Magna Mining (NICU) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition targets eight properties in Sudbury, including producing, care-and-maintenance, and exploration assets, aiming to transform into a multi-commodity producer focused on copper with flexibility for nickel and PGMs.

• Expands presence in the Sudbury Basin, complementing existing and pending properties and aligning with a growth strategy in critical minerals exploration.

• Properties have high discovery potential, especially in underexplored footwall environments near known deposits.

• Strategy leverages non-core assets from a major, applying a proven entrepreneurial model to unlock value and growth.

• Portfolio includes past-producing and exploration properties, enhancing the asset base and exploration opportunities.

Financial terms and conditions

• Purchase price: CAD 5.3M cash at closing, CAD 2M in shares, CAD 2M deferred cash (Dec 2026), up to CAD 24M in contingent payments tied to commercial production at non-producing properties.

• Assumes CAD 10M in closure liabilities.

• Financing includes a CAD 10M three-year term facility, a CAD 10M letter of credit from Desjardins, and CAD 21.8M equity raised in November.

• Transaction structured as an asset purchase; all legal and beneficial interest in the Sudbury Properties acquired, with certain liabilities including joint venture operations, NSR royalty payments, and annual work commitments assumed.

• NorthX provides CAD 500,000 cash at closing to cover closure financial assurance.

Synergies and expected cost savings

• Five permitted operations post-acquisition de-risk the portfolio and provide operational flexibility.

• Acquisition executed in a capital-efficient manner with minimal dilution to shareholders.

• Cash flow from McCreedy West to be reinvested in mine restarts and exploration, minimizing dilution.