HORIZON PETROLEUM LTD. ANNOUNCES CHANGE TO TERMS OF PREVIOUSLY ANNOUNCED CONVERTIBLE DEBENTURE FINANCING

Executive Summary

• Horizon Petroleum increased the aggregate principal amount of its private‑placement convertible debentures from $1.2 M to $1,215,000 and raised the conversion price from $0.10 to $0.105 per unit.
• The debentures bear 7% annual interest, mature 24 months after the anticipated closing on March 23 2026, and are secured in third position behind existing senior debt.
• Insiders will participate; the transaction is a related‑party offering exempt from full MI 61‑101 valuation/approval requirements but remains subject to TSXV approval and customary closing conditions.

Key Details

• Offering Size: Up to $1,215,000 principal of secured convertible debentures (increase of $15,000).
• Price per Debenture: $1,000.
• Interest Rate: 7% per annum from issuance date until maturity.
• Maturity: 24 months after closing; anticipated closing date = March 23 2026.
• Conversion Price: $0.105 per unit (up from $0.10).
• Unit Composition: 1 common share + ½ of one common‑share purchase warrant.
• Warrant Exercise Price: $0.15 per common share; exercisable for 36 months post‑closing.
• Security Ranking: Third position, behind Series 1 Debentures (due May 20 2026) and Series 2 Convertible Debentures (due Dec 19 2027, Dec 29 2027, Feb 27 2028).
• Insider Participation: Directors/officers expected to subscribe; transaction qualifies as a related‑party offering under MI 61‑101 but is exempt from full valuation/minority approval. No special committee formed; no dissent recorded.
• Regulatory Conditions: Closing subject to TSXV approval and customary conditions; securities subject to a statutory four‑month hold period.
• Finder’s Fees/Commissions: Up to 7% cash and 7% warrants may be paid to finders.

Notable Quotes

(No direct quotes were provided in the release.)