Mining), Fauslmm
- 99.121 Consent of Coffey Mining Pty LTD
- 99.122 Consent of Doug Corley, B App SC (Geology), BSC (Hons), Maig
- 99.123 Consent of Chris Witt, BSC (Met), Mausimm (CP)
- 99.124 Consent of Beau Nicholls, BSC (Geology), Maig
- 99.125 Consent of Grant Thornton LLP
Exhibit 99.113
ASSIGNMENT, ASSUMPTION AND NOVATION AGREEMENT
THIS AGREEMENT made the 22nd day of December, 2011
AMONG:
RIO ALTO MINING LIMITED, a corporation validly existing under the laws of Alberta
(hereinafter referred to as “Rio Alto”)
AND:
OLYMPIA TRUST COMPANY, a trust company with an office in the City of Calgary, in the Province of Alberta
(hereinafter referred to as “Olympia”)
AND:
COMPUTERSHARE INVESTOR SERVICES INC., a trust company with an office in the City of Vancouver, in the Province of British Columbia
(hereinafter referred to as “Computershare”)
WITNESSSES THAT WHEREAS:
A. | Rio Alto and Olympia are parties to a shareholder rights plan agreement made as of August 26, 2010 (the “Shareholder Rights Agreement”) whereby Olympia has agreed to act as Rights Agent (as such term is defined in the Shareholder Rights Agreement) for the holders of common shares of Rio Alto; |
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B. | Rio Alto wishes to appoint Computershare as successor Rights Agent to Olympia and each of the parties have agreed to the change in Rights Agent; |
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C. | The parties wish to confirm their respective rights and obligations with respect to the assignment, assumption and novation of the Shareholder Rights Agreement. |
NOW THEREFORE in consideration of the following mutual promises and other good and valuable consideration (the receipt and sufficiency of which each party acknowledges), the parties covenant and agree as follows:
1. | ASSIGNMENT |
Olympia hereby assigns, transfers, sets over and conveys unto Computershare all of the rights, and interests of Olympia in, to and under the Shareholder Rights Agreement and all benefits and privileges derived or to be derived therefrom, to have and to hold the same absolutely as soon as this Agreement becomes effective.
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2. | NOVATION |
Computershare undertakes and agrees to assume all of the obligations of Olympia under, and agree to be bound by and comply with the terms of the Shareholder Rights Agreement.
3. | CONSENT OF A AND B TO ASSIGNMENT, ASSUMPTION AND NOVATION |
3.1 | Rio Alto hereby acknowledges, accepts and agrees to the assignment by Olympia of its rights, interests, benefits and privileges to Computershare as set forth in Section 2 of this Agreement and accepts Computershare as a party to the Shareholders Rights Agreement, and hereby covenants and agrees that as of the date hereof Computershare shall be entitled to hold and enforce all of the rights, interests, benefits and privileges of Olympia under the Agreement as if Computershare had been originally named as the Rights Agent to the Shareholder Rights Agreement. |
3.2 | Rio Alto hereby acknowledges, accepts and agrees to the assumption by Computershare of the obligations of Olympia under the Shareholder Rights Agreement as set forth in Section 3.1 of this Agreement as a novation and in full substitution for Olympia in respect of all matters as soon as this Agreement becomes effective. |
3.3 | Once this Agreement has become effective, the Shareholder Rights Agreement shall continue in full force and effect with Computershare substituted as a party thereto in the place and stead of Olympia. |
4. | GENERAL |
4.1 | The parties shall do or cause to be done all such further acts and things and shall execute or cause to be executed all such further deeds, documents, and instruments as may be reasonably necessary to give effect to this Agreement. |
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4.2 | This Agreement shall enure to the benefit of and be binding upon the respective successors and permitted assigns of the parties. |
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4.3 | This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta. The courts of the Province of Alberta shall have exclusive jurisdiction to entertain and determine all disputes and claims arising out of or in any way in connection with the construction, threatened or anticipated breach of this Agreement, and shall have jurisdiction to hear and determine all questions as to the validity, existence, or unenforceability thereof. |
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4.4 | This Agreement evidences the entire agreement among the parties hereto and cannot be changed, modified or supplemented except by a supplementary agreement executed by all parties hereto. |
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4.5 | This Agreement may be executed and delivered in separate counterparts and delivered by any party to the other parties by facsimile, each of which when so executed and delivered shall be deemed an original and all such counterparts shall together constitute one and the same agreement. |
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IN WITNESS WHEREOF this Agreement has been executed by the parties hereto as of the day and year first above written.
RIO ALTO MINING LIMITED
Per: | “signed” | |||
Authorized Signatory | ||||
OLYMPIA TRUST COMPANY | COMPUTERSHARE INVESTOR SERVICES INC. | |||
Per: | “signed” | Per: | “signed” | |
Authorized Signatory | Authorized Signatory |