Imperial Metals — Capital/Financing Update 2023

Jul 10, 2023

FORM 51-102F3 MATERIAL CHANGE REPORT

Item 1. Name and Address of Company

Imperial Metals Corporation (the “ Company ”) Suite 200-580 Hornby Street Vancouver, BC V6C 3B6

Item 2. Date of Material Change

June 30, 2023

Item 3. News Release

A news release was disseminated through Globe Newswire on June 16, 2023, and subsequently filed under the Company’s profile on SEDAR.

Item 4. Summary of Material Change

The Company issued $34,470,000.00 in the aggregate principal amount of non-convertible debentures (the “ Debentures ”) on a non-brokered private placement basis (the “ Private Placement ”).

Item 5. Full Description of Material Change

5.1 Full Description of Material Change

The Company issued $34,470,000.00 in the aggregate principal amount of the Debentures.

The Debentures have a maturity date of July 1, 2024 and bear interest at a rate of 12.0% per annum, with interest paid semi-annually in cash, with the first payment due January 1, 2024.

The Debentures were issued pursuant to the accredited investor exemption under National Instrument 45-106 – Prospectus Exemptions and are subject to a hold period of four months from the date of issuance.

The proceeds from the Private Placement are intended to be used to fund the operation and development at the Red Chris mine and for general working capital purposes.

Under the Private Placement, the Company issued $22,185,000 in the aggregate principal amount of Debentures to the following insiders of the Company: N. Murray Edwards, a control person of the Company, purchased Debentures in the amount of $21,000,000; Larry Moeller, Chairman, purchased Debentures in the amount of $1,000,000; Pierre Lebel, Director, purchased Debentures in the amount of $25,000; Darb Dhillon, CFO and Corporate Secretary, purchased Debentures in the amount of $20,000; Brian Kynoch, President, purchased Debentures in the amount of $100,000; Sheila Colwill, Vice President Marketing, purchased Debentures in the amount of $20,000; and Randall Thompson, COO, purchased Debentures in the amount of $20,000.

Such participation is considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”). The Company has relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation.

The securities being offered under the Private Placement have not been, nor will they be registered under the United States Securities Act of 1933, as amended, or under state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. federal and state registration or an applicable exemption from the U.S. registration requirements. This report does not constitute an offer for sale of securities in the United States.

5.2 Disclosure for Restructuring Transactions

Not applicable.

Item 6. Reliance on Section 7.1(2) of National Instrument 51-102

Not applicable.

Item 7. Omitted Information

There is no information of a material nature that has been omitted.

Item 8. Executive Officer

Darb S. Dhillon Chief Financial Officer 604.669.8959

Item 9. Date of Report

July 10, 2023