Ivanhoe Electric Inc. — Director's Dealing 2022

Aug 25, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ivanhoe Electric Inc. (IE)
CIK: 0001879016
Period of Report: 2022-08-18

Reporting Person: I-Pulse Inc. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-08-18	Common Stock	C	868259	$4.6929	Disposed	12631842	Direct
2022-08-18	Common Stock	C	945626	$10.575	Disposed	11686216	Direct
2022-08-19	Common Stock	C	680723	$4.6929	Disposed	11005493	Direct

Footnotes

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.