NVRO Metals Signs Heads of Agreement with Transamine for Proposed Copper Cathode Offtake and Financing Package of up to US$25 Million Agreement supports pre-production funding for the NVRO Metals Hub and a pathway to market for copper, cobalt and nickel production.
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NVRO Metals Signs Heads of Agreement with Transamine for Proposed
Copper Cathode Offtake and Financing Package of up to US$25 Million
Agreement supports pre-production funding for the NVRO Metals Hub and a pathway to
market for copper, cobalt and nickel production.
VANCOUVER, British Columbia – June 15, 2026 – NVRO Metals Limited (TSXV: NVRO |
OTCQB: ESGLF | FSE: YGK) (“NVRO Metals” or the “Company”), a clean technology company
focused on the recovery of precious and critical metals from sulfidic ores, concentrates, mine
waste and tailings, is pleased to announce that it has entered into a Heads of Agreement dated June
10, 2026 (the “Agreement”) with Transamine SA (“Transamine”) for a proposed copper cathode
offtake and financing package of up to US$25 million to support the staged launch of the NVRO
Metals Hub in the Northern Territory, Australia.
The Agreement represents an important milestone in advancing the NVRO Metals Hub toward
production by aligning financing and marketing arrangements with the planned launch strategy.
The NVRO Metals Hub is designed as a centralized critical minerals production platform,
combining existing infrastructure, established logistics and the Company’s proprietary NVRO
Process™ to support the recovery and production of critical metals.
Under the offtake clauses included in the Agreement, Transamine would purchase the copper
cathode production from the NVRO Metals Hub for a limited period of time and production
quantity, with pricing linked to prevailing market benchmarks and applicable premiums for LME
Grade A copper cathode.
The proposed financing package comprises a prepayment facility of up to US$10 million intended
to support refurbishment and launch activities, a revolving working capital facility of up to US$5
million available during commissioning and early production and an optional cobalt and nickel
prepayment of up to US$10 million and an associated offtake arrangement which, if agreed, would
provide additional funding linked to future by-product production.
Management believes the proposed structure provides the company with a funding pathway
aligned with production while preserving optionality and ongoing exposure to copper, cobalt and
nickel markets.
Importantly, the proposed arrangement has been structured to maintain capacity for potential
government-supported and critical minerals-aligned funding initiatives as the project advances.
The Agreement is non-binding and remains subject to completion of the acquisition, negotiation
and execution of definitive agreements, completion of customary due diligence and satisfaction of
other conditions precedent. The Agreement, the proposed financing and offtake arrangements, and
any securities issuable in connection therewith remain subject to the acceptance of the TSX
Venture Exchange.
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Third-Party Validation of the NVRO Metals Hub
The arrangement reflects external commercial support for the Company’s proposed launch
strategy, subject to completion of due diligence and definitive agreements. Through a competitive
process, Transamine was selected as the partner because of its competitive terms and its long-
standing reputation as a supportive partner. The willingness of an established global metals trading
and financing group to support the proposed launch through both offtake and financing is
consistent with management’s view of the NVRO Metals Hub as a viable critical minerals
production platform. The structure provides a framework that may be replicated across future
NVRO Metals Hub developments.
Strategic Significance
The NVRO Metals Hub has been established as the Company’s first centralized critical minerals
processing hub and production platform.
Management believes the combination of production infrastructure, established export logistics,
critical minerals processing capability, and commercial support from industry participants
strengthens the Company’s pathway toward near-term production and supports its broader strategy
of accelerating the global deployment of the NVRO Process™.
The proposed financing structure aligns with the Company’s objective of maintaining a
disciplined capital profile while advancing toward production and commercial deployment.
“We are pleased to have reached agreement on a proposed framework with a highly respected and
experienced participant in the global metals industry,” said Grant Freeman, CEO. “This
arrangement is intended to provide both a pathway to market for copper cathode production and a
financing structure aligned with the launch of the NVRO Metals Hub. Importantly, the structure is
focused on supporting production while preserving flexibility for future copper, cobalt and nickel
opportunities, as well as potential government and strategic funding initiatives as the project
advances.”
About the NVRO Metals Hub
The NVRO Metals Hub is a critical minerals production and processing platform located in
Australia’s Northern Territory, in close proximity to the Port of Darwin, with access to established
logistics and transport infrastructure.
The Company’s launch strategy for the NVRO Metals Hub is focused on producing copper
cathode, together with a cobalt and nickel intermediate product using the site’s existing processing
infrastructure.
About Transamine
Founded in 1953, Transamine SA is one of the world’s longest-established independent
commodity trading houses specializing in non-ferrous raw materials.
