RCS - Pulsar Helium Inc. - Pulsar Fundraising and AIM Admission Document

Pulsar HeliumAnnouncement

15/10/2024 08:15

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RNS Number : 1462I  Pulsar Helium Inc.  15 October 2024

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NEWS RELEASE | OCTOBER 15, 2024 | CASCAIS, PORTUGAL

PULSAR ANNOUNCES A SUCCESSFUL CONDITIONAL FUNDRAISING AND PUBLICATION OF AN
AIM ADMISSION DOCUMENT

Pulsar Helium Inc. (AIM:PLSR, TSXV:PLSR, OTCQB:PSRHF) ("Pulsar" or the
"Company"), the helium project development company, is pleased to announce
that it has conditionally raised £3.875 million (C$7 million) (before
expenses), through a placing of new common shares with new and existing
investors (the "Fundraising") and is today publishing an AIM admission
document ("Admission Document") in connection with the admission of the
enlarged share capital of the Company to trading on the AIM Market of the
London Stock Exchange plc ("AIM") ("Admission"). The Company will maintain its
listing on the TSX Venture Exchange ("TSX-V") in Canada and the OTCQB Venture
Market in the United States.

Total gross funds raised by the Company pursuant to the Fundraising and the
£1.125 million pre-IPO cornerstone investment as first announced on 21 August
2024, therefore amount to £5 million.

HIGHLIGHTS OF THE FUNDRAISING

•            The Fundraising comprises a placing of 15,500,000 new
common shares (the "Fundraising Shares" and each common share of the Company,
a "Common Share") at a price of 25p (approximately C$0.45) (the "Issue Price")
per Fundraising Share.

•            As announced on 3 September 2024, the Company closed a
pre-IPO cornerstone investment of £1.125 million (the "Cornerstone
Investment") by way of a subscription for special warrants of the Company by
Jerome Anthony Keen (the "OAK Subscriber"), a principal of OAK Securities (a
trading name of Merlin Partners LLP) ("OAK"), pursuant to a special warrants
subscription agreement entered into between the OAK Subscriber and the
Company. On receipt of conditional approval from the TSX-V, the Cornerstone
Investment will convert, at the Issue Price, into 4,500,000 new Common Shares
(the "Cornerstone Investment Conversion Shares").

•            On Admission, a further 1,440,000 new Common Shares will
be issued to certain advisers in part settlement of fees in connection with
Admission (the "Fee Shares"). The Fundraising Shares, the Cornerstone
Investment Conversion Shares and the Fee Shares, in aggregate, amount to the
issue of 21,440,000 new Common Shares (the "New Common Shares").  In
addition, on Admission (a) 1,612,500 share purchase warrants (the "Broker
Warrants") will be issued to OAK in connection with the Fundraising and the
Cornerstone Investment, with each Broker Warrant entitling the holder to
purchase one Common Share (a "Broker Warrant Share") for a period of five
years at a price of 25p per Broker Warrant Share; and (b) 500,000 share
purchase warrants (the "Nomad Warrants") will be issued to Strand Hanson
Limited in connection with Admission, with each Nomad Warrant entitling the
holder to purchase one Common Share (a "Nomad Warrant Share") for a period of
two years at a price of 25p per Nomad Warrant Share. OAK was also paid a cash
finder's fee of 10% of the gross proceeds raised from the Cornerstone
Investment and will be paid 7.5% of the gross proceeds raised from the
Fundraising.

•            At the Issue Price, and post the issue of the New Common
Shares, the Company's market capitalisation on Admission would be c. £31.6
million (C$56.5 million). The Issue Price represents a discount of
approximately 14.1% to the Company's closing share price (on the TSX-V)
preceding the announcement of the Fundraising today.

•       The net proceeds of the Fundraising (together with the Company's
existing funds, including the Cornerstone Investment) are expected to be used
primarily to accelerate the development of the Company's flagship Topaz helium
project in Minnesota, USA ("Topaz Project") through undertaking further
drilling to deepen the Jetstream #1 well, acquire further seismic studies and
complete a preliminary economic assessment, undertake additional (as yet
uncommitted) Topaz Project related activities, and for general working capital
uses.

•            The Admission Document, which contains further
information in relation to the Fundraising and Admission, will be uploaded to
the Company's website today.

•              Admission is expected to occur on 18 October
2024, under the ticker AIM:PLSR.

•          Completion of the Fundraising is subject to certain closing
conditions including, but not limited to, Admission, the receipt of all
necessary approvals including receipt of conditional approval from the TSX-V.

•            Strand Hanson Limited is acting as nominated and
financial adviser to the Company in connection with Admission and as well as
joint broker from Admission.

