22:52:26 EST Sat 20 Dec 2025
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Horizon Petroleum Ltd (3)
Symbol HPL
Shares Issued 58,206,940
Close 2025-12-19 C$ 0.075
Market Cap C$ 4,365,521
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Horizon Petroleum closes tranche of debenture financing

2025-12-19 20:51 ET - News Release

Dr. David Winter reports

HORIZON PETROLEUM LTD. CLOSES AN INITIAL TRANCHE OF CONVERTIBLE DEBENTURE UNIT OFFERING

Subject to TSX Venture Exchange acceptance, Horizon Petroleum Ltd. has closed an initial tranche of 170 secured convertible debenture units of the company at a price of $1,000 per unit, for aggregate gross proceeds of $170,000. Six investors subscribed for the financing.

The debentures bear interest from the applicable issuance date at 15 per cent per annum until the date that is 24 months following the closing date with interest paid annually in arrears. The debentures will be second position secured behind the $720,000 of debentures issued on May 20, 2025, and due May 20, 2026.

Each holder of a secured convertible debenture unit shall have the right, at the option of the holder, at any time up to and including the maturity date, to convert any or all of the secured convertible debenture units into equity units on the basis of each $1,000 principal amount for: (i) 10,000 common shares of the corporation issued at 10 cents per common share; and (ii) 5,000 common share purchase warrants, with each warrant exercisable until 36 months from closing the debentures, into one common share at a price of 15 cents.

In connection with the initial tranche, the company has paid no finders' fees.

The company intends to use the proceeds from the offering for the payment of the annual concession fees to the Polish government and for general corporate purposes.

All securities issued under the offering, including securities issuable on exercise thereof, are subject to a hold period expiring four months and one day from the date hereof.

The offering is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. The financing was treated as a loan with bonus warrants by the TSX Venture Exchange.

Multilateral Instrument 61-101 (Related Party Transactions)

A director and officers of the corporation subscribed for 125 secured convertible debenture units with the same terms which constitute a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is relying on the exemptions from the formal valuation and minority approval requirements of MI 61-101 by virtue of sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation. No special committee was established in connection with the offering or the participation of the insiders, and no materially contrary view or abstention was expressed or made by any director of the company in relation thereto. The company did not file a material change report in respect of the related-party transaction at least 21 days before the closing of the offering, which the company deems reasonable in the circumstances to complete the offering in an expeditious manner.

About Horizon Petroleum Ltd.

Calgary-based Horizon is focused on the appraisal and development of conventional oil and natural gas resources, onshore Europe. The management and board of Horizon consist of oil and natural gas professionals with significant international experience.

We seek Safe Harbor.

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