Vancouver, British Columbia, May 17, 2022 – Pulse Oil Corp., (“Pulse” or the “Company”) (TSXV: PUL) is pleased to announce that after receiving shareholder approval to the creation of a new control person and approval to the related party transactions from the majority of minority shareholders at the annual and special meeting of shareholders held on April 21, 2022 (the “Meeting”), Pulse has closed its previously announced private placement financing (the “Offering”), a portion of which has closed in escrow, to fund the advancement of Company’s 100% owned Bigoray area Enhanced Oil Recovery (“EOR”) project.
The non-brokered financing consisted of 214,120,000 units (each, a “Unit”) for gross proceeds of $10,706,000 at a price of $0.05 per unit (each, a “Unit”). Each Unit consists of one common share of Pulse (“Common Shares”) and one Common Share purchase warrant (each, a “Warrant”) exercisable for a period of one year from the close of the financing to purchase one additional Common Share at an exercise price of $0.065 per share. No commissions or finder’s fees were payable in connection with the Offering. $4,000,000 of the Offering has closed in escrow, pending acceptable review by the TSX Venture Exchange (the “TSXV”) of the Personal Information Form filed by the beneficial purchaser prior to this announcement. This subscriber has also undertaken not to exercise the Warrants issued to it under the Offering if upon doing so it would then hold 20% or more of the then issued and outstanding Common Shares, unless shareholder approval to the subscriber becoming a Control Person (as defined in the TSXV policy manual) has been obtained.
The Company plans to use the proceeds from the Offering to continue to acquire the necessary infrastructure and secure a reliable supply of NGL injection solvent needed to execute Pulse’s plans for the EOR project. Over recent months Pulse has made a number of infrastructure acquisitions as detailed below that have been completed at costs, far less than originally budgeted, reducing both the overall cost of infrastructure and the amount of financing needed. This step follows the previously announced results from one of the world’s leading providers of technology for reservoir characterization, drilling, production and processing to the oil and gas industry and included three stages of petrotechnical modelling consisting of Geological Study, Geological and Geophysical Modelling and Reservoir Simulation.
The Common Shares and Warrants issued in the Offering are subject to a statutory hold period in Canada expiring on September 17, 2022 as well as a TSXV hold period expiring on the same date.
Annual and special meeting results:
As mentioned above, the Meeting was held on April 21, 2022. Shareholders voted as follows on the matters before the Meeting. All items proposed by Management for voting by shareholders listed in Pulse’s management information circular dated March 18, 2022 were duly approved:
|Election of Directors|
|Nominee||For||% For||Withheld||% Withheld|
|The directors will remain in office until the next annual meeting of the Company’s shareholders or until their earlier resignation.|
|For||% For||Against||Against %||Withheld||Withheld %|
|Appointment of Auditors||115,282,594||99.98||N/A||N/A||25,000||0.02|
|Creation of New Control Person (1)||39,416,104||99.57||170,439||0.43||N/A||N/A|
|Related Party Transaction (1)||39,377,306||99.47||209,237||0.53||N/A||N/A|
|(1) Minority Shareholder Approval required, Insider Participation in the Company’s proposed private placement of Units (as such capitalized terms are defined in the information circular for the Meeting)|
Bigoray Enhanced Oil Recovery (EOR) Operational Progress:
Pulse has been actively progressing the EOR project over recent months and has made a number of important and cost-effective steps directly related to the EOR project including:
- Acquisition of an 18 km high vapour pressure pipeline from Pulse’s Bigoray EOR project area to an NGL solvent source tie-in point;
- Acquisition of critical EOR infrastructure including:
- LPG pumps, parts and fittings;
- Coolers, water tanks and LPG storage bullet and booster pump;
- High pressure flare knock out / stack;
- Finalising solvent supply agreements after completion of engineering and NGL volume requirements.
The progress Pulse has made has reduced the expected capital costs previously budgeted for the Bigoray EOR project. Pulse has made a number of acquisitions including those detailed above at costs that Pulse’s management team feels were acquired at a fraction of the normal market rate due to overall challenging times in the industry creating opportunities for Company’s such as Pulse.