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Headquartered in Geneva, Switzerland, the group operates globally across the base metals, battery
metals, precious metals and concentrate markets providing a range of services including logistics,
hedging, structured finance and project support.
Transamine has a long history of supporting mining and metals projects through commodity-
linked financing and offtake arrangements and is recognized for its expertise in the global non-
ferrous metals sector.
About NVRO Metals Limited
NVRO Metals Limited is a technology company focused on the recovery of precious and critical
metals from mine waste, tailings and complex sulfidic materials. Through its proprietary NVRO
Process™, centralized processing infrastructure and commercial deployment strategy, the
Company is building a scalable critical minerals production, processing and recovery platform
supporting global supply chain security.
Additional information, including the Company’s investor presentation and corporate profile,
is available at www.nvrometals.com
CONTACTS:
Investor Cubed
Neil Simon, CEO
+1 647 258 3310
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in
the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Forward-Looking Statements
This news release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable
Canadian securities laws. Forward-looking information and forward-looking statements are collectively referred to herein as
“forward-looking statements.” Forward-looking statements are generally identifiable by words such as “anticipate,” “believe,”
“estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “potential,” “project,” “should,” “target,” “will,” “would,” “could,” and
similar words, expressions or statements that certain actions, events or results may, could, would, should or will occur or be
achieved.
Forward-looking statements in this news release include, but are not limited to, statements regarding: the Heads of Agreement with
Transamine and the proposed transactions contemplated thereby; the proposed copper cathode offtake arrangement; the proposed
financing package of up to US$25 million; the potential availability, amount, timing, drawdown, repayment and use of proceeds of
any financing made available under the proposed financing package; the proposed prepayment facility, revolving working capital
facility and optional cobalt and nickel prepayment and offtake arrangement; the negotiation and execution of definitive agreements
with Transamine or any other counterparties; the completion of due diligence and satisfaction or waiver of conditions precedent;
the receipt of any required regulatory, stock exchange, including TSX Venture Exchange acceptance, if required, governmental,
third-party, counterparty or other approvals; the expected benefits of the proposed arrangement, including providing a potential
route to market for copper cathode production, supporting acquisition, refurbishment, launch, commissioning and early production
activities, aligning financing and marketing arrangements with the Company’s planned launch strategy, and preserving flexibility
for future copper, cobalt and nickel opportunities and potential government-supported, critical minerals-aligned, strategic or other
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funding initiatives; pricing being linked to prevailing market benchmarks and applicable premiums for LME Grade A copper
cathode; the acquisition, development, refurbishment, commissioning and restart of the hydrometallurgical processing facility,
associated infrastructure and mineral resource base comprising the NVRO Metals Hub; the expected benefits of the NVRO Metals
Hub; the Company’s ability to establish and operate the NVRO Metals Hub as a centralized critical minerals processing platform;
the Company’s launch strategy; the expected timing of production, including the expectation that production may commence by Q4
2027; the potential production of copper cathode and cobalt/nickel intermediate products; the ability of the existing infrastructure to
support deployment of the NVRO Process™; the Company’s ability to process Company-owned resources, customer feedstocks,
regional tailings, mine closure materials, mine waste and complex materials; the Company’s ability to generate operating cash
flow; the Company’s ability to complete financing for the acquisition, refurbishment, commissioning, restart and initial operations
of the NVRO Metals Hub, including through commodity-linked prepayment facilities, debt financing, equity financing, offtake
arrangements or other funding sources; the completion of definitive agreements with metals traders, lenders, investors, strategic
partners, customers or other counterparties; the expected benefits of the Company’s centralized processing hub strategy; the
potential application and commercialization of the NVRO Process™; and the Company’s broader commercial objectives and
strategic growth plans.
