On December 12, 2023, Intrepid Potash, Inc. and Intrepid Potash-New Mexico, LLC entered into the Third Amendment of Cooperative Development Agreement with XTO Holdings, LLC (?XTO Holdings?) and XTO Delaware Basin, LLC, as successors in interest to BOPCO, L.P. . The Amendment has an effective date of January 1, 2024 . The Amendment further amends that certain Cooperative Development Agreement, by and between the Company, Intrepid NM, BOPCO, L.P. and the other parties thereto, effective as of February 28, 2011, which was executed for the purpose of cooperative development of certain lands for potassium and oil and gas.

The Cooperative Development Agreement restricts and limits the rights of Intrepid and XTO, as successors in interest to BOPCO, L.P. to explore and develop their respective interests, including limitations on the location of wells. Intrepid and XTO entered into the Amendment in an effort to further the cooperation, remove the restrictions and limitations, and allow for the efficient co-development of resources within the Designated Potash Area (?DPA?) consistent with the United States Secretary of the Interior Order 3324. Pursuant to the Amendment, among other things, Intrepid agrees to support and not oppose XTO?s development and operation of XTO?s oil and gas interests within the DPA.

As consideration under the Amendment, on December 12, 2023 and January 2, 2024, Intrepid shall receive initial payments of $5 million and $45 million, respectively, from XTO. The Amendment also provides that Intrepid shall receive an additional one-time payment equal to $50 million as an ?Access Fee,? which XTO will pay within 90 days upon the earlier occurrence of (i) the approval of the first new or expanded drilling island within a specific area to be used by XTO or (ii) within seven (7) years of the anniversary of the Amendment Date.

XTO is also required to pay additional amounts to Intrepid as an ?Access Realization Fee,? up to a maximum amount of $100 million, in the event of certain additional drilling activities by XTO. The CDA also contains other customary representations, warranties, covenants, and dispute resolution provisions.

Petrie Partners is acting as financial advisor to the Company in connection with the transactions contemplated by the Amendment, and will receive a customary investment banking fee for its services.