Year-end Financials and Independent Reserve Report:
Pulse filed its year-end financials, management discussion and analysis (“MD&A”) and its annual information form on May 2, 2022 for the year ended December 31, 2021. Some of the highlights of the 2021 fiscal year are as follows:
|Description||December 31, 2021||December 31, 2020|
|Cashflow from operations||$953,810||($106,065)|
|Gross reserves||2,169,900 BOE||2,079,600 BOE|
|Proved and Probable Reserves NPV10 (Before tax)||$34,589,700||$21,619,000|
- Pulse’s reserves use the independent reserve evaluation completed by McDaniel & Associates Consultants Ltd. for Pulse’s interests effective December 31, 2021.
- Proved and Probable Reserves NPV10’s use forecast pricing and costs based on the opinion of the independent reserve evaluator of the future crude oil, natural gas and natural gas product prices on the effective date of the reserve evaluation and escalate annually at a rate of 2% per year, in Canadian dollars. The forecast of commodity prices used for Pulse’s reserves can be found at https://mcdan.com/price-forecasts/
- Pulse’s reserves (oil and gas) are described on a gross basis. Pulse gross is defined as Pulse’s 100% working interest before deduction of royalties and without including any royalty interest of Pulse. Pulse’s reserve summary does not include any estimates on new potential reserves from Pulse’s planned Bigoray enhanced oil recovery project.
Subsequent to year-end, Pulse has conducted a number of workovers to its producing Bigoray wells and the Company has also reactivated certain oil and natural gas pipelines to further reduce costs of production. Importantly as well, Pulse’s investment in reactivating some natural gas pipelines has resulted in the creation of a new revenue stream for 2022 from the sale of its natural gas from Bigoray to an independent third party.
Pulse is a Canadian company incorporated under the Business Corporations Act (Alberta) that is primarily focused on a 100% Working Interest Enhanced Oil Project Located in West Central Alberta, Canada. The project includes two established Nisku pinnacle reef reservoirs that have been producing sweet light crude oil for over 40 years. The Company plans to institute a proven recovery methodology (NGL solvent injection) to further enhance the ultimate oil recovery from these two proven pools. With under 10 million barrels of oil recovered to date, and representing approximately 30% recovery factor from the pools, Pulse is moving forward to execute the EOR project and unlock significant value for shareholders. Pulse’s total reclamation liabilities are just $2.23 million which, when compared to many peers in the industry in Western Canada, are very low.
Neither the 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.
For further information contact:
Pulse Oil Corp.
President and COO
Barrels of oil equivalent (boe) is calculated using the conversion factor of 6 mcf (thousand cubic feet) of natural gas being equivalent to one barrel of oil. Boes may be misleading, particularly if used in isolation. A boe conversion ratio of 6 mcf:1 bbl (barrel) is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency of 6:1, utilizing a conversion on a 6:1 basis.
All production and reserves quantities included in Pulse’s public filings have been prepared in accordance with Canadian practices and specifically in accordance with National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities. These practices are different from the practices used to report production and to estimate reserves in reports and other materials filed with the SEC by United States companies. Accordingly, information concerning resources, deposits, production, reserves and any similar information of the Company may not be comparable with information made public by companies that report in accordance with United States standards.
Forward Looking Statements:
This news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein are forward-looking information. In this news release, such statements include but are not limited to Pulse’s operations, year-end results or the intended use of proceeds from the Offering. There can be no assurance that such forward-looking information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such forward-looking information. This forward-looking information reflects Pulse’s current beliefs and is based on information currently available to Pulse and on assumptions Pulse believes are reasonable. These assumptions include, but are not limited to, conditions facing Pulse at the time of the planned expenditure of the net proceeds of the Offering. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Pulse to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: general business, commodity prices, economic, competitive, political and social uncertainties; general capital market conditions and market prices for securities; the actual results of future operations; competition; changes in legislation, including environmental legislation, affecting Pulse; the timing and availability of external financing on acceptable terms; and loss of key individuals. A description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in Pulse’s disclosure documents on the SEDAR website at www.sedar.com. Although Pulse has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Readers are cautioned that the foregoing list of factors is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Forward-looking information contained in this news release is expressly qualified by this cautionary statement. The forward-looking information contained in this news release represents the expectations of Pulse as of the date of this news release and, accordingly, is subject to change after such date. However, Pulse expressly disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities law.