(TheNewswire)
Vancouver, British Columbia – June 27, 2024 - TheNewswire: Longhorn Exploration Corp. (TSX-V: LEX) (the “Company”) is pleased to announce that, further to its April 18, 2024 news release, it has received final approval from the TSX Venture Exchange (the “Exchange”) of its previously announced arm’s length acquisition (the “Acquisition”) of an exclusive right and option (the “Option”) to acquire and assume PureWave Hydrogen Corp.’s (“PureWave Hydrogen”) rights and obligations under the Lease Agreements (as defined below) and closed its non-brokered private placement consisting of 8,825,000 common shares in the capital of the Company (the “Shares”) priced at C$0.10 per Share for aggregate gross proceeds of C$882,500 (the “Private Placement” and together with the Acquisition, the “Transaction”).
The Company intends to use the net proceeds raised from the Private Placement for cash payments and minimum work expenditures related to the Acquisition and for general working capital purposes. In connection with the Private Placement, the Company paid aggregate cash finder’s fees of C$9,400.
Anthony Zelen, CEO of the Company commented:
“With the closing of this transaction and the concurrent financing, we look forward to advancing the Lily Rock Hydrogen Project. PureWave Hydrogen has a world class team and we will be utilizing their technical knowledge and expertise as we carry out work on this project. We are thrilled to have Robert Price and Bruce Nurse join our board of directors. We strongly believe that the natural (white) hydrogen sector is poised for growth and new discoveries. We encourage everyone to learn about this exciting new clean energy sector and the vast potential it has.”
The Transaction
Pursuant to an arm’s length natural hydrogen lease acquisition agreement dated April 17, 2024, as amended, (the “Acquisition Agreement”) with PureWave Hydrogen, the Company acquired the Option to assume PureWave Hydrogen’s rights and obligations under three lease agreements (the “Lease Agreements”) providing for the prospecting, exploring, drilling and production of any substance including hydrogen gas from properties comprising approximately 519.7 net acres of land located in Kansas, USA and known as the “Lily Rock Hydrogen Project” (the “Properties”).
The Lease Agreements are for an initial term of five (5) years and will continue in force so long as drilling operations persist thereafter or if and for so long as there is production from the Properties. The landowners are entitled to a 12.5% royalty from any production from the Properties.
As a condition to exercising the Option, the Company must issue to PureWave an aggregate of 2,000,000 Shares, make cash payments in the aggregate amount of C$300,000 and incur minimum work expenditures on the Properties of C$3,000,000, all over a three-year period (refer to the Company’s April 18, 2024 news release for a detailed summary of these obligations). Upon receiving final approval of the Exchange, the Company has paid C$60,000 in cash and issued 200,000 Shares to PureWave (the “Initial Payment Shares”). The Initial Payment Shares and the 200,000 Shares to be issued by the Company upon the first anniversary of final Exchange approval will, in addition to the statutory hold period of four months and one day from the date of issuance, be subject to a 12-month voluntary hold period from the date of issuance. All Shares issued pursuant to the Private Placement are subject to a statutory hold period of four months and one day following issuance in accordance with applicable Canadian securities laws and the policies of the Exchange.
Trading in the Shares remains halted in accordance with the policies of the Exchange and is expected to resume trading at market open on July 2, 2024.
The Properties
The Properties consist of 519.7 net acres located in eastern Kansas, USA and sit on the southeast side of the crest of a mapped four-way dip basement closure that itself sits upthrown along the major north-east to south-west trending Humbolt Fault Zone. The Company’s prospect area, located in fault-bounded structures adjacent to the Nemaha Ridge sits within the Mid-Continent Rift Zone, where Paleozoic reservoirs, closely associated with hydrogen generation and migration, are concentrated. It is the fractured basement that is the current focus of the Company’s exploration efforts.
For further information visit: www.longhornexploration.com.
Board Changes
In connection with the closing of the Transaction, the Company’s board of directors and senior officers has been reconstituted as follows: Anthony Zelen (existing CEO and Director), Ryan Cheung (existing CFO and Corporate Secretary), Raymond Wladichuk (existing Director), and two representatives from PureWave Hydrogen have joined the board of directors of the Company, namely Robert Price and Bruce Nurse. Peter Dyakowski (existing Director) and Todd Hanas (existing Director) resigned in connection with the closing of the Transaction.
