Group 1 - Altura Energy Corp has issued 346,350 common shares at a deemed price of $0.18 per share to Haywood Securities Inc as compensation for consulting and advisory services [1] - The shares issued are subject to a hold period of four months and one day from the date of issuance, in accordance with Canadian securities laws [1] - The advisory agreement between Altura Energy and Haywood was originally dated February 20, 2025, and amended on April 11, 2025 [1] Group 2 - Altura Energy Corp is an exploration and production company with interests in the Holbrook basin of Arizona [2]

July 07, 2025 8:00 AM EDT | Source: Altura Energy Corp. Forward-Looking Statements Vancouver, British Columbia--(Newsfile Corp. - July 7, 2025) - Altura Energy Corp. (TSXV: ALTU) (FSE: Y020) (the "Company") is pleased to announce that it has appointed Ashley Lastinger as Chief Executive Officer. Ms. Lastinger has a background in Petroleum Engineering spanning over 15 years, serving as both an engineer and engineering manager for multiple energy exploration and production companies of various sizes. Her tech ...

Core Points - Altura Energy Corp. has completed a debt settlement of C$526,683 with Nancy Burke, issuing 5,266,830 common shares at a deemed price of $0.10 per share [1][3] - Following the debt settlement, Ms. Burke now controls 5,696,830 common shares, representing 14.57% of the total issued shares, and potentially 15.00% if her warrants are exercised [2][3] - The debt settlement was in exchange for an unsecured loan of C$475,000, which included accrued interest, advanced to the company to address corporate payables [3] Company Information - Altura Energy Corp. is an exploration and production company with interests in the Holbrook basin of Arizona [6]

Offering Details - Altura Energy Corp. closed a brokered private placement offering of 19,855,000 units at a price of $0.10 per unit, resulting in gross proceeds of $1,985,500 [1][2] - Each unit consists of one common share and one warrant, with warrants exercisable at $0.25 until June 11, 2030 [2] - The offering was conducted by Haywood Securities Inc., which received a cash commission of $138,985 and 1,389,850 compensation options [3] Financial Transactions - The company made a partial repayment of $150,000 to ANB Bank, leaving an outstanding balance of $205,000, to be paid in monthly installments of $10,000 starting September 21, 2025 [4] - The company settled outstanding payables of $231,000 to Jasper Management & Advisory Corp. for $150,000, issuing 1,500,000 common shares at a deemed price of $0.10 per share [6] - A proposed debt settlement with Nancy Burke involves issuing 5,266,830 common shares at a deemed price of $0.10 per share, subject to TSX Venture Exchange approval [9] Related Party Transactions - Mr. Ian Telfer, a director of the company, subscribed for 1,000,000 units for gross proceeds of $100,000, constituting a related party transaction [5] - The payables settlement with JMAC also qualifies as a related party transaction, as it is controlled by a director of the company [7][8] Advisory Services - The company issued 1,500,000 units to Haywood Securities Inc. for strategic advisory services rendered, at a deemed value of $225,000 [10] Company Overview - Altura Energy Corp. is an exploration and production company with interests in the Holbrook basin of Arizona [11]

Core Points - Altura Energy Corp. has increased the size of its brokered private placement from $1,500,000 to $1,985,500, allowing for the issuance of up to 19,855,000 units at a price of $0.10 per unit [1][4] - Each unit consists of one common share and one warrant, with the warrant allowing the purchase of one common share at an exercise price of $0.25 for up to sixty months [2][4] - The offering is expected to close around June 11, 2025, subject to necessary approvals, including from the TSX Venture Exchange [4] Financial Utilization - The net proceeds from the offering will be used to repay existing indebtedness and for working capital and general corporate purposes [5] Company Overview - Altura Energy Corp. is an exploration and production company with interests in the Holbrook basin of Arizona [7]

Core Viewpoint - Altura Energy Corp. is conducting a private placement offering of up to 15,000,000 units at a price of $0.10 per unit, aiming for gross proceeds of up to $1,500,000 [1][5] Group 1: Offering Details - Each unit consists of one common share and one warrant, with the warrant allowing the purchase of one common share at an exercise price of $0.25 for up to sixty months [2] - The company has granted the agent an option to sell an additional 2,250,000 units for up to $225,000 in gross proceeds [3] - The offering will be conducted as a private placement under applicable exemptions from prospectus requirements in Canada and other mutually agreed jurisdictions, excluding the United States [4] Group 2: Closing and Use of Proceeds - The offering is expected to close around June 4, 2025, subject to necessary approvals, including from the TSX Venture Exchange [5] - Net proceeds from the offering will be used to repay existing debt and for working capital and general corporate purposes [6] Group 3: Company Background - Altura Energy Corp. is an exploration and production company with interests in the Holbrook basin of Arizona [8]

