Idaho Copper Corporation entered into subscription agreements with 23 accredited investors for issuance of 141 units at a price of $12,000 per unit for gross proceeds of $1,692,000 on February 28, 2024. Each unit consists of one series A convertible non-voting preferred stock and 62,500 common stock purchase warrants. Each share of preferred stock converts into 50,000 shares.

The warrant entitles the holders to shares for three years, at an exercise price of $0.24 per share. The issuance of the units, the preferred stock and the warrants were not registered under the Securities Act of 1933, as amended, in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated by the SEC thereunder.