
(SeaPRwire) – /THIS PRESS RELEASE IS NOT FOR PUBLICATION OR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW./
CALGARY, AB, March 27, 2026 – Horizon Petroleum Ltd. (the “Company” or “Horizon”) (TSXV: HPL) (FRA: HPM) (Tradegate: HPM) is pleased to announce the initiation of an additional financing round through convertible debentures. This convertible debenture financing will be conducted as a private placement offering (the “Offering”) for an aggregate principal amount of up to $3,000,000 in secured convertible debentures (each, a “Debenture”), priced at $1,000 per Debenture. The anticipated closing date for this offering is on or before April 15, 2026.
Dr. David Winter, CEO of the Company, stated: “We are proceeding with an additional convertible debenture financing due to sustained investor interest in the Company’s European gas strategy and the promising gas development program underway at Lachowice in southern Poland. The funds raised will be allocated towards the civil works required for the planned re-entry of the Lachowice 7 gas well, will provide working capital for general corporate activities in both Poland and Canada, and will be used to settle existing liabilities.”
The Debenture will accrue interest from its respective issuance date at a rate of 7% per annum until the date that is 24 months following the closing date (the “Maturity Date”). Interest payments will be made semi-annually in arrears, either in cash or in shares at the Company’s discretion. The Debenture will be secured and will rank in fourth position upon default, subordinate to the currently issued debentures maturing on May 20, 2026 (“Series 1 Debentures”), the convertible debentures maturing on December 19, 2027, December 29, 2027, and February 27, 2028 (“Series 2 Debentures”), and the convertible debentures maturing on March 25, 2028 (“Series 3 Debentures”).
Each holder of a Debenture Unit will possess the option to convert any or all of their Debenture Units into equity units (“Equity Units”) at any time up to and including the Maturity Date. This conversion will be based on a ratio of $1,000 principal amount per Equity Unit, which will consist of (i) 9,524 common shares of the Corporation (each a “Common Share”), issued at $0.105 per Common Share, and (ii) 4,762 Common Share purchase warrants (“Warrants”). Each Warrant will be exercisable for a period of thirty-six months from the closing of the Debentures, allowing the holder to acquire one (1) Common Share at a price of $0.15.
It is anticipated that certain directors and officers of the Company (collectively, the “Insiders”) will participate in the Offering. Consequently, the Offering is considered a related party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). However, it is exempt from the formal valuation and minority approval requirements of MI 61-101 pursuant to Sections 5.5(a) and 5.7(1)(a) of MI 61-101 concerning such Insider participation. No special committee was formed in connection with the Offering or the participation of the Insiders, and no director of the Company expressed or made any materially contrary views or abstentions regarding the matter. Further details will be provided in a material change report to be filed by the Company upon the completion of the initial closing of the Offering.
The closing of the Offering and the participation of Insiders are contingent upon approval from the TSX Venture Exchange (“TSXV”).
The Company may offer finders’ fees or commissions for this transaction, amounting to up to 7% in cash and 7% in warrants.
The completion of the Offering is subject to the fulfillment of customary conditions, including approval from the TSXV. All securities issued under the Offering will be subject to a statutory four-month hold period.
ABOUT HORIZON
Horizon, headquartered in Calgary, is dedicated to the appraisal and development of conventional oil and natural gas resources to enhance energy independence and security in Europe. Horizon holds two concessions in Poland containing significant undeveloped natural gas discoveries. The Company’s primary focus is the commencement of development activities at the Lachowice gas field within the Bielska-Biala concession. Horizon’s management and Board comprise oil and natural gas professionals with extensive international experience.
Neither the TSXV nor its Regulation Services Provider (as defined in the TSXV’s policies) assumes responsibility for the completeness or accuracy of this release.
Forward-Looking Information
This press release contains forward-looking information as defined under Canadian securities laws (collectively, “forward-looking statements”). Forward-looking statements are typically characterized by words such as: believe, expect, anticipate, intend, estimate, plans, postulate, and similar expressions, or by their nature, refer to future events. All statements that are not historical facts are considered forward-looking statements. Forward-looking statements within this press release include, but are not limited to, statements concerning the financing of its projects in Poland. While the Company believes that any forward-looking statements made herein are reasonable, it cannot guarantee that the expectations and assumptions underlying such statements will prove to be accurate. Factors that could cause actual results to differ materially from the forward-looking information include, but are not limited to, changes in the equity and debt markets, fluctuations in commodity prices, delays in obtaining necessary regulatory or governmental approvals, and other risks inherent in the oil and gas exploration and development industry, including those risks detailed in the Company’s management’s discussion and analysis filed on SEDAR+ at www.sedarplus.ca. The forward-looking information presented in this news release is based on management’s opinions and assumptions considered reasonable as of the date of this release, including the expectation that all required governmental and regulatory approvals will be obtained as anticipated. Although the Company believes the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information. The Company disclaims any intention or obligation to update or revise any forward-looking information, except as required by applicable securities laws.
SOURCE Horizon Petroleum Ltd.
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