I-Pulse Inc. - Aug 18, 2022 Form 4 Insider Report for Ivanhoe Electric Inc. (IE)

Role: 10%+ Owner
Signature: /s/ Sam Kenny
Stock symbol: IE
Transactions as of: Aug 18, 2022
Transactions value $: -$17,269,213
Form type: 4
Date filed: 8/25/2022, 12:18 PM
Previous filing: Aug 4, 2022
Next filing: Sep 19, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	IE	Common Stock	Conversion of derivative security	-$4.07M	-868K	-6.43%	$4.69	12.6M	Aug 18, 2022	Direct	F1
transaction	IE	Common Stock	Conversion of derivative security	-$10M	-946K	-7.49%	$10.58	11.7M	Aug 18, 2022	Direct	F2
transaction	IE	Common Stock	Conversion of derivative security	-$3.19M	-681K	-5.83%	$4.69	11M	Aug 19, 2022	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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"). In accordance with their terms, certain of the holders of the I-Pulse Convertible Notes elected to exchange the I-Pulse Convertible Notes, including any accrued but unpaid interest, into shares of common stock of Ivanhoe Electric Inc. (the "Company") 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 was sold in the qualifying IPO of the Company, 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.
F2	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 became effective under the Securities Act of 1933, Orion was 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. Orion exercised its rights under this share exchange option agreement, with the number of shares of common stock of the Company so conveyed to Orion determined by a price per share equal to 90% of the gross price per share at which common stock of the Company was sold in the qualifying IPO.

Content

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"). In accordance with their terms, certain of the holders of the I-Pulse Convertible Notes elected to exchange the I-Pulse Convertible Notes, including any accrued but unpaid interest, into shares of common stock of Ivanhoe Electric Inc. (the "Company") 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 was sold in the qualifying IPO of the Company, 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.

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 became effective under the Securities Act of 1933, Orion was 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. Orion exercised its rights under this share exchange option agreement, with the number of shares of common stock of the Company so conveyed to Orion determined by a price per share equal to 90% of the gross price per share at which common stock of the Company was sold in the qualifying IPO.