Ivanhoe Electric Inc. 8-K

What Happened

• On February 10, 2026, Ivanhoe Electric disclosed that its publicly listed, 60.8%-owned subsidiary Cordoba Minerals Corp. and an indirect subsidiary (Cordoba Barbados) entered into a Waiver and Amending Agreement with JCHX-related parties to revise a previously announced sale of Cordoba’s remaining 50% interest in the Alacrán copper‑gold‑silver deposit in Colombia.
• The amended deal sets the total purchase price at $128 million, increases the payment due at closing to the full $128 million (removing post‑closing payments), and extends the outside closing date to March 10, 2026.

Key Details

• Parties: Cordoba Minerals Corp. and Cordoba Barbados (sellers); JCHX Mining Management Co., Ltd. and affiliated JCHX parties (buyers, including Veritas Resources AG). JCHX acquired the first 50% stake in May 2023.
• Purchase price: $128 million, payable at closing (no deferred payments).
• Material amendments: removal of Naipu and Zhongan as parties; waiver of requirement that Colombia’s Environmental Impact Assessment (EIA) be approved by the Autoridad Nacional de Licencias Ambientales; new closing condition requiring JCHX shareholder approval; outside date extended to March 10, 2026.
• Proceeds/distribution: Cordoba agreed to use commercially reasonable efforts to distribute net proceeds to its shareholders after liabilities and required approvals, while retaining $10 million in Cordoba.

Why It Matters

• For investors, the amendment accelerates payment certainty by requiring the full $128M at close and clarifies timing (outside date moved to March 10, 2026), which could affect cash flows for Cordoba and, by extension, Ivanhoe Electric (60.8% owner).
• The waiver of the EIA approval condition and the added requirement for JCHX shareholder approval change the regulatory and shareholder‑approval risk profile of closing; the transaction still depends on multiple approvals and conditions.
• The filing includes standard forward‑looking caution: closing is not guaranteed, approvals may not be obtained, and proceeds may not be distributed as currently anticipated.