Ivanhoe Electric (IE) risk factors, FY2024 10-K

Risks Related to our Mining Businesses and the Mining Industry

1. 01We operate no mines, and the exploration and development of our mineral projects into mines is highly speculative in nature, may be unsuccessful, and may never result in the development of an operating mine
2. 02We have no history of mineral production and may never engage in mineral production
3. 03We have a history of negative operating cash flows and net losses and we may never achieve or sustain profitability
4. 04The Mineral Resource calculations for our projects are only estimates and may not reflect the amount of minerals that may ultimately be extracted from those projects
5. 05Mineral Resource and Mineral Reserve estimates may change adversely and such changes may negatively impact the viability of developing a mineral project into a mine
6. 06The prices of the minerals for which we are principally exploring change on a daily basis, and a substantial or extended decline in the prices of these minerals could materially and adversely affect our ability to raise capital, conduct exploration activities, and develop or operate a mine
7. 07Our indebtedness and grant of security interests in certain of our assets could adversely affect our business
8. 08Actual capital costs, operating costs, production and economic returns may differ significantly from those we have anticipated and future development activities may not result in profitable mining operations
9. 09We are or will be required to obtain, maintain and renew environmental, construction and mining permits, which is often a costly and time-consuming process and ultimately may not be possible to achieve
10. 10We are subject to environmental and health and safety laws, regulations and permits that may subject us to material costs, liabilities and obligations, including land reclamation and exploration restoration requirements
11. 11Our future capital and operating cost estimates at any of our mining projects may not be accurate
12. 12We may face opposition from organizations that oppose mining which may disrupt or delay our mining projects
13. 13Our operations involve significant risks and hazards inherent to the mining industry
14. 14A significant portion of any future mining revenue from our operations is expected to come from a small number of mines
15. 15Joint ventures and other partnerships in relation to our properties may expose us to risks
16. 16We operate in a highly competitive industry
17. 17Increases in demand for, and cost of, exploration, development and construction services and equipment may have a material adverse effect on our business
18. 18Failure to make mandatory payments required under earn-in, option and similar arrangements related to mineral projects may result in a loss of our opportunity and/or right to acquire an interest in such mineral projects
19. 19Suitable infrastructure may not be available for exploration or development of mineral properties or damage to existing infrastructure may occur
20. 20Any future mines that we develop will require the use of significant quantities of water for mining activities, processing and related auxiliary facilities. Water usage, including extraction, containment and recycling requires appropriate permits granted by governmental authorities
21. 21An increase in prices of power and water supplies, including infrastructure, could negatively affect our future operating costs, financial condition, and ability to develop and operate a mine
22. 22Our success depends on developing and maintaining relationships with local communities and stakeholders
23. 23The impacts of climate change may adversely affect our operations and/or result in increased costs to comply with changes in regulations
24. 24Our subsidiary, Cordoba, is involved in lengthy litigation, which may adversely affect the value of our investment in it and its mineral projects

RISKS RELATED TO OUR VANADIUM BATTERY BUSINESSES

1. 25Our Vanadium battery businesses may be unable to obtain sufficient suitable feedstock for future vanadium electrolyte production and/or may be unable to find suppliers of vanadium electrolyte at cost effective prices
2. 26Developments in alternative technology may adversely affect the demand for vanadium battery products
3. 27Our vanadium battery businesses may experience significant delays in the design, production and launch of its battery projects, which could harm our business, prospects, financial condition and operating results
4. 28Our vanadium battery businesses may be adversely affected by any technical limitations in our software and hardware systems
5. 29Our vanadium battery joint venture in the People’s Republic of China (“PRC”) may be negatively impacted by laws and policies of the Government of the PRC or the state of PRC-United States relations
6. 30There is no assurance that Red Sun will satisfy its payment obligations to the VRB China Joint Venture and to us in full or in a timely manner

RISKS RELATED TO INTELLECTUAL PROPERTY

1. 31Our success and ability to compete depends in part upon the proprietary nature of, and protection for, our products, technologies, processes and know-how
2. 32We may be exposed to infringement or misappropriation claims by third parties, which, if determined adversely to us, could cause us to lose significant rights and to be unable to continue providing our existing product offerings

