HORIZON PETROLEUM LTD. ANNOUNCES CONVERTIBLE DEBENTURE FINANCING

Executive Summary

• Horizon Petroleum announced a private placement of up to C$1,200,000 in secured convertible debentures priced at $1,000 per debenture.
• The financing is expected to close on March 31, 2026, providing funds for final payments on the Lachowice‑7 gas well re‑entry and general working capital in Poland and Canada.
• Debentures bear 7% annual interest, mature 24 months after closing, and are convertible into units at $0.10 per unit (each unit = 1 common share + ½ warrant).

Key Details

• Offering Size & Price: Up to C$1.2 million aggregate principal; $1,000 per debenture.
• Security Ranking: Third‑position secured, behind existing Series 1 Debentures (due May 20 2026) and Series 2 Convertible Debentures (due Dec 19 2027, Dec 29 2027, Feb 27 2028).
• Interest Rate & Maturity: 7% per annum; maturity 24 months after closing date.
• Closing Date: Anticipated March 31 2026, subject to TSX Venture Exchange approval and customary conditions.
• Conversion Terms: Holder may convert any time before the business day preceding maturity at $0.10 per unit. Each unit consists of:
• 1 common share
• ½ of a common‑share purchase warrant (exercisable at $0.15 per share, up to 36 months from closing).
• Use of Proceeds: Final payments for long‑lead items and civil works on the Lachowice‑7 gas well; working capital for corporate purposes in Poland and Canada.
• Insider Participation: Certain directors/officers expected to participate; transaction qualifies as a related‑party under MI 61‑101 but is exempt from formal valuation/minority approval. No special committee formed; no dissent recorded.
• Finder’s Fees/Commissions: Up to 7% cash and 7% warrants may be paid to finders.
• Hold Period: Securities subject to a statutory four‑month hold period post‑issuance.

Notable Quotes

“The proceeds will pay the final payments for long lead items and civil works for the planned re‑entry of the Lachowice 7 gas well and provide working capital for general corporate purposes in Poland and in Canada.” – David Winter, CEO