COPY OF FINAL PROSPECTUS - Mirabela Nickel

markets and may also be terminated upon the occurrence of certain stated events. Mirabela has agreed to pay
certain expenses of the Agents and has agreed to indemnify the Agents and their directors, officers, employees
and agents against certain liabilities, including civil liabilities under Canadian provincial and territorial securities
legislation, or to contribute to any payments the Agents may be required to make in respect thereof.
Subscriptions for Shares will be received subject to rejection or allotment in whole or in part and the right is
reserved to close the subscription books at any time without notice.
Mirabela has granted the Agents an Over-Allotment Option, exercisable for a period of 30 days from the
date of the closing of the Offering, to purchase additional Shares equal to up to 15% of the number of Shares
sold in the Offering, on the same terms as set out above. The Over-Allotment Option is exercisable solely to
cover over-allotments, if any, made by the Agents in connection with the Offering and for market stabilization
purposes. This prospectus qualifies the distribution of the Over-Allotment Option and the distribution of the
Shares issuable by Mirabela upon exercise of the Over-Allotment Option. If the Over-Allotment Option is
exercised in full, the number of shares issued under the Offering will be 34,500,000, the total price to the public
will be C$182,850,000, the Agents’ Fee will be C$9,142,500 and the net proceeds to Mirabela (excluding
expenses of the Offering) will be C$173,707,500.
Pursuant to policy statements of the Ontario Securities Commission the Agents may not, throughout the
period of distribution, bid for or purchase shares. The foregoing restrictions are subject to exceptions on the
condition that the bid or purchase not be engaged in for the purpose of creating actual or apparent active
trading in, or raising the price of the shares. These exceptions include a bid or purchase permitted under the
by-laws and rules of the TSX relating to market stabilization and passive market-making activities and a bid or
purchase made for and on behalf of a client where the client’s order was not solicited during the period of
distribution. Subject to the foregoing, in connection with the Offering, the Agents may over-allot Shares or effect
transactions intended to stabilize or maintain the market price of the Shares at levels other than those which
might otherwise prevail on the open market. Such transactions if commenced may be discontinued at any time.
Mirabela has agreed with the Agents that, during the period ending 90 days after the Closing Date
(the ‘‘Black-out Period’’), Mirabela will not, except in certain specified circumstances, issue, sell, offer, grant an
option or right in respect of, or otherwise dispose of, any additional ordinary shares or other securities
convertible into or exchangeable for ordinary shares without having obtained the prior written consent of the
Agents, other than in conjunction with: (i) the Offering; (ii) the exercise of the Over-Allotment Option; (iii) the
grant or exercise of stock options to directors, officers, employees and consultants of the Company; (iv) the issue
of ordinary shares upon the exercise of convertible securities, options or warrants outstanding prior to the
Closing Date; and (v) the exercise of the Inco Option.
In connection with the Offering, Mirabela will use its best efforts to cause each of its directors and officers
to enter into lock-up agreements whereby during the Black-out Period such individuals will not offer, sell or
otherwise dispose of any ordinary shares of Mirabela.
The Shares have not been and will not be registered under the United States Securities Act of 1933, as
amended (the ‘‘US Securities Act’’), or any state securities laws and, accordingly, may not be offered or sold in
the US or to, or for the benefit of, US persons (as defined in Regulation S under the US Securities Act) except
in transactions exempt from the registration requirements of the US Securities Act and applicable state
securities laws. The Agents have agreed that they will not offer or sell the Shares within the US except to
qualified institutional buyers (as defined in Rule 144A under the US Securities Act) or to institutional
accredited investors (as defined in Rule 501(a)(1), (2), (3) and (7) under the US Securities Act). This
preliminary prospectus does not constitute an offer to sell or a solicitation of an offer to buy any of the Shares in
the United States. In addition, until 40 days after the closing date, an offer or sale of Shares within the US by a
dealer (whether or not participating in the Offering) may violate the registration requirements of the US
Securities Act if such offer or sale is made otherwise than in accordance with an exemption from the registration
requirements of the US Securities Act.
The TSX has conditionally approved the listing of the Shares distributed under this prospectus on the TSX.
Listing of these Shares is subject to Mirabela fulfilling all the listing requirements of the TSX on or before
June 24, 2007.
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