Robert B. Price has an extensive background in energy, real estate, and manufacturing. He has held positions such as Vice President and Trust Officer at First National Bank and Trust Company of Tulsa (now J.P. Morgan Chase Bank) and managed Brooks Energy Company, specializing in oil, natural gas, and helium. Mr. Price recently sold a significant stake in a New Mexico hydrogen electrical generation business to Tallgrass Energy, backed by Blackstone group. He also owned S&R Compression, a natural gas compressor manufacturing and rental company. As Chairman and CEO of Highlands Natural Resources, he focused on oil and gas wells in Colorado’s DJ Basin. Mr. Price founded Zeledyne, acquiring Ford Motor Company’s Glass division, and led Total Helium, partnering with Linde for helium production and storage. Additionally, he is a partner in LN Energy, involved in a major natural gas project in Italy. In public service, Mr. Price was a member of the U.S. Department of Interior’s Royalty Policy Committee and served on the board of Tulsa Technology Center and Colorado’s Economic Development Commission. He holds a B.A. from the University of Colorado at Denver and a J.D. from the University of Tulsa.
Bruce Nurse is a highly regarded authority in the realms of corporate development and capital markets, boasting an impressive track record spanning more than 25 years. His expertise lies in strategic planning, execution, financing, and marketing strategies tailored specifically for start-ups and oil and gas exploration enterprises. Throughout his illustrious career, Mr. Nurse has navigated a diverse array of professional landscapes, seamlessly transitioning between pivotal roles within both private and public sectors.
About PureWave Hydrogen
PureWave Hydrogen is a Colorado based company with its mission to pioneer the discovery and development of white (natural) hydrogen resources across North America.
PureWave Hydrogen’s vision is that white (natural) hydrogen can fundamentally transform the energy landscape, offering a sustainable alternative to traditional fossil fuels. Its commitment to sustainability and innovation underpins its plans to explore for white hydrogen deposits in strategic regions of the United States and Canada, including the significant midcontinent rift system. Leveraging state-of-the-art geospatial data and analytical tools, its team is dedicated to identifying high-potential locations for natural hydrogen extraction.
For further information visit: www.purewavehydrogen.com.
About Longhorn Exploration Corp.: Longhorn Exploration Corp. has the exclusive right and option to acquire PureWave Hydrogen’s rights and obligations under three lease agreements, covering approximately 519.7 net acres of land located in Kansas, USA, known as the “Lily Rock Hydrogen Project”, which allows for the prospecting, exploration, drilling and production of any substance including hydrogen gas. The Company also has an option to acquire a 100% interest and title to the Fame property located in the Clinton Mining Division, British Columbia.
Contact Information - For more information, please contact:
Anthony Zelen, Chief Executive Officer & Director
Tel: 778-388-5258
Neither 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.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
Forward-Looking Statements
This news release contains “forward‐looking information or statements” within the meaning of applicable securities laws, which may include, without limitation, statements relating to the obligations and requirements under the Acquisition Agreement, the use of proceeds from the Private Placement, the exercise of the Option, the maintenance of the Lease Agreements in good standing, the anticipated advancement of the Company's exploration expenditures, costs and timing with respect to the Properties; the Company’s plans, the technical, financial and business prospects of the Company, its projects, its goals and other matters. All statements in this news release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements.
There can be no assurance that the Acquisition Agreement with PureWave Hydrogen will be maintained, or the option therein contemplated will be exercised, or if the transactions therein contemplated, will be successful. All information contained in this news release with respect to PureWave Hydrogen was supplied by PureWave Hydrogen.
Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future, including the price of metals and hydrogen, the ability to achieve its goals, that general business and economic conditions will not change in a material adverse manner, that financing will be available if and when needed and on reasonable terms. Such forward-looking information reflects the Company’s views with respect to future events and is subject to risks, uncertainties and assumptions, including the risks and uncertainties relating to the interpretation of exploration results, risks related to the inherent uncertainty of exploration and cost estimates and the potential for unexpected costs and expenses and those other risks filed under the Company’s profile on SEDAR+ at www.sedarplus.ca. Factors that could cause actual results to differ materially from those in forward looking statements include, but are not limited to, continued availability of capital and financing and general economic, market or business conditions, adverse weather or climate conditions, failure to maintain or obtain all necessary government permits, approvals and authorizations, the impact of viruses and diseases on the Company’s ability to operate, failure to secure the equipment and personnel necessary to carry out work programs, decrease in the price of gold, copper and other metals and hydrogen, failure to maintain community acceptance (including first nations), increase in costs, litigation, and failure of counterparties to perform their contractual obligations. The Company does not undertake to update forward‐looking statements or forward‐looking information, except as required by law.
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