Forward-looking statements are based on management’s current expectations, estimates, projections, assumptions and beliefs as of
the date of this news release. These assumptions include, without limitation: that the Heads of Agreement will not be terminated
and will provide a basis for negotiating definitive agreements; that the Company and Transamine will be able to complete due
diligence and negotiate and execute definitive agreements on acceptable terms and within expected timeframes; that the proposed
copper cathode offtake, prepayment facility, revolving working capital facility and optional cobalt and nickel prepayment and
offtake arrangement will be available on the terms currently contemplated, or at all; that any required regulatory, stock exchange,
including TSX Venture Exchange acceptance, if required, governmental, third-party, counterparty or other approvals will be
obtained in a timely manner and on acceptable terms; that the Company will be able to satisfy all applicable conditions precedent to
any definitive agreements or financing arrangements; that Transamine and any other counterparties will perform their obligations if
definitive agreements are entered into; that the Company will be able to produce copper cathode meeting applicable specifications,
including any requirements for LME Grade A copper cathode, and realize applicable market pricing and premiums; the Company’s
ability to complete, integrate, refurbish, commission and restart the NVRO Metals Hub on the timelines and terms currently
contemplated; the availability and adequacy of existing infrastructure; the accuracy of technical, engineering, metallurgical,
resource, operating assumptions; the availability of required feedstock, reagents, equipment, labor, contractors, utilities, water,
power, transportation, port access and other inputs; the Company’s ability to achieve anticipated production rates, throughput,
recoveries, grades, product specifications, operating costs and capital costs; the availability of financing on acceptable terms; the
Company’s ability to complete definitive documentation with metals traders, lenders, investors, strategic partners, customers and
other counterparties; the receipt of required regulatory, stock exchange, permitting, environmental, governmental, community, land
access, counterparty and stakeholder approvals; the ability of the NVRO Process™ to be deployed at pilot, demonstration,
commercial or industrial scale; the Company’s ability to identify and advance suitable feedstock, processing, infrastructure and
strategic opportunities; and that market conditions, commodity prices, foreign exchange rates, interest rates, inflation, logistics,
supply chains, regulatory conditions and general economic, political and business conditions will remain sufficiently supportive of
the Company’s plans .
Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results,
performance or achievements to differ materially from those expressed or implied by such forward-looking statements. These risks
and uncertainties include, without limitation: the risk that the Heads of Agreement may be terminated or may not result in
definitive agreements; the risk that definitive agreements with Transamine or any other counterparties may not be negotiated or
executed on the terms currently contemplated or at all; the risk that due diligence may not be completed to the satisfaction of the
parties; the risk that conditions precedent to the proposed offtake, financing package or any related arrangements may not be
satisfied or waived; the risk that the proposed financing package, including the proposed prepayment facility, revolving working
capital facility and optional cobalt and nickel prepayment and offtake arrangement, may not be available in the amount, on the
timing, or on the terms currently contemplated or at all; the risk that any required regulatory, stock exchange, including TSX
Venture Exchange acceptance, if required, governmental, third-party, counterparty or other approvals may not be obtained in a
timely manner or at all; the risk that the Company may be unable to produce copper cathode meeting applicable specifications or
realize expected pricing, premiums or market terms; risks associated with commodity-linked prepayment, offtake and working
capital arrangements, including repayment obligations, security, covenants, events of default, pricing adjustments, delivery
obligations and counterparty performance; the risk that the acquisition, development, refurbishment, commissioning, restart or
operation of the NVRO Metals Hub may not proceed as currently contemplated or at all; the risk that the Company may not obtain
required financing on acceptable terms or at all; the risk that discussions or term sheets with metals traders, lenders, investors,
strategic partners, customers or other counterparties may not result in definitive agreements; changes in commodity prices, foreign
exchange rates, interest rates, inflation, operating costs, capital costs, taxes, royalties, market conditions, logistics and supply chain
conditions; risks relating to the accuracy of technical, engineering, metallurgical, resource, operating assumptions; the risk that
actual production, throughput, grades, recoveries, operating costs, capital costs, , timing or other economic outcomes differ
materially from current estimates; risks associated with mineral resource estimates, including that mineral resources are not mineral
reserves and do not have demonstrated economic viability; technical, operational, metallurgical, environmental, health and safety
risks associated with processing complex materials and deploying the NVRO Process™; risks that existing infrastructure may not
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be suitable, sufficient or economic for the Company’s intended purposes; permitting, regulatory, environmental, governmental,
community, land access, counterparty and stakeholder approval risks and delays; risks related to title, tenure, access, environmental
liabilities, reclamation obligations, mine closure obligations and other legacy liabilities; risks associated with operating in Australia
and other jurisdictions; changes in laws, regulations, government policy, taxation, royalties, permitting requirements or stock
exchange requirements; risks that the centralized processing hub strategy may not be advanced as currently contemplated or at all;
competition for projects, feedstocks, infrastructure, financing, personnel and strategic partners; reliance on key personnel,
contractors, consultants and technical advisors; market price volatility in the Company’s securities; general economic, political,
market and business conditions; and other risks and uncertainties beyond the Company’s control.
Although the Company has attempted to identify important factors that could cause actual results to differ materially from those
contained in forward-looking statements, there may be other factors that cause results, performance, achievements, events or
developments not to be as anticipated, estimated, forecasted or intended. Forward-looking statements are not guarantees of future
performance. Readers are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements
contained in this news release are made as of the date of this news release. Except as required by applicable securities laws, the
Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.