LONDON: Oscillate PLC said Tuesday it has signed a term sheet to sell its wholly owned subsidiary, Quantum Hydrogen Inc., to Pulsar Helium Inc. in a conditional share-based transaction valued at up to US$800,000.
Quantum holds Oscillate’s hydrogen assets in Minnesota, which the company has deemed non-core as it pivots toward copper and strategic metals critical to the energy transition. The deal marks a key step in Oscillate’s strategy to build a global portfolio of base metals projects.
Under the proposed terms, Pulsar will acquire an initial 80% stake in Quantum for US$400,000 in Pulsar common shares, with the remaining 20% available for purchase within 18 months for an additional US$400,000 in shares. The consideration will be paid in five tranches, each based on Pulsar’s 30-day volume-weighted average price (VWAP), subject to TSXV minimum pricing rules.
Oscillate will also receive a US$5,000 exclusivity fee, granting Pulsar 120 days to complete due diligence and finalize the transaction.
“We are pleased to have found a suitable acquirer in Pulsar for our hydrogen assets in Minnesota,” said Oscillate CEO Robin Birchall. “This transaction allows us to exit non-core assets while gaining equity in a liquid, listed entity.”
The deal constitutes a related party transaction under the Aquis Growth Market Access Rulebook. Neil Herbert, a director of Pulsar and shareholder in both companies, and Frontier Resources International Inc. collectively hold over 21% of Oscillate’s ordinary shares. Independent Non-Executive Director John Treacy reviewed the terms and deemed them fair and reasonable for shareholders.
Oscillate acquired Quantum in September 2024 through an all-share offer of 140 million new ordinary shares at a deemed value of 1 pence per share.