Core Points - The company formerly known as Total Helium Ltd. will change its name to Altura Energy Corp. and implement a consolidation of its common shares at a ratio of ten pre-consolidation shares for one post-consolidation share, effective May 12, 2025 [1][2] - Following the consolidation, approximately 10,239,354 common shares will be issued and outstanding, and trading will commence under the new ticker symbol "ALTU" [2][1] - The company has 37,500,000 share purchase warrants outstanding, with specific details on the 2026 and 2028 warrants provided, including adjusted exercise prices and terms [4][9] Share Consolidation Details - The consolidation will result in every ten 2026 warrants being exercisable for one post-consolidation common share at an adjusted price of $20.00 per share, with the same number of warrants remaining outstanding [5][4] - The 2028 warrants will also adjust to allow every ten warrants to be exercisable for one post-consolidation common share at an adjusted price of $7.50 per share, with the number of outstanding warrants unchanged [9][4] Acceleration Clause - The original acceleration clause for the 2026 warrants has been adjusted, requiring a volume-weighted average trading price of $30.00 per post-consolidation common share for 20 consecutive trading days to trigger acceleration [6][5] - The company intends to amend the exercise price of the 2028 warrants to $0.25 per post-consolidation common share, subject to approval from warrant holders and the TSX Venture Exchange [10][9] Trading Information - The 2026 warrants will continue to be listed on the TSX Venture Exchange under the new ticker symbol "ALTU.WT" starting on the effective date [7][5] - The 2028 warrants are expected to remain delisted but will have a new CUSIP and ISIN [9][10]

Company Overview - Altitude Acquisition Corp. is a blank check company incorporated in Delaware, aimed at effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses or entities [3] Business Combination Details - On April 23, 2023, Altitude entered into a business combination agreement with Picard Medical, Inc., which outlines the proposed business combination between the two entities [2] - The board of directors has extended the deadline for consummating the initial business combination by one month, from January 11, 2024, to February 11, 2024, with the possibility of extending it up to three times for an additional month each [1][2] Regulatory Filings - In connection with the proposed business combination, Altitude has filed a preliminary proxy statement and plans to file a definitive proxy statement with the SEC, urging investors and shareholders to read these documents for important information regarding the business combination [4]

Business Combination - The company entered into a business combination agreement with Picard Medical, Inc. on April 23, 2023, aiming to complete the merger before December 11, 2023[129][141]. - The business combination will result in the issuance of 48,000,000 shares of common stock of New Picard and 6,500,000 warrants, with potential additional warrants based on performance[141][142]. - The company’s stockholders approved a third amendment to extend the Combination Period, allowing for monthly extensions up to December 11, 2023[137]. - The company has utilized all eight available monthly extensions for the Combination Period, with the final extension granted on November 3, 2023[138]. - The company has entered into various support agreements with Picard stockholders, with approximately 90% of the outstanding Picard equity agreeing to support the Business Combination Agreement[146]. - The Company intends to complete a Business Combination before the mandatory liquidation date[169]. Financial Position - As of September 30, 2023, the cash held in the Trust Account was $13,741,530, down from $16,975,796 as of December 31, 2022[132]. - The company had cash held in the Trust Account of $13,741,530 as of September 30, 2023, including approximately $756,498 of interest available[159]. - As of September 30, 2023, the Company had cash outside the Trust Account of $888 and a negative working capital of approximately $2.6 million[166]. - The Company owed its Sponsor and affiliates $1,011,119 in advances and $135,000 in promissory notes as of September 30, 2023[167]. - The company has not issued any Working Capital Loans as of September 30, 2023[164]. - The company has no long-term debt, capital, or operating lease obligations as of September 30, 2023[171]. Revenue and Loss - The company has not generated any revenue to date and is classified as a "shell company" with nominal assets primarily in cash[129]. - As of September 30, 2023, the company reported a net loss of $664,628 for the three months ended, with general and administrative costs of $677,636 and interest income of $130,225 from the Trust Account[156]. - For the nine months ended September 30, 2023, the company had a net loss of $3,771,829, which included general and administrative costs of $4,095,931 and interest income of $407,471 from the Trust Account[156]. - The company has not commenced any operations and will not generate operating revenues until after the completion of a business combination[155]. IPO and Costs - The company raised $300 million from its initial public offering (IPO) by selling 30,000,000 units at $10.00 per unit, which included 3,900,000 units issued to underwriters[130]. - The company generated gross proceeds of $300,000,000 from its IPO of 30,000,000 Units at $10.00 per Unit[158]. - The company incurred $17,107,057 in IPO-related costs, including $6,000,000 of underwriting fees and $10,500,000 of deferred underwriting discount[159]. - The company’s management has broad discretion regarding the application of net proceeds from the IPO and Private Placement, primarily intended for the business combination[138]. Compliance and Regulations - The company received a deficiency notice from Nasdaq for failing to hold an annual meeting within 12 months after its fiscal year ended December 31, 2021, but regained compliance by holding the meeting on April 7, 2023[153]. - The Company is assessing the impact of ASU 2020-06, effective January 1, 2024, on its financial position and results of operations[180]. Future Outlook - The Company expects to incur significant costs in pursuit of its acquisition plans and will need to raise additional capital through loans or investments[168]. - If the Company cannot raise additional funds to alleviate liquidity needs and complete a Business Combination by December 11, 2023, it will cease operations and liquidate[169]. - The Company has recognized a contribution from the Sponsor of $247,667 due to the waiver of payment obligations under the administrative support agreement[172]. - At September 30, 2023, 1,334,645 shares of Class A common stock were subject to possible redemption, classified as temporary equity[178]. - The Company has not incurred any off-balance sheet arrangements as of September 30, 2023[171].

