Mr. Neil Simon reports

NVRO METALS SIGNS HEADS OF AGREEMENT WITH TRANSAMINE FOR PROPOSED COPPER CATHODE OFFTAKE AND FINANCING PACKAGE OF UP TO US$25 MILLION

NVRO Metals Ltd. has entered into a heads of agreement dated June 10, 2026, with Transamine SA for a proposed copper cathode offtake and financing package of up to $25-million (U.S.) 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 $10-million (U.S.) intended to support refurbishment and launch activities, a revolving working capital facility of up to $5-million (U.S.) available during commissioning and early production, and an optional cobalt and nickel prepayment of up to $10-million (U.S.), and an associated offtake arrangement, which, if agreed, would provide additional financing linked to future byproduct production.

Management believes the proposed structure provides the company with a financing pathway aligned with production while preserving optionality and continuing 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 financing 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.

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, chief executive officer. "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 SA

Founded in 1953, Transamine is one of the world's longest-established independent commodity trading houses specializing in non-ferrous raw materials.

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 Ltd.

NVRO Metals is a technology company focused on the recovery of precious and critical metals from mine waste, tailings and complex sulphidic 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.

We seek Safe Harbor.