Ivanhoe Electric and Ma’aden Sign Definitive Agreement and Finalize Terms for Exploration Joint Venture and Strategic Investment Transaction Creates Groundbreaking 50/50 Exploration Joint Venture in the Kingdom of Saudi Arabia
1
@robert_ivanhoe
@ivanhoeelectric
www.ivanhoeelectric.com
May 15, 2023
Ivanhoe Electric and Ma’aden Sign Definitive Agreement and
Finalize Terms for Exploration Joint Venture and Strategic
Investment
Transaction Creates Groundbreaking 50/50 Exploration Joint
Venture in the Kingdom of Saudi Arabia
Ma’aden will Complete a US$126.5 Million Strategic Investment in
Ivanhoe Electric Common Stock
PHOENIX, ARIZONA – Ivanhoe Electric (NYSE American: IE; TSX: IE) Executive
Chairman, Robert Friedland and President and Chief Executive Officer, Taylor Melvin
announce today the signing of a Definitive Agreement with Saudi Arabian Mining
Company Ma’aden (“Ma’aden”) (Saudi Stock Exchange Tadawul: 1211), finalizing the
terms of the transactions announced on January 11, 2023 (refer to Ivanhoe Electric’s
January 11, 2023 news release).
Mr. Friedland commented: “We are excited to finalize our transaction terms with
Ma’aden and begin the important work of minerals exploration in the Kingdom of Saudi
Arabia. Our joint venture will embark on the largest exploration program ever conducted
using our highly powerful and disruptive Typhoon™ geophysical surveying system.
With our Typhoon™ technology, our Computational Geosciences’ machine-based
learning software, and the combined talents of our highly experienced team of women
and men, we believe that we have all the tools necessary to conduct a transformational
exploration program for electric and precious metals in the Kingdom of Saudi Arabia.
The potential for future discoveries is extraordinary.”
Mr. Melvin commented: “Today’s signing is a significant achievement for both
companies. We look forward to growing our important partnership with Ma’aden as our
Joint Venture deploys Typhoon™ and CGI software in Saudi Arabia to search for new
discoveries over a vast area of highly prospective land. We are also grateful that
Ma’aden has chosen to make a significant strategic investment in Ivanhoe Electric as
we build a successful future together.”
Ma’aden Chief Executive Officer Mr. Robert Wilt commented: “Our partnership with
Ivanhoe Electric provides Ma’aden with a platform to pursue high impact growth
opportunities, as we explore the tremendous mineral wealth potential of the Kingdom of
2
Saudi Arabia. This Joint Venture is going to enable us to roll out Ivanhoe Electric’s
cutting-edge Typhoon™ technology to accelerate our exploration program as we look to
grow our production pipeline faster, and for less. Together with partners like Ivanhoe
Electric, we are confident in our ability to continue to drive the rapid growth of the
sector in Saudi Arabia, ensure we are meeting our own long term growth targets and
that we are taking the necessary steps to establish mining as the third pillar of the
Saudi economy.”
Ivanhoe Electric’s Proprietary Typhoon™ Geophysical Surveying System
to be Deployed on ~48,500 km2 of Underexplored Arabian Shield
At closing, Ma’aden and Ivanhoe Electric will form a 50/50 exploration joint venture in
Saudi Arabia (the “Joint Venture”) to explore for copper, nickel, gold, silver and other
electric metals. Ivanhoe Electric is the operator of the Joint Venture during the
exploration phase, and Ma’aden will become the operator for the development of any
economically viable deposits found and specifically designated by the Joint Venture.
The Joint Venture will deploy the Typhoon™ geophysical surveying system in the
largest exploration program ever conducted using the technology. Typhoon™ is the
brand name for Ivanhoe Electric’s proprietary electrical geophysical surveying
transmitter, which can detect the presence of sulfide minerals containing copper,
nickel, gold and silver (as well as water and oil).
Ivanhoe Electric’s proprietary Typhoon geophysical surveying system in
operation at the Santa Cruz Copper Project, located near Casa Grande, Arizona,
USA (July 2022).