•             OAK is acting as broker in connection with the
Fundraise (and joint broker from Admission), having sourced the initial
£1.125m Cornerstone Investment, and then built a heavily oversubscribed book
for the Fundraising.

Thomas Abraham-James, President & CEO of Pulsar, commented:

"We are extremely pleased with the outcome of the fundraising and our
admission to AIM, which represents a significant milestone for the Company.
The fundraising itself was oversubscribed by more than 50%, reflecting the
strong support and confidence from new and existing shareholders. As the funds
raised are sufficient for our near-term work programmes, we decided not to
accept the additional funding offered as we felt we didn't want to incur any
further dilution ahead of what we expect to be an exciting period for the
Company."

"Additionally, this result is a testament to the potential of Pulsar Helium
and its Topaz Project in particular. The Topaz Project is a primary helium
discovery, in a new helium state, which flowed concentrations regarded as very
high by global standards, and far exceeding the generally accepted economic
threshold for viability. The funds raised during this process will be
instrumental in enabling the Company to accelerate its exploration and
development efforts at Topaz, delivering further value to stakeholders."

"Helium, whilst not always well-known, is vital to multiple technology-driven
industries, playing an important role in semiconductor manufacturing,
high-quality fiber-optic cable production, and in MRI scanners. It also
improves data storage efficiency in hard drives and is used by the space
industry to launch rockets."

"We look forward to updating shareholders on the continued progress of the
Company, its Topaz Project and its Tunu Project, located in Greenland, over
the coming weeks and months."

Admission to AIM

Application has been made for the Company's enlarged share capital to be
admitted to trading on AIM. Admission is expected to become effective and
dealings in the common shares are expected to commence on AIM from 8.00 a.m.
BST on 18 October 2024, with shares trading under the symbol "PLSR".

The Fundraising is conditional, amongst other things, on (i) receipt of TSX-V
approval (ii) Admission taking place on or before 18 October 2024 (or such
later date as the Company, Strand Hanson Limited and OAK may agree, but it any
case event not later than 5.00 p.m. PST on 31 October 2024), and (iii) the
placing agreement that has been entered into between OAK, Strand Hanson
Limited, the Company, and the directors of the Company becoming unconditional
and not being terminated prior to Admission.

The New Common Shares will be issued credited as fully paid and will, on
issue, rank pari passu in all respects with existing common shares, including
the right to receive all dividends and other distributions thereafter
declared, made or paid in the enlarged share capital from Admission save that
the New Common Shares may not be sold, transferred, hypothecated or otherwise
traded on or through the facilities of the TSX-V or otherwise in Canada or to
or for the benefit of a Canadian resident for four months plus a day from the
date of issuance of the New Common Shares.

Publication of Admission Document

The Company will today publish its Admission Document in relation to
Admission. The Admission Document will be available to download later today
from the Company's website at www.pulsarhelium.com.

Timetable

 Publication of the Admission Document                                        14 October 2024
 Admission of the enlarged share capital and commencement of dealings on AIM  18 October 2024

Further Information:

Pulsar Helium Inc.

connect@pulsarhelium.com (mailto:connect@pulsarhelium.com)

+ 1 (604) 599-0310

Strand Hanson Limited

(Nominated & Financial Adviser, and Joint Broker from Admission)

Ritchie Balmer / Rob Patrick / Richard Johnson

+44 (0) 207 409 3494

OAK Securities*

(Broker, and Joint Broker from Admission)

Jerry Keen (Corporate Broking) / Henry Clarke (Institutional Sales) / Dillon
Anadkat (Corporate Advisory)

info@OAK-securities.com (mailto:info@OAK-securities.com)

+44 203 973 3678

BlytheRay Ltd

(Financial PR)

Megan Ray / Said Izagaren

pulsarhelium@blytheray.com (mailto:pulsarhelium@blytheray.com)

+44 207 138
3204

*OAK Securities is the trading name of Merlin Partners LLP, a firm
incorporated in the United Kingdom and regulated by the UK Financial Conduct
Authority.

About Pulsar Helium Inc.

Pulsar Helium Inc. is a publicly traded company listed on the TSX Venture
Exchange with the ticker PLSR and on the OTCQB with the ticker PSRHF. Pulsar's
portfolio consists of its flagship Topaz helium project in Minnesota, USA, and
the Tunu helium project in Greenland. Pulsar is the first mover in both
locations with primary helium occurrences not associated with the production
of hydrocarbons identified at each. For further information visit
https://pulsarhelium.com (https://pulsarhelium.com) , X
https://twitter.com/pulsarhelium?lang=en
(https://twitter.com/pulsarhelium?lang=en) and LinkedIn
https://ca.linkedin.com/company/pulsar-helium-inc
(https://ca.linkedin.com/company/pulsar-helium-inc) .

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.

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