Primary Hydrogen Announces Closing of Private Placement and Option Agreement

Primary Hydrogen Corp. (TSXV: HDRO) (FSE: 83W0) (OTCQB: HNATF) (the "Company" or "Primary") is pleased to announce, further to its news release dated May 29, 2025, that it has closed the non-brokered private placement for gross proceeds of $1,728,800.00 (the "Offering"). 

Pursuant to the Offering, the Company issued (i) 2,560,000 flow-through units (the "FT Units") at a price of $0.48 per FT Unit; and (ii) 1,250,000 non flow-through units (the "NFT Units") at a price of $0.40 per NFT Unit. 

Each FT Unit is comprised of one common share in the capital of the Company (a "Common Share") and one-half of one Common Share purchase warrant (a "FT Warrant"), with each whole FT Warrant exercisable to acquire one Common Share at a price of $0.55 for a period of 24 months following the closing date of the Offering (the "Closing Date"). Each NFT Unit is comprised of one Common Share and one-half of one Common Share purchase warrant (a "NFT Warrant"), with each whole NFT Warrant exercisable to acquire one Common Share at a price of $0.50 for a period of 24 months following the Closing Date.

The gross proceeds from the sale of the NFT Units are intended to be used for general working capital and corporate purposes. The gross proceeds from the sale of the FT Units are intended to be used to incur Critical Mineral Canadian Exploration Expenses ("CEE"), such that they qualify as "flow-through mining expenditures" for the purposes of the Income Tax Act (Canada) and can be renounced to the purchasers thereof. 

Pursuant to the Offering, the Company paid finder's fees of approximately $43,776 in connection with the FT Units and issued 27,000 finder warrants to an eligible finder in connection with the NFT Units (the "NFT Finder Warrants") and 91,200 finder warrants to eligible finders in connection with the FT Units (the "FT Finder Warrants"). Each NFT Finder Warrant entitles the holder to purchase one Common Share at a price of $0.50 for period of 24 months following the Closing Date. Each FT Finder Warrant entitles the holder to purchase one Common Share at a price of $0.55 for a period of 24 months following the Closing Date.

Wicheeda Acquisition

The Company is also pleased to announce, further to its news release dated May 22, 2025, that it has received approval from the TSX Venture Exchange in respect of its property option agreement dated May 21, 2025 (the "Option Agreement") with Power One Resources Corp. ("Power One") pursuant to which the Company has the option to acquire up to a 75% interest in and to the Wicheeda North project (the "Wicheeda Project") in British Columbia on the terms and conditions set forth in the Option Agreement. Accordingly, in satisfaction of certain option exercise conditions under the Option Agreement, the Company has paid to Power One $40,000 and will be issuing to it (i) 125,000 Common Shares at a deemed price of $0.45 and (ii) 125,000 Common Share purchase warrants (the "Wicheeda Warrants"), with each Wicheeda Warrant entitling Power One to acquire one Common Share at an exercise price of $0.90 for three years from the date of the Option Agreement. The Common Shares to be issued, and the Common Shares underlying the Wicheeda Warrants, are subject to a 4-month statutory hold period in accordance with applicable securities laws. The Option Agreement is an arm's length transaction. No finder's fee was paid in connection with the Option Agreement. 

Primary Hydrogen | https://primaryh2.com/