Non-brokered equity private placement
Financing type: non-brokered private placement
Gross proceeds: $1.5-million (U.S.)
Equity offering: 30 million common shares of the company
Equity offering price: five U.S. cents (seven Canadian cents) per share
Non-brokered convertible debenture private placement
Gross proceeds: $17-million (U.S.) ($15.5-million (U.S.) of net proceeds)
Convertible debenture: 17,000 secured convertible debenture units, each with a face value of $1,000 (U.S.), issued with an original issue discount of 8.8235 per cent at an effective price of $911.76 (U.S.) per debenture
Conversion price: The purchase price of the debentures are convertible into shares at a conversion price of 7.3 U.S. cents (10 Canadian cents) per share
Interest rate: 7 per cent per annum
Property asset or share disposition agreement
The TSX Venture Exchange has accepted for filing documentation the gross overriding royalty agreement dated Feb. 12, 2026, between the company and an arm's-length party. Pursuant to the terms of agreement, the company has granted the purchaser a 6-per-cent gross overriding royalty (GORR) in revenue generated from all existing and future developed production of petroleum substances on the company's lands as of the closing date in perpetuity. The company will pay the purchaser cash amounts payable from the GORR on a monthly basis. As consideration for the transaction, the purchaser has paid the company a cash amount of $5-million (U.S.).
Disclosure: For full disclosure of the equity private placement, the convertible debenture private placement and the disposition, refer to the company's news releases dated Feb. 9, 2026, and Feb. 12, 2026.
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