Loop Energy and H2 Portable Power Corp. (H2P) have entered into an amalgamation agreement 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 (the combined entity shares). This transaction will constitute a backdoor listing of H2P under Toronto Stock Exchange (TSX) policies.

H2P Portable Power Corp Inc. is a BC-based industrial equipment developer of H₂-enabled industrial equipment designed for customers advancing decarbonization 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 H₂ technology. Supported by a strategic relationship with product developer and scale manufacturer TYCROP Manufacturing Ltd. (Chilliwack, BC) (TYCROP), 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 H₂-enabled equipment across H2P and Loop’s existing and prospective customer bases, in addition to leveraging Loop’s supply of H₂ fuel cells for industrial use cases led by customer demand.

Provided that the transaction is completed in accordance with the provisions of the amalgamation agreement, the following benefits are anticipated for the combined entity following the amalgamation (the combined entity):

• Strong incoming team: Board and operational expertise in industrial equipment integration and sales. Led by CEO Scott Mason (TYCROP), the Combined Entity’s directors at closing are also to include Gary Teichrob (TYCROP), Ken Hallat, Greg Bay and Jim Barton.
  • Ken Hallat – formerly a Director of Sun Rype Products and a founding Director of Sleeman Breweries
  • Greg Bay – founding Partner of Cypress Capital Management Ltd., which has assets under management of over $4.5 B
  • Jim Barton – formerly President for Canada and Midwest, Hub International.
• Proven track record in selling industrial solutions to customers: H2P director Gary Teichrob founded and leads TYCROP (1978), a multi-faceted organization known for bringing ideas to life, serving customers with innovative industrial equipment solutions across multiple industries, and supported by 650 employees and 5 facilities in Canada and the U.S.
• Operational efficiencies: Significant cost and operational savings will be implemented immediately upon closing of the Transaction including downsizing Loop’s leased real estate portfolio, selling non-core equipment and rationalizing operating expenses.
• Concurrent financing: concurrent with the Transaction, H2P plans to raise approximately $11 MM in equity in a brokered private placement (the concurrent financing) of subscription receipts (the subscription receipts) which will provide growth capital and stability to the combined entity upon closing of the transaction.

Additionally, H2P has agreed to provide Loop $2 MM in funding in February through the purchase of $500,000 of certain fixed assets and inventory of Loop and a further $1.5 MM 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.

“H₂ is the way, and customers are asking for solutions to replace their diesel-powered equipment. This transaction provides what the H₂ 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 H₂ economy,” said Scott Mason, CEO of H₂ Portable Power Corp.