| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | IE | Common Stock | 13.5M | Jun 27, 2022 | Direct | F1, F2, F3, F4, F5 |
| Id | Content |
|---|---|
| F1 | On March 30, 2022, the reporting person issued to Robert Friedland ("Mr. Friedland") a promissory note evidencing the reporting person's obligation to repay a principal amount of $10 million with interest at a rate equal to 2% per annum, maturing on December 31, 2023. Under this promissory note, if a qualifying IPO by Ivanhoe Electric Inc. (the "Company") occurs before the note maturity date, Mr. Friedland has the right to elect to receive, as payment in kind for the principal and interest then outstanding under such note, shares of common stock of the Company currently owned by the reporting person. |
| F2 | The number of shares of common stock provided for in Footnote 1 will be calculated at a price per share equal to: (A) 90% of the gross price per share at which common stock of the Company is sold in the qualifying IPO, if the qualifying IPO occurs on or before September 30, 2022; (B) 85% of the gross price per share at which common stock of the Company is sold in the qualifying IPO, if the qualifying IPO occurs on or after October 1, 2022 but on or before December 31, 2022; or (C) 80% of the gross price per share at which common stock of the Company is sold in the qualifying IPO, if the qualifying IPO occurs on or after January 1, 2023. Upon the maturity of such promissory note, if the outstanding balance of principal and interest was not previously paid in kind, the reporting person may elect to repay such amount either in cash or in kind by delivering shares of common stock of the Company in accordance with the price per share described in the preceding sentence. |
| F3 | On March 30, 2022, Orion Mine Finance Fund III LP ("Orion") entered into a share exchange option agreement with the reporting person. Following any qualifying IPO, but prior to the 30th day after a shelf registration statement has become effective under the Securities Act of 1933, Orion is entitled to deliver to the reporting person up to $10 million of shares of common stock of High Power Exploration Inc., a subsidiary of the reporting person, and receive in exchange shares of common stock of the Company currently held by the reporting person. |
| F4 | The number of shares of common stock of the Company provided for in Footnote 3 to be so conveyed to Orion would be determined by a price per share equal to: (A) 90% of the gross price per share at which common stock of the Company is sold in the qualifying IPO, if the qualifying IPO occurs on or before September 30, 2022; (B) 85% of the gross price per share at which common stock of the Company is sold in the qualifying IPO, if the qualifying IPO occurs on or after October 1, 2022 but on or before December 31, 2022; or (C) 80% of the gross price per share at which common stock of the Company is sold in the qualifying IPO, if the qualifying IPO occurs on or after January 1, 2023. |
| F5 | Between August 3, 2021 and November 17, 2021, the reporting person issued convertible notes in the aggregate principal amount of $19,999,680 (the "I-Pulse Convertible Notes"). Upon the consummation of a qualifying IPO, the I-Pulse Convertible Notes, including any accrued but unpaid interest, may be exchanged, in whole or in part, at the option of the holders, into shares of common stock of the Company currently held by the reporting person at a price per share equal to the lesser of (A) 80% of the gross price per share at which common stock is sold in the Qualifying IPO, and (B) $1.5643 per share of common stock, subject in each case to adjustment for any stock split, stock dividend, reverse stock split, or similar transactions. |