Genesis Acquisition Corp. — M&A Activity 2026

Apr 15, 2026

March 27, 2026

STRICTLY PRIVATE AND CONFIDENTIAL

Genesis Acquisition Corp.
1072 Collinson Crt
Kelowna, BC V1W 0C3

Attention: Blair Wilson, CEO

Dear Sir:

Re: Fourth Amendment to Business Combination Agreement

Reference is made to (i) the Business Combination Agreement between Nusa Nickel Corp. (“Nusa”), Genesis Acquisition Corp. (“Genesis”) and 1001421961 Ontario Inc., (“Subco” and, together with Nusa and Genesis, the “Parties”) effective as of November 21, 2025, (ii) the first amending agreement to the Business Combination Agreement dated January 14, 2026, (iii) the second amending agreement to the Business Combination Agreement dated January 30, 2026; and (iv) the third amending agreement to the Business Combination Agreement (collectively, the “BCA”). All capitalized terms used herein without definition shall have the meanings ascribed thereto in the BCA.

WHEREAS the Parties wish to amend the definition of the term “Split” in the BCA; and

NOW THEREFORE the Parties hereby covenant and agree as follows:

1. No Other Amendments

Except as specifically amended herein, all other terms of the BCA remain in full force and effect unamended as of the date hereof;

1. Split Ratio– Split (Section 1.01)

The defined term “Split” set forth in Section 1.01 of the BCA be amended to delete the number “1.6438” and replace it with the number “1.64384”.

1. Split Ratio– Split (Schedule A, Section 1)

The defined term “Split” set forth in Section 1 of Appendix A of the BCA be amended to delete the number “1.6438” and replace it with the number “1.64384”.

This amending agreement may be executed in any number of counterparts, which taken together shall form one and the same agreement, and may be executed and delivered by facsimile or in PDF format via email transmission, which shall be binding on the parties as though originally executed and delivered.

This amending agreement shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein.

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Each of the Parties has executed this Amendment as of the date first written above.

NUSA NICKEL CORP.

By:
Signed by:
Brandon Colwell
Name: Brandon Colwell
Title: Director

GENESIS ACQUISITION CORP.

By:
Signed by:
Blair Wilson
Name: Blair Wilson
Title: Chief Executive Officer

1001421961 ONTARIO INC.

By:
Signed by:
Blair Wilson
Name: Blair Wilson
Title: Director

1411-2597-4046, v. 1