3
The technology was developed by Ivanhoe Electric’s former parent, I-Pulse Inc. of
Toulouse, France (https://www.ipulse-group.com/), to unlock exploration in areas where
potential deposits are hidden by cover, where target depths exceed the range of
conventional geophysical surveying systems, or where the scale and topography of an
exploration target area prevents efficient and cost-effective conventional surveying.
Typhoon™ consists of highly sophisticated capacitors and switches derived from I-
Pulse technology. A subsidiary of Ivanhoe Electric holds the relevant patents, however
I-Pulse has the right to use Typhoon™ in non-mineral exploration activities, including in
geothermal and in the exploration for water and oil.
The I-Pulse suite of technologies which led the development of Typhoon™, compresses
and releases stored electricity in billionths of a second. These extremely high-powered
electric discharges underpin the Typhoon™ system and are also used by I-Pulse in
other applications, including to shape and assemble metals in advanced manufacturing
and to quickly and efficiently shatter rock containing minerals or gemstones.
Typhoon™ achieves its results through its unique specifications, which include a
current output of up to 200 amps and a voltage output of up to 10,000 volts. The
transmitter uses switches and capacitance systems which generate a very pure and
stable transmitted signal, resulting in an extremely high signal-to-noise ratio.
Typhoon™ is also capable of transmitting both induced polarization and
electromagnetic signals, meaning that the same transmitter can be used to search for a
wide variety of mineral deposit types.
Ivanhoe Electric currently has three Typhoon™ units, one of which will be deployed to
Saudi Arabia in the near-term for use by the Joint Venture. Three more Typhoon™ units
will be purchased by the Joint Venture from I-Pulse. The first of these new generation
Typhoon™ units is expected to be delivered in H1 2024.
Ma’aden’s Strategic Investment into Ivanhoe Electric
At closing, Ivanhoe Electric expects to issue approximately 10.2 million common shares
to Ma’aden, representing 9.9% of common shares outstanding, at a purchase price of
$12.38 per share for gross proceeds of US$126.5 million. US$66 million of proceeds will
go to the Joint Venture to fund exploration activities, including the purchase of three
new-generation Typhoon™ machines to be used by the Joint Venture. The remaining
US$60 million will be retained by Ivanhoe Electric to advance its portfolio of US mineral
projects, and for working capital and general corporate purposes.
As part of the equity private placement, Ivanhoe Electric will grant Ma’aden a top-up
right allowing Ma’aden to maintain its 9.9% ownership, and Ma’aden will agree to a five-
year standstill limiting its shareholding to a maximum of 19.9%, subject to certain
exceptions. Ma’aden will have the right to appoint a nominee to the Ivanhoe Electric
board of directors.
4
The transactions are expected to close by the end of Q2 2023 subject to the approval of
a supplemental listing application by the New York Stock Exchange and the corporate
and regulatory formalities required in Saudi Arabia to incorporate the joint venture
entity.
