Polymet Mining Corp (PLM)

[trickledownfacists]

In connection with the 2019 Rights Offering, Glencore AG would acquire additional Common Shares of the Issuer, and depending on the level of participation in the 2019 Rights Offering by other shareholders of the Issuer, it is possible that Glencore’s percentage ownership of Common Shares would increase.

As described in Item 3 of the Statement, (i) on July 5, 2013, the Issuer and Glencore AG entered into the Corporate Governance Agreement under which, effective January 1, 2014, Glencore AG may appoint that number of the directors of the Issuer which is proportionate to Glencore AG’s ownership of Common Shares (on a fully diluted basis), subject to certain limitations including that Glencore AG may not appoint more than 49% (rounding down) of the Issuer’s directors, and (ii) under the 2019 Extension Agreement, the Issuer and Glencore AG have agreed that the 2019 Standby Purchase Agreement will provide for the termination of such limitation on Glencore AG’s right to appoint directors of the Issuer.