RISKS RELATED TO OUR BUSINESSES GENERALLY

1. 33We will require substantial capital investment in the future, and our inability to raise adequate capital could affect our ability to continue as a going concern
2. 34Currency fluctuations may affect our results of operation and financial condition
3. 35Our insurance may not provide adequate coverage in the event of a loss
4. 36properties or production facilities, personal injury or death, environmental damage, delays in exploration, mining or processing, increased production costs, asset write downs, monetary losses and legal liability
5. 37We are dependent on the leadership of our executive management team and key employees
6. 38Our directors and officers may have conflicts of interest as a result of their relationships with other mining companies that are not affiliated with us
7. 39We may have difficulty recruiting and retaining employees
8. 40Any acquisitions we make may not be successful or achieve the expected benefits
9. 41Our information technology systems may be vulnerable to cyber-attack or other disruption, which could place our systems at risk for data loss, operational failure or compromise of confidential information
10. 42We may be subject to claims and legal proceedings that could materially and adversely impact our business, financial condition or results of operations
11. 43We are subject to the risk of labor disputes, which could adversely affect our business
12. 44Our activities and business could be adversely affected by the effects of health epidemics and other public health threats, pandemic, in regions where we conduct our business operations

RISKS RELATED TO GOVERNMENT REGULATIONS AND INTERNATIONAL OPERATIONS

1. 45We have subsidiaries, mineral projects, investments or other activities in the United States, the PRC, Colombia, Peru, Ivory Coast, Saudi Arabia and other countries where the governments extensively regulate operations and assets, imposing significant actual and potential costs on us
2. 46Our activities outside of the United States are subject to additional political, economic and other uncertainties not necessarily present for activities taking place within the United States
3. 47Recent tariff announcements and other developments in international trade policies and regulations could adversely affect our operations and outlook
4. 48Our subsidiary Cordoba operates in a jurisdiction, Colombia, which has heightened security risks
5. 49Illegal mining activities may negatively impact our ability to explore, develop and operate some mineral projects
6. 50Our foreign mining projects and investments are subject to risk typically associated with operating in foreign countries
7. 51Uncertainty in governmental agency interpretation or court interpretation and the application of applicable laws and regulations in any jurisdictions where we operate or have investments could result in unintended non-compliance
8. 52Proposed changes to United States federal mining and public land law could impose, among other things, royalties and fees paid to the United States government by mining companies and royalty holders
9. 53We are subject to, and may become liable for any violations of anti-corruption and anti-bribery laws
10. 54Changes to United States and foreign tax laws could adversely affect our results of operations

RISKS RELATED TO OUR COMMON STOCK

1. 55Future sales and issuances of our common stock or rights to purchase common stock, including pursuant to warrants or our equity incentive plans, could result in additional dilution of the percentage ownership of our stockholders and could cause the price of our common stock to decline
2. 56If a substantial number of our shares of common stock are sold, or it is perceived that they will be sold, in the public market, the market price of our common stock could decline
3. 57Ma’aden holds certain top-up rights that could lead to further dilution or adversely affect our stock price
4. 58The price of our common stock may be volatile and fluctuate substantially, which could result in substantial losses for purchasers of our common stock
5. 59The market price of our common stock is subject to fluctuations and may not reflect our long-term value at any given time, and we may be subject to securities litigation as a result
6. 60Our amended and restated certificate of incorporation and second amended and restated bylaws contain provisions that may make the acquisition of our company more difficult
7. 61Moreover, Section 203 of the Delaware General Corporation Law (the “DGCL”) may discourage, delay or prevent a change in control of our company. Section 203 imposes certain restrictions on mergers, business combinations and other transactions between us and holders of 15% or more of our common stock
8. 62Our Board of Directors is authorized to issue and designate shares of our preferred stock in additional series without stockholder approval
9. 63Our amended and restated certificate of incorporation designates specific state or federal courts as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit stockholders’ ability to obtain a favorable judicial forum for disputes with us
10. 64We do not currently intend to pay dividends on our common stock and consequently, the ability to achieve a return on investment will depend on appreciation in the price of our common stock
11. 65As a public company, we are required to implement and maintain internal controls over financial reporting and to report any material weaknesses in such internal controls. There is no guarantee we will maintain effective internal controls in the future
12. 66Non-U.S. holders may be subject to United States federal income tax on gain on the sale or other taxable disposition of shares of our common stock
13. 67A significant number of the members of our Board of Directors and executive officers and certain of the experts named in this Annual Report are non-U.S. residents, and you may not be able to enforce civil liabilities against these persons