About Ma’aden
Ma’aden is the largest multi-commodity mining and metals company in the Middle East
and among the fastest-growing mining companies in the world, with revenues of SAR
40.4 billion (US$10.7 billion) in 2022. Ma’aden is developing the mining industry into the
third pillar of the Saudi economy in line with Vision 2030, and aims to be a role model in
responsible and sustainable operations. Ma’aden operates 17 mines and sites, has
6,500+ direct employees and exports products to over 30 countries. Ma’aden is
embarking on massive growth over the next 18 years across phosphate, aluminum,
gold, copper and new minerals. Website: www.maaden.com.sa
About Ivanhoe Electric
Ivanhoe Electric is an American technology and mineral exploration company that is re-
inventing mining for the electrification of everything by combining advanced mineral
exploration technologies, renewable energy storage solutions and electric metals
projects predominantly located in the United States. Ivanhoe Electric uses its
Typhoon™ transmitter, an accurate and powerful geophysical survey system, together
with advanced data analytics provided by its subsidiary, Computational Geosciences, to
accelerate and de-risk the mineral exploration process as well as to potentially discover
deposits of critical metals that may otherwise be undetectable by traditional exploration
technologies. Through its controlling interest in VRB Energy, Ivanhoe Electric also
develops and manufactures advanced grid-scale vanadium redox battery storage
systems. Finally, through advancing its portfolio of electric metals projects located
primarily in the United States, headlined by the Santa Cruz Copper Project in Arizona
and the Tintic Copper-Gold Project in Utah, as well as projects in Montana, Nevada,
Oregon and North Carolina, Ivanhoe Electric is also well positioned to support
American supply chain independence by delivering the critical metals necessary for
electrification of the economy. Website: www.ivanhoeelectric.com
Contact Information
Investors: Taylor Melvin, President and Chief Executive Officer 602-300-1522
Valerie Kimball, Director, Investor Relations 720-933-1150
Follow us on Twitter
Ivanhoe Electric’s Executive Chairman Robert Friedland: @robert_ivanhoe
Ivanhoe Electric: @ivanhoeelectric
5
Forward-Looking Statements
Certain statements in this news release constitute “forward-looking statements” or “forward-looking
information” within the meaning of applicable US and Canadian securities laws. Such statements and
information involve known and unknown risks, uncertainties and other factors that may cause the actual
results, performance or achievements of the company, its projects, or industry results, to be materially
different from any future results, performance or achievements expressed or implied by such forward-
looking statements or information. Such statements can be identified by the use of words such as
“may”, “would”, “could”, “will”, “intend”, “expect”, “believe”, “plan”, “anticipate”, “estimate”, “scheduled”,
“forecast”, “predict” and other similar terminology, or state that certain actions, events or results “may”,
“could”, “would”, “might” or “will” be taken, occur or be achieved. These statements reflect the
company’s current expectations regarding future events, performance and results and speak only as of
the date of this news release.
Such statements in this news release include, without limitation: statements regarding the transactions
between Ivanhoe Electric and Ma’aden, including statements regarding the benefits of the transactions,
the anticipated timing and closing of the transactions, the businesses of Ivanhoe Electric and Ma’aden
and the markets in which they operate, and the potential for, likelihood of, future mineral discoveries.
Forward-looking statements are based on management’s beliefs and assumptions and on information
currently available to management. Such statements are subject to significant risks and uncertainties,
and actual results may differ materially from those expressed or implied in the forward-looking
statements due to various factors, including uncertainties as to the timing of closing the transaction,
including the potential failure to close; the Company’s ability to complete due diligence on the timeline
or at all; the satisfaction of conditions to closing; the risk that the Company cannot complete the
payments owed; changes in the prices of copper or other metals Ivanhoe Electric is exploring for; the
results of exploration and drilling activities and/or the failure of exploration programs or studies to
deliver anticipated results or results that would justify and support continued exploration, studies,
development or operations; the final assessment of exploration results and information that is
preliminary; the significant risk and hazards associated with any future mining operations, extensive
regulation by the US government as well as local governments; changes in laws, rules or regulations,
or their enforcement by applicable authorities; the failure of parties to contracts with the company to
perform as agreed; and the impact of political, economic and other uncertainties associated with
operating in foreign countries, and the impact of the COVID-19 pandemic and the global economy.
These factors should not be construed as exhaustive and should be read in conjunction with the other
cautionary statements and risk factors described in Ivanhoe Electric’s Annual Report on Form 10-K filed
with the U.S. Securities and Exchange Commission.
No assurance can be given that such future results will be achieved. Forward-looking statements speak
only as of the date of this news release. Ivanhoe Electric cautions you not to place undue reliance on
these forward-looking statements. Subject to applicable securities laws, the company does not assume
any obligation to update or revise the forward-looking statements contained herein to reflect events or
circumstances occurring after the date of this news release, and Ivanhoe Electric expressly disclaims
any requirement to do so.