COPR · Idaho Copper Corporation

Idaho Copper Corporation closed a private placement on April 17, 2026, issuing $1,357,947 in convertible promissory notes and warrants to purchase 226,332 shares of common stock. The notes have a 12-month term, bear no interest unless an event of default occurs (then 18% per annum), and are convertible at $6.00 per share, subject to anti-dilution adjustments. Upon a future firm commitment underwritten offering, the notes will automatically convert at the lower of 70% of the offering price or $6.00. The warrants have an exercise price of $7.50 per share and a five-year term. The offering was conducted exclusively with accredited investors under Section 4(a)(2) and Rule 506(b) of Regulation D, with no general solicitation. Two investors converted $102,947 of existing notes into the new securities on a dollar-for-dollar basis. ThinkEquity LLC served as placement agent, receiving customary fees and warrants for 10% of the shares issuable upon conversion. The proceeds are expected to be used for working capital and general corporate purposes, though not explicitly stated. This financing provides near-term liquidity but introduces potential dilution of up to 226,332 shares from warrants and additional shares upon conversion of the notes.