05:20:33 EDT Tue 22 Oct 2024
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Pulsar Helium Inc
Symbol PLSR
Shares Issued 105,117,383
Close 2024-10-11 C$ 0.52
Market Cap C$ 54,661,039
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Pulsar Helium raises 3.87 M British pounds in placing

2024-10-15 08:15 ET - News Release

Mr. Thomas Abraham-James reports

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

Pulsar Helium Inc. has conditionally raised 3,875,000 British pounds ($7-million) (before expenses), through a placing of new common shares with new and existing investors and is today publishing an AIM (Alternative Investment Market) admission document in connection with the admission of the enlarged share capital of the company to trading on the AIM of the London Stock Exchange PLC. The company will maintain its listing on the TSX Venture Exchange in Canada and the OTCQB Venture Market in the United States.

Total gross funds raised by the company pursuant to the fundraising and the 1,125,000 British pounds pre-IPO (initial public offering) cornerstone investment as first announced on Aug. 21, 2024, therefore amount to five million British pounds.

Highlights of the fundraising:

  • The fundraising comprises a placing of 15.5 million new common shares at a price of 25 pence (approximately 45 cents) per fundraising share.
  • As announced on Sept. 3, 2024, the company closed a pre-IPO cornerstone investment of 1,125,000 British pounds by way of a subscription for special warrants of the company by Jerome Anthony Keen, a principal of Oak Securities (a trading name of Merlin Partners LLP), pursuant to a special warrant 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 4.5 million new common shares.
  • On admission, a further 1.44 million new common shares will be issued to certain advisers in part settlement of fees in connection with admission. The fundraising shares, the cornerstone investment conversion shares and the fee shares, in aggregate, amount to the issue of 21.44 million new common shares. In addition, on admission: (a) 1,612,500 share purchase 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 for a period of five years at a price of 25 pence per broker warrant share; and (b) 500,000 share purchase warrants will be issued to Strand Hanson Ltd. in connection with admission, with each nomad warrant entitling the holder to purchase one common share for a period of two years at a price of 25 pence per nomad warrant share. Oak was also paid a cash finder's fee of 10 per cent of the gross proceeds raised from the cornerstone investment and will be paid 7.5 per cent of the gross proceeds raised from the fundraising.
  • At the issue price and after the issue of the new common shares, the company's market capitalization on admission would be approximately 31.6 million British pounds ($56.5-million). The issue price represents a discount of approximately 14.1 per cent 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, United States, through undertaking further drilling to deepen the Jetstream No. 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 Oct. 18, 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 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 1,125,000-British-pound cornerstone investment and then built a heavily oversubscribed book for the fundraising.

Thomas Abraham-James, president and chief executive officer 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 per cent, reflecting the strong support and confidence from new and existing shareholders. As the funds raised are sufficient for our near-term work programs, 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 fibre optic cable production and in MRI [magnetic resonance imaging] 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 a.m. British Summer Time on Oct. 18, 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 Oct. 18, 2024 (or such later date as the company, Strand Hanson and Oak may agree, but it any case not later than 5 p.m. PST on Oct. 31, 2024); and (iii) the placing agreement that has been entered into between Oak, Strand Hanson, 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 one 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.

Timetable:

  • Publication of the admission document -- Oct. 14, 2024;
  • Admission of the enlarged share capital and commencement of dealings on AIM -- Oct. 18, 2024.

About Pulsar Helium Inc.

Pulsar Helium 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, United States, 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.

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