LOOP ENERGY AND H2 PORTABLE ANNOUNCE MERGER TRANSACTION

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TYCROP and Loop Energy™ were selected to provide a hydrogen electric solution for the global supply chain leader DP World pilot project to decarbonize its rubber-tired gantry cranes (RTGs) fleet at the Port of Vancouver.

CHILLIWACK – Loop Energy Inc. (TSX: LPEN) and H2 Portable Power Corp Inc. are pleased to announce that they have entered into an amalgamation agreement dated February 9, 2024 in respect of a three-cornered amalgamation pursuant to which H2P will amalgamate with a subsidiary of Loop, Loop will acquire all of the issued and outstanding common shares of H2P, and H2P shareholders will receive common shares of Loop. This transaction will constitute a backdoor listing of H2P under Toronto Stock Exchange policies.

H2P Portable Power Corp Inc. is a BC-based industrial equipment developer of hydrogen-enabled industrial equipment designed for customers advancing de-carbonization strategies and for whom grid tied or battery only electrification does not meet their operating needs.

H2P is developing modular and expandable advanced power systems integrating the technology advantages of the Loop fuel cell. Focused on high demand applications, H2P is working with recognized leaders in port operations, rail, film, and construction to transform and convert legacy diesel equipment assets and power generators to clean, zero emissions hydrogen technology. Supported by a strategic relationship with product developer and scale manufacturer TYCROP Manufacturing Ltd. (Chilliwack, BC), H2P is launching multiple high profile pilot projects in and around the Lower Mainland of British Columbia beginning mid-2024.

The Transaction between Loop and H2P provides an unmatched platform to deliver hydrogen-enabled equipment across H2P and Loop’s existing and prospective customer bases, in addition to leveraging Loop’s supply of hydrogen fuel cells for industrial use cases led by customer demand.

H2P has agreed to provide Loop $2 million in funding in February through the purchase of $0.5 million of certain fixed assets and inventory of Loop and a further $1.5 million in the form of either a bridge loan or further asset purchase, at H2P’s election, which funding will provide immediate improvement for Loop’s balance sheet and ability to maintain operations through to the anticipated closing of the Transaction.

“Hydrogen is the way, and customers are asking for solutions to replace their diesel-powered equipment. This transaction provides what the hydrogen sector in Canada and around the world is missing – the integration of fuel cells into transformative equipment the market can begin adopting now, not in another 5 or 10 years. We are partnering with industry leaders and government to deliver on the promise of the zero-emissions hydrogen economy,” said Scott Mason, CEO of H2 Portable Power Corp.

Raymond James Ltd. is acting as financial advisor and Osler, Hoskin & Harcourt LLP is acting as legal counsel to Loop. Moneta Partners is acting as financial advisor and Gowling WLG is acting as legal counsel to H2P.

In conjunction with the signing of the Amalgamation, Ben Nyland has resigned as President and CEO of Loop.  Paul Cataford has been appointed interim CEO and Daryl Musselman has been appointed Interim CFO and COO of Loop.  Mr. Cataford will remain Corporate Secretary and Director and Mr. Nyland will remain a Director of Loop.

Source: Loop Energy

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