Mr. Jeff Allison reports

HTC PURENERGY INC. ANNOUNCES VOLUNTARY DELIST FROM THE NEX EXCHANGE, RESIGNATION OF DIRECTOR AND OFFICER, AND TO APPLY FOR AN ORDER TO CEASE TO BE A REPORTING ISSUER IN BRITISH COLUMBIA, ALBERTA AND SASKATCHEWAN

HTC Purenergy Inc. has applied for the voluntary delisting of its common shares from trading on the NEX and has made an application to its principal regulator, the Financial and Consumer Affairs Authority (FCAA), pursuant to National Instrument 11-206, for an order to cease to be a reporting issuer in British Columbia, Alberta and Saskatchewan. The delisting was approved at a special meeting of shareholders held on June 12, 2025, where 87.8 per cent of shareholder votes were cast in favour.

The delisting is expected to be completed by July 11, 2025.

Reasons for delisting and ceasing to be a reporting issuer: The corporation has encountered severe challenges, including, but not limited to: (1) declining revenue; (2) declining market; (3) high operating costs; (4) increasing debt obligations; and (5) cost of compliance.

No revenue: Over the past six years, HTC has experienced an extraordinary decrease in revenue, primarily due to limitations imposed on HTC's business, market competition and changes in consumer demand.

Declining investments: HTC sold certain CO2 (carbon dioxide) assets in exchange for share in Regenera Insights Inc., formerly Delta CleanTech Inc. Upon listing, Regenera common shares traded at 20 cents but then steadily declined to as low as one cent. These common shares have been trading between one cent and five cents for the past 12 months.

High operating costs: The corporation has suffered from an operating loss of $195,117 and a net loss of $470,587 for the 15-month period ended March 31, 2024, and an operating loss of $63,220 and net loss of $256,810 for the nine-month period ended Dec. 31, 2024.

Increasing debt obligations: HTC has been unable to meet its debt obligations due to consistent cash flow shortages. In 2023, HTC received two letters of commitment to provide financial support to the corporation, which enabled the corporation to continue as a going concern, but these commitment letters have now expired, and, accordingly, there is a material concern that the corporation cannot meet its financial obligations. The corporation has no revenue and has not had revenue for six years. The corporation's ability to continue in the normal course of operations is dependent on its ability to generate cash flow from the performance of strategic investments and the development of new markets in order to finance continuing operations to finance debt as it becomes due.

Cost of compliance: The financial burden associated with maintaining HTC's NEX listing and reporting issuer status, including compliance and regulatory costs, has become increasingly unsustainable given the corporation's current financial position.

As a result of these factors, HTC has minimal liquidity and it is unable to maintain operations in the public market framework. HTC believes that ceasing to be a reporting issuer will allow the company to focus on restructuring the corporation without the additional pressures and financial burdens of regulatory compliance.

Management is committed to addressing HTC's financial challenges and will explore options, including cost reductions, operational efficiencies and potential private investment opportunities. The goal is to stabilize HTC's business and emerge stronger. HTC believes that ceasing to be a reporting issuer is a necessary step in this process.

Important note:

Shareholders are advised that: (i) the TSX Venture Exchange has conditionally approved the delisting, and, once delisted, the securities of the shareholders will no longer be traded on the NEX in the jurisdictions; and (ii) if the FCAA grants the order sought, the corporation will cease to be a reporting issuer in the jurisdictions. As a result, the corporation will no longer be required to file financial statements and other continuous disclosure documents in Canada pursuant to Canadian securities laws. As securityholders will not be able to rely on a provision in National Instrument 45-102, Resale of Securities, to sell their securities following the issuance of the order sought, the corporation intends to file a separate application with the FCAA for exemptive relief under National Policy 11-203, Process for Exemptive Relief Applications in Multiple Jurisdictions, to permit such sales.

HTC believes that these steps are in the best interest of its shareholders and will enable the corporation to focus on recovering from its current financial difficulties while looking for ways to foster a new business plan.

The corporation further announces that director Wayne Bernakevitch and chief financial officer Jacelyn Case have tendered their resignations, effective July 4, 2025.

We seek Safe Harbor.