Business Combination - The company entered into a business combination agreement with Picard Medical, Inc. on April 23, 2023, aiming to complete the merger before the end of the Combination Period [122]. - The company has exercised five Monthly Extensions, currently extending the Combination Period through September 11, 2023 [131]. - Upon closing of the merger, the company will issue 48,000,000 shares of common stock and 6,500,000 warrants to Picard securityholders [134]. - The business combination is expected to close in the second half of 2023, pending stockholder and regulatory approvals [136]. - The company plans to change its name to "Picard Medical Holdings, Inc." following the merger [134]. Financial Performance - As of June 30, 2023, the company reported a net loss of $1,658,466 for the three months ended, with operating costs amounting to $1,799,105 [147]. - For the six months ended June 30, 2023, the company had a net loss of $3,107,201, which included operating costs of $3,418,295 [147]. - The company has not generated any revenue to date and is classified as a "shell company" with nominal assets primarily in cash [122]. - The company generated non-operating income of $277,246 from interest earned on the Trust Account as of June 30, 2023 [147]. IPO and Capital Structure - The initial public offering (IPO) generated gross proceeds of $300 million from the sale of 30,000,000 units, with each unit priced at $10.00 [123]. - The company raised gross proceeds of $300,000,000 from its IPO by issuing 30,000,000 Units at $10.00 per Unit [149]. - The company incurred $17,107,057 in IPO-related costs, including $6,000,000 in underwriting fees [150]. - As of June 30, 2023, the Company had cash outside the Trust Account of $81,121 and a negative working capital of approximately $1.9 million [157]. - The Company owed its Sponsor and affiliates $904,044 in advances and $135,000 in promissory notes as of June 30, 2023 [158]. Trust Account and Liquidity - As of June 30, 2023, the Trust Account held $13,612,504 in cash, down from $16,975,796 as of December 31, 2022 [125]. - The company intends to use substantially all funds in the Trust Account to complete its initial business combination [152]. - As of June 30, 2023, the company held investments in the Trust Account amounting to $13,612,504, including approximately $756,498 of interest available [150]. - If the Company cannot raise additional funds to alleviate liquidity needs and complete a Business Combination by September 11, 2023, it will cease operations and liquidate [160]. Compliance and Regulatory Matters - The company received a deficiency notice from Nasdaq for failing to hold an annual meeting within the required timeframe but regained compliance by holding the meeting on April 7, 2023 [145]. - The Company has not incurred any off-balance sheet arrangements as of June 30, 2023 [162]. - The Company has no long-term debt, capital, or operating lease obligations as of June 30, 2023 [162]. Future Considerations - The Company expects to incur significant costs in pursuit of its acquisition plans and may need to raise additional capital through loans or investments [159]. - The Company is assessing the impact of ASU 2020-06, effective January 1, 2024, on its financial position and results of operations [170]. - The Company qualifies as an "emerging growth company" under the JOBS Act, allowing it to comply with new accounting pronouncements based on the effective date for private companies [171].