Genesis Acquisition arranges $325,000 private placement

Executive Summary

• Genesis Acquisition Corp. announced a non-brokered private placement of up to 1,625,000 common shares at $0.20 per share, raising up to $325,000 in gross proceeds, subject to TSX Venture Exchange approval.
• The company intends to use the net proceeds to cover costs associated with its previously announced qualifying transaction with Nusa Nickel Corp. and to lend up to $162,500 to Nusa under specific terms.
• Genesis also announced an extension of deadlines for Nusa Nickel Corp. to deliver audited financial statements and a technical report, moving the dates to February 13, 2026, and February 28, 2026, respectively.

Key Details

• Private Placement Structure: Non-brokered private placement of up to 1,625,000 common shares.
• Price: $0.20 per share.
• Gross Proceeds: Up to $325,000.
• Hold Period: Four months and one day pursuant to Canadian securities laws and TSX-V policies.
• Use of Proceeds:
  • Paying costs associated with the completion of the qualifying transaction with Nusa Nickel Corp.
  • Lending up to $162,500 of net proceeds to Nusa Nickel Corp.
• Loan Terms:
  • Amount: Up to $162,500.
  • Interest Rate: 8.5% per annum.
  • Maturity: One year from the date funds are advanced.
  • Security: Secured against the assets of Nusa.
  • Forgiveness Clause: The loan may be forgiven if the proposed qualifying transaction is not completed.
  • Contingency: Loan is contingent upon receipt of all requisite approvals, including TSX-V approval.
• Related Party Transaction: Certain directors and officers may participate in the private placement, which would classify the transaction as a related party transaction under Multilateral Instrument 61-101.
• M&A Timeline Extension:
  • Letter agreement entered into with Nusa Nickel Corp. on Jan. 30, 2026.
  • Audited Financial Statements Deadline: Extended from Jan. 30, 2026, to Feb. 13, 2026.
  • Technical Report Deadline: Extended from Jan. 31, 2026, to Feb. 28, 2026.