Nevada Copper Corp. (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) is pleased to announce that it has completed its previously announced public offering of units of the Company, which included the partial exercise of the over-allotment option by a syndicate of underwriters that included Scotiabank, Jett Capital LLC, RBC Capital Markets, Haywood Securities Inc. and Research Capital Corporation. As announced on November 11, 2021, the public offering was upsized due to strong demand, including from new and existing institutional investors and mining sector corporates.

The Company issued an aggregate of 162,644,300 Units and 2,000,000 Warrants (as defined below), including 14,544,300 Units and 2,000,000 Warrants pursuant to the partial exercise of the Over-Allotment Option, at a price of C$0.77 per Unit (and C$0.08 per Warrant, for aggregate gross proceeds of approximately C$125.4 million. Each Unit consists of one common share of the Company and one-half of one Common Share purchase warrant. Each Warrant is exercisable for one Common Share at a price of C$1.00 per Warrant Share until May 29, 2023.

The proceeds of the Offering will be sufficient to satisfy the condition to the effectiveness of the previously announced amendments to the Company’s amended and restated credit facility with its senior project lender, KfW-IPEX Bank, for a significant deferral and extension of its debt facilities. See the Company’s October 12, 2021 news release for additional details on the amendments to the KfW Facility.

In connection with the closing of the Offering, the Company’s largest shareholder, Pala Investments Limited, has maintained its current shareholding percentage in the Company by completing the purchase, on a private placement basis, of 98,104,584 Units, at the Offering Price in the aggregate amount of approximately C$75.5 million. The consideration for the Concurrent Private Placement was the full repayment of the promissory note entered into between the Company and Pala on June 10, 2021, as amended and restated, and the partial repayment of debt owing by the Company to Pala under the credit facility entered into between the Company and Pala on February 3, 2021.

As previously announced, in connection with the Offering and the Concurrent Private Placement, Pala and the Company have agreed to amend and restate the Credit Facility on the terms set forth in the binding term sheet entered into between the Company and Pala on November 10, 2021. The Amended Credit Facility will have a principal amount of approximately US$32 million and an extended maturity date to January 31, 2026. The Amended Credit Facility will contain an accordion feature allowing the Company to draw up to an additional US$15 million under the Amended Credit Facility, subject to the agreement of Pala and the prior acceptance by the Toronto Stock Exchange. The Company expects to enter into the Amended Credit Facility on or about November 30, 2021. In connection with entering into the Amended Credit Facility, the Company will issue 15,000,000 Common Share purchase warrants to Pala. Each Credit Facility Warrant will entitle Pala to purchase, on or before January 31, 2026, one Common Share at an exercise price equal to a 25% premium to the 5-day volume weighted average price of the Common Shares as of the trading day immediately prior to the entering into of the Amended Credit Facility. Pursuant to the requirements of the TSX, the approval of disinterested shareholders of the Company will be required to be obtained before the Credit Facility Warrants become exercisable.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Nevada Copper

Nevada Copper is a copper producer and owner of the Pumpkin Hollow copper project. Located in Nevada, USA, Pumpkin Hollow has substantial reserves and resources including copper, gold and silver. Its two fully permitted projects include the high-grade underground mine  and processing facility, which is now in the production stage, and a large-scale open pit project, which is advancing towards feasibility status.