Nevada Copper Announces Closing of Public Offering - Seite 2

As previously announced, Pala has agreed to exercise the balance of the Common Share purchase warrants issued in connection with the Company’s October 2022 financing subject to the expiry of a review period or clearance in respect of anticipated filings under the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Clearance”) to permit Pala to exceed a majority ownership interest in the Company. The exercise of the foregoing Common Share purchase warrants by Pala, together with the prior Common Share purchase warrant exercise, will reduce approximately US$82 million of debt obligations owing by the Company to Pala. Upon receipt of HSR Clearance and the completion of the subsequent Common Share purchase warrant exercise, Pala’s ownership interest in the Company on a non-diluted basis is expected to increase to approximately 61.7%. The Company anticipates obtaining HSR Clearance in approximately 60 days.

The Company has also drawn the remaining US$10 million of the US$25 million amount that was added to the Company’s senior credit facility with KfW IPEX-Bank GmbH, as tranche A-2, as part of the Company’s October 2022 financing.

As previously announced, concurrent with closing of the Offering, Pala and Mercuria have entered into a deferred funding agreement in favour of the Company, pursuant to which Pala and Mercuria will provide up to US$15 million and US$10 million, respectively, subject to certain conditions, to be drawn pro rata by the Company, if required, until June 30, 2024. These funds, if required, will be advanced in exchange for Common Shares, convertible debt and/or non-convertible debt of the Company.

In addition, as announced in the Company’s May 9, 2023 news release, Pala had also agreed to provide US$10 million in debt funding to the Company, US$5.5 million of which was advanced prior to announcement of the Offering. The additional US$4.5 million in debt funding was subject to certain conditions, including, but not limited to, the reduction on a dollar-for-dollar basis of the funding if the Over-Allotment Option was exercised. Given the partial exercise of the Over-Allotment Option, Pala was not required to fund the additional US$4.5 million commitment.