Item 4 — Purpose of Transaction
On November 14, 2022, the Purchaser acquired C$75,341,080 aggregate principal amount of a 5.00% senior unsecured convertible debenture due November 14, 2029 (the "Convertible Debenture"), which is convertible, in whole or in part, at any time and from time to time, into Common Shares of the Issuer at a price of C$2.00 per Common Share. On March 30, 2026, the Purchaser announced its intention to: (i) purchase from the Issuer, on a private placement basis, 14,760,638 Common Shares (collectively, the "Purchased Shares") for C$0.94 per Purchased Share, representing an aggregate purchase price for all of the Purchased Shares of C$13,875,000 (the "Subscription Transaction"), pursuant to a subscription agreement entered into on March 30, 2026 between the Purchaser and the Issuer (the "Subscription Agreement"); and (ii) in connection with and concurrently with the closing of the Subscription Transaction, enter into an agreement with the Issuer with respect to the Convertible Debenture, pursuant to which the Purchaser and the Issuer will agree to amend certain terms of the Convertible Debenture including, among others, the conversion price of the Convertible Debenture to C$0.94 per Common Share and the Purchaser will subsequently convert the outstanding principal and any accrued and unpaid interest thereunder into 95,281,277 Common Shares, effective on the closing of the Subscription Transaction (together with the Subscription Transaction, the "Investment"). On completion of the Investment, the Purchaser will have beneficial ownership of 110,041,915 Common Shares, representing approximately 40.8% of the issued and outstanding Common Shares (calculated on a non-diluted basis) based on 269,725,868 Common Shares expected to be issued and outstanding on completion of the Investment. In connection with the issuance of the Convertible Debenture on November 14, 2022, the Purchaser and the Issuer entered into an investor rights agreement dated November 14, 2022, which, effective upon completion of the Investment, they have agreed to amend and restate (the "Amended and Restated Investor Rights Agreement"). Pursuant to the Amended and Restated Investor Rights Agreement, the Purchaser will have the right to nominate up to 40% of the board of directors of the Issuer (the "Board"), subject to the Purchaser maintaining certain share ownership thresholds; provided, that in no event shall the Purchaser be entitled to fewer than two nominees. The Purchaser will have the right to nominate one nominee prior to the next meeting of shareholders to elect directors. The Purchaser may, subject to the terms and conditions of its nomination rights, replace its nominee directors from time to time. In addition, the Purchaser will be provided with certain governance rights, so long as it maintains certain share ownership thresholds, including approval rights over certain of the Issuer's actions, pre-emptive rights, top-up rights and customary registration rights. The Purchaser will be entitled to engage with the Board regarding the Issuer's business and prospects. The Amended and Restated Investor Rights Agreement will also include customary standstill provisions for an additional two-year period as well as transfer restrictions for an additional period of 18 months. The Purchaser will also have the right, so long as it maintains certain share ownership thresholds, to participate in future equity offerings of the Issuer subject to the terms and conditions contained in the Amended and Restated Investor Rights Agreement. The Purchaser undertook the Investment as part of a strategic investment in the Issuer. The Purchaser intends to review its investment in the Issuer on a continuing basis and may, subject to the terms of the Investor Rights Agreement, depending upon a number of factors including market and other conditions, increase or decrease its beneficial ownership, control, direction or economic exposure over securities of the Issuer through market transactions, private agreements, treasury issuances, exercise of options, convertible securities, derivatives, swaps or otherwise.