New Hydrogen Entity Emerges from Major Energy Spin-Off

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Jericho Energy Ventures Inc. (JEV:TSX.V; JROOF:OTC; JLM:FRA) has announced a strategic move to spin off its hydrogen solutions platform into a separate entity. The new entity, to be named Hydrogen Technologies Corp. (HTC), was approved by the company's board of directors. The intention is to create two specialized companies focusing on hydrogen technology and traditional energy assets, respectively. Each Jericho Energy shareholder will retain their Jericho shares while receiving shares of the new HTC entity on a pro-rata basis in consideration of the transfer of Jericho's hydrogen assets.

The planned transaction, still subject to regulatory and shareholder approvals, aims to allow both companies to focus on their distinct markets and strategies. Jericho Energy expects this restructuring to enable each company to operate with tailored capital structures and investment plans, positioning them for growth within their specific sectors. The final terms of the spinout will be detailed in a management information circular to be shared with shareholders before they vote on the proposal.

Approval processes for the spinout include a review by the TSX Venture Exchange, shareholder consent, and possibly court approval in British Columbia if the plan proceeds via a formal arrangement. Jericho's CEO, Brian Williamson, noted in the news release, "By separating our hydrogen platform, we can create two agile, focused companies . . . positioning them for long-term growth and success."

Jericho Energy, which will continue trading on the TSX Venture Exchange under the symbol JEV, will retain its traditional oil and gas assets following the separation. The company's annual general meeting on January 15, 2025, may serve as a venue for shareholder approval, or a separate meeting may be scheduled.

Hydrogen Energy and Clean Tech

Energy Storage, in its November 5 report, underscored the growth potential for green hydrogen in the U.S. Supported by the government's US$7 billion Regional Clean Hydrogen Hubs program, this program aimed to boost clean hydrogen production and reduce costs. The report noted that the Mid-Atlantic Hydrogen Hub (MACH2) anticipated large-scale green hydrogen projects, generating over 20,000 jobs and incorporating hydrogen applications across sectors like steel, aviation, and maritime. 

On November 6, Reuters reported that despite political shifts, U.S. clean energy momentum continues to be driven by federal tax credits and technology advancements. Renewable energy sources, including hydrogen, were identified as the fastest-growing segments on the power grid, benefiting from initiatives like the Inflation Reduction Act (IRA) and state mandates. Carl Fleming, a partner at McDermott Will & Emery, highlighted that "the jobs and the economic benefits have been so heavy in red states, it's hard to see an administration come in that says we don't like this." Although political challenges might impact renewable sectors like offshore wind, the trajectory of clean energy, including hydrogen, remained strong due to market demand and state-level support.

The International Energy Agency's (IEA) 2024 Global Hydrogen Review reported that global hydrogen demand reached 97 Mt (metric tons) in 2023. This demand was projected to approach 100 Mt in 2024. The IEA highlighted a rising focus on low-emissions hydrogen, particularly for refining and heavy industries. Although new applications in transport and energy storage accounted for less than 1% of global demand, industry interest grew, with chemical, refining, and shipping sectors making strides in contracting low-emissions hydrogen. The IEA also noted substantial investments in electrolyzer projects worldwide, with installed capacity expected to grow significantly.

Jericho's Catalysts

According to Jericho Energy's April 2024 investor presentation, the spinout of Hydrogen Technologies Corp. aligns with a broader strategy to drive advancements in hydrogen technology. Currently, an area experiencing significant momentum due to global energy transition efforts, the investor presentation highlights key growth drivers, including Jericho’s patented hydrogen-based boiler technology and emerging partnerships with institutions and companies across the hydrogen sector.

The decision to separate hydrogen assets positions HTC to capture opportunities within the rapidly expanding hydrogen ecosystem, benefiting from policy support and rising market demand for green energy solutions. As part of its strategy, Jericho intends to leverage its expertise in traditional energy systems while directing resources to support innovation in hydrogen applications.

Ownership and Share Structure

Around 35% of Jericho's shares are held by management, insiders, and insider institutional investors, the company said. They include CEO Brian Williamson, who owns 1.19% or about 3.1 million shares; founder Allen Wilson, who owns 0.76% or about 1.97 million shares; and board member Nicholas Baxter, who owns 0.44%, or about 1.14 million shares, according to Refinitiv' latest research.

Around 10% of shares are held by non-insider institutions, and approximately 55% are in retail, the company said.

On March 6, 2023, JEV completed an insider-led private placement financing, above the current share price, for gross proceeds of CA$2.23 million.

JEV's market cap is CA$25.19 million, and it trades in a 52-week range of CA$0.07 and CA$0.18. It has 259.75 million shares outstanding, approx.. 189.99 million floating.