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CALGARY,
AB, Sept. 18, 2024 /CNW/ - Horizon Petroleum
Ltd. (NEX: HPL.H) (TSXV: HPL) ("Horizon" or the
"Company") is pleased to announce, further to its news
release dated August 8, 2024, that it
has closed the first tranche of its non-brokered private placement
offering through the sale of 6,530,227 subscription receipts
("Subscription Receipts") at a price of $0.11 per Subscription Receipt, for gross
proceeds to the Company of $718,324.94 (the "Offering").
The Subscription Receipts will be convertible upon satisfaction
of the release conditions (the "Release Conditions"), into
one common share in the capital of the Company (each a "Common
Share") and one Common Share purchase warrant of the Company (a
"Warrant") which will be exercisable for a period of four
years from closing at a price of CAD$0.30 per Common Share. The Release Conditions
are the grant of the final executed licences for the Bielsko-Biala
and Cieszyn concessions located in southwest Poland and the graduation of the Company to
Tier 2 of the TSX Venture Exchange. The gross proceeds of the
Offering (the "Escrowed Proceeds"), will be deposited in
escrow pending the satisfaction of the Release Conditions. Upon the
satisfaction of the Release Conditions on, or before, October 31, 2024, each Subscription Receipt will
be automatically converted, without payment of any additional
consideration or further action on the part of the holder thereof,
into one Common Share and one Warrant. If the Release Conditions
are not satisfied by October 31,
2024, the Escrowed Proceeds will be returned to the
Subscribers.
The net proceeds of the Offering are expected to be used for
general and administrative expenses and for advancing certain
concession fees upon signing the concession agreements for the
Bielsko- Biala and Cieszyn concessions located in southwest
Poland.
Completion of the Offering is subject to receipt of all required
regulatory and stock exchange approvals, including the final
approval of the TSX Venture Exchange ("TSX-V").
In connection with the Offering, the Company has paid a total of
$30,716.00 in finder's fees and
issued a total of 279,236 finders warrants ("Finders Warrants").
Each Finders Warrant entitles the holder to acquire one Common
Share at a price of $0.20 per Common
Share and shall expire 12 months from the date of issuance.
All securities issued in connection with the Offering are
subject to a hold period of four months and one day.
MI 61-101 and TSXV Policy 5.9 Disclosure
The participation of Roger
McMechan in the Offering, a director and the Chief Operating
Officer of the Corporation, constitutes a "related party
transaction" within the meaning of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
("MI 61-101") and TSXV Policy 5.9. Horizon is relying upon
exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 pursuant to sections 5.5(b) and
5.7(1)(b), respectively, of MI 61-101 on the basis that Horizon is
not listed on a specified stock exchange and, at the time the
Offering was agreed to, neither the fair market value of the
securities to be distributed pursuant to the Offering to such
persons, nor the consideration to be received for those securities,
will exceed $2,500,000. No special
committee was established in connection with the Offering. The
Board of Directors of Horizon has unanimously approved the
Offering and no materially contrary view or abstention was
expressed or made by any director in relation to the Offering.
The material change report to be filed in relation to the closing
of the Offering will not be not filed at least 21 days prior to
the completion of the Offering as contemplated by MI 61-101.
Horizon believes that this shorter period is reasonable and
necessary in the circumstances as the completion of the Offering
occurred shortly before the issuance of such material change
report in relation to the Offering.
About Horizon Petroleum Ltd.
Calgary-based Horizon is
focused on the appraisal and development of natural gas reserves
and clean energy sources to assist the increase the energy
independence and security in Europe. The Management and Board of Horizon
consist of oil & gas, business and finance professionals with
significant international experience.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
This press release contains "forward-looking statements" or
"forward-looking information" (collectively referred to herein as
"forward-looking statements") within the meaning of applicable
securities legislation. Such forward-looking statements include,
without limitation, forecasts, estimates, expectations and
objectives for future operations that are subject to a number of
assumptions, risks and uncertainties, many of which are beyond the
control of Horizon. Forward-looking statements are statements that
are not historical facts and are generally, but not always,
identified by the words "expects", "plans", "anticipates",
"believes", "intends", "estimates", "projects", "potential" and
similar expressions, or that events or conditions "will", "would",
"may", "could" or "should" occur or be achieved. This press release
contains forward-looking statements pertaining to, among other
things, the anticipated use of proceeds, the completion of the
Release Conditions, and the approval of the TSX-V.
Forward-looking information is based on current expectations,
estimates and projections that involve a number of risks, which
could cause actual results to vary and in some instances, to differ
materially from those anticipated by Horizon and described in the
forward-looking information contained in this press release.
Although Horizon believes that the material factors,
expectations and assumptions expressed in such forward-looking
statements are reasonable based on information available to it on
the date such statements were made, no assurances can be given as
to future results, levels of activity and achievements and such
statements are not guarantees of future performance.
SOURCE Horizon Petroleum Ltd.