Pulsar Helium Announces Proposed Acquisition of Michigan Helium Exploration Assets

Executive Summary

• Pulsar Helium Inc. has signed a non‑binding term sheet to acquire 100 % of Hybrid Hydrogen Inc., adding ~6,742 acres of helium‑focused mineral rights in Michigan’s Upper Peninsula.
• The transaction is an all‑share deal valued at US $80,000 in Pulsar common shares, preserving cash for ongoing work at the Topaz project.
• Completion is subject to customary conditions, a 60‑day exclusivity period (US $20,000 fee), and regulatory/shareholder approvals; the term sheet is non‑binding aside from confidentiality and exclusivity provisions.

Key Details

• Target: Hybrid Hydrogen Inc., holder of an exclusive lease for non‑hydrocarbon gases covering ~6,742 acres in Michigan’s Upper Peninsula.
• Deal Structure: All‑share transaction; consideration equal to US $80,000 in Pulsar common shares (final share count to be set using a mutually agreed pricing mechanism, e.g., recent VWAP).
• Hold Period: Issued shares will be subject to a statutory hold period of 4 months + 1 day per TSX Venture Exchange rules.
• Exclusivity & Fee: 60‑day exclusivity period with a US $20,000 fee payable by Pulsar to Hybrid for due‑diligence and definitive agreement negotiation.
• Conditions Precedent: Execution of a definitive acquisition agreement, satisfactory due diligence, receipt of all required regulatory approvals (including TSXV acceptance) and shareholder approval.
• Strategic Rationale: Michigan acreage lies in a geological setting analogous to Pulsar’s Topaz helium project, offering lower‑risk expansion into a region with an established gas regulatory framework.
• Impact Assessment: Hybrid has no revenue or proven reserves; the acquisition is not expected to have a material near‑term financial impact but provides long‑term upside potential for helium resource development.
• Governance Note: Pulsar director Neil Herbert, a minority shareholder of Hybrid, abstained from deliberations and voting on the transaction.

Notable Quotes

“This Proposed Transaction provides an exciting opportunity to expand Pulsar’s portfolio into Michigan’s Upper Peninsula… An all‑share deal allows us to broaden our exploration portfolio while preserving cash for advancing Topaz towards production.” – Thomas Abraham‑James, President & CEO, Pulsar Helium Inc.