Genesis Acquisition Corp. — M&A Activity 2026

Apr 15, 2026

Docusign Envelope ID: C34E693E-81FB-488A-AA10-BB7CAE23FDE3

January 30, 2026

STRICTLY PRIVATE AND CONFIDENTIAL

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

Attention: Blair Wilson, CEO

Dear Sir:

Re: Second Amendment to Business Combination Agreement

Reference is made to both 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, and the first amending agreement to the Business Combination Agreement dated January 14, 2026 (collectively, the “BCA”). All capitalized terms used herein without definition shall have the meanings ascribed thereto in the BCA.

WHEREAS as of the date hereof, Nusa anticipates that additional time beyond the periods specified in the BCA may be required in respect of delivering the Nusa Technical Report; and

WHEREAS as of the date hereof, Nusa anticipates that additional time beyond the periods specified in the BCA may be required in respect of delivering the audited financial statements of Nusa for the financial year ended December 31, 2024;

NOW THEREFORE the Parties hereby covenant and agree as follows:

1. except as specifically amended herein, all other terms of the BCA remain in full force and effect unamended as of the date hereof;
2. the reference in Section 8.01(d) of the Business Combination Agreement to “January 30, 2026” is deleted and replaced with “February 13, 2026”; and
3. the reference in Section 8.01(e) of the Business Combination Agreement to “January 31, 2026” is deleted and replaced with “February 28, 2026”.

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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Docusign Envelope ID: C34E693E-81FB-488A-AA10-BB7CAE23FDE3

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

NUSA NICKEL CORP.

By:
Signed by:
Brandon Colwell
6037/603F0590489
Name: Brandon Colwell
Title: Director

GENESIS ACQUISITION CORP.

By:

Name: Blair Wilson
Title: Chief Executive Officer

1001421961 ONTARIO INC.

Name: Blair Wilson
Title: Director