CGP standstill4 Feb 2019 13:45
In addition, subject to permitted exclusions, BHP is not permitted to, during the Cornerstone
Standstill Period (as such term is defined in the BHP Share Subscription Agreement), without the
prior consent of the Corporation: (a) acquire any interests in shares of Cornerstone Capital
Resources Inc. ("Cornerstone"); or (b) directly or indirectly solicit, initiate or enter into any
discussions or negotiations with any other party or person (other than its advisers, the Corporation
or any representative of the Corporation) in relation to any agreement, arrangement, proposal,
expression of interest or offer, under which any one or more of them or any of their related bodies
corporate may effect a change of control of Cornerstone or effect a change in the composition of
the board of directors of Cornerstone.
The standstill in respect of the Corporation ceases in the event that a third party makes an offer to
acquire the Corporation.