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LION ELECTRIC ANNOUNCES COMPLETION OF REORGANIZATION TRANSACTION Français
LION ELECTRIC ANNOUNCES COMPLETION OF REORGANIZATION TRANSACTION Français

Cision Canada

time23-05-2025

  • Business
  • Cision Canada

LION ELECTRIC ANNOUNCES COMPLETION OF REORGANIZATION TRANSACTION Français

MONTREAL, May 23, 2025 /CNW/ - The Lion Electric Company ("Lion" or the "Company"), a leading manufacturer of all-electric medium and heavy-duty urban vehicles, announced today the completion of the transactions (collectively, the "Transactions") contemplated by the previously announced definitive agreement (the "Definitive Agreement") dated May 15, 2025, entered into with a corporation newly incorporated for the sole purpose of completing the Transactions on behalf of a consortium comprised of Quebec based investors. The Definitive Agreement was entered into in connection with the Company's proceedings under the Companies' Creditor Arrangement Act (Canada) (the "CCAA Proceedings") and the related sale and investment solicitation process conducted under the supervision of the Superior Court of Quebec (Commercial Division) (the "Court") and Deloitte Restructuring Inc., in its capacity as Court-appointed monitor of the Company and its subsidiaries (in such capacity, the "Monitor"). The Definitive Agreement and the transaction contemplated thereby were approved by the Court on May 22, 2025. Pursuant to the Transactions: (i) all of the issued and outstanding common shares of the Company, as well as any and all options, warrants and other instruments exercisable into, or convertible or exchangeable for, common shares of the Company, were ultimately cancelled for no consideration, (ii) certain excluded assets and excluded liabilities of the Company and its subsidiaries were vested-out and transferred to entities newly-incorporated for such purposes (the "ResidualCos"), and (iii) the Purchaser subscribed for a new class of common shares in the capital of the Company, as a result of which, upon closing of the transactions contemplated by the Definitive Agreement, the Purchaser became the sole shareholder of the Company. Following the completion of the Transactions, the Company and certain of its subsidiaries emerged from the CCAA Proceedings and ceased to be applicants thereunder. Upon closing of the Transaction, the ResidualCos became applicants in the CCAA Proceedings. It is expected that the ResidualCos will be liquidated and eventually would-up by way of bankruptcy proceedings. On May 15, 2025, the Autorité des marchés financiers issued a partial revocation order in respect of the failure-to-file cease trade order issued on April 17, 2025 (the "FFCTO") in respect of the securities of the Company, solely for the purpose of completing the Transactions with the Purchaser. Following completion of the Transactions, the Company intends to apply to cease to be a reporting issuer order in all of the provinces and territories of Canada and for a full revocation of the FFCTO. Related Party Transaction Disclosure The Purchaser is a "related party" of the Company as a result of Mr. Pierre Wilkie, a director of the Company, forming part of the consortium, and, accordingly, the Transactions constituted a "related-party transaction" under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). As a result of the Company being the subject of insolvency proceedings and the transactions contemplated by the Definitive Agreement not providing any recovery to holders of the Company's equity securities, and subject to the orders granted by the Court under the Reverse Vesting Order, the Company relied on the exemptions to the formal valuation and majority of the minority approval requirements provided under Section 5.5(f) and 5.7(d), respectively, of MI 61-101. ABOUT LION ELECTRIC Lion Electric is an innovative manufacturer of zero-emission vehicles, including all electric school buses. Lion is a North American leader in electric transportation and designs, builds and assembles many of its vehicles' components, including chassis, battery packs, truck cabins and bus bodies. Always actively seeking new and reliable technologies, Lion vehicles have unique features that are specifically adapted to its users and their everyday needs. Lion believes that transitioning to all-electric vehicles will lead to major improvements in our society, environment and overall quality of life. CAUTION REGARDING FORWARD-LOOKING STATEMENTS This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws (collectively, "forward-looking statements"), including statements regarding the expectations that the Company cease to be a reporting issuer and that the FFCTO be fully revoked following completion of the transactions. Forward-looking statements may be identified by the use of words such as "believe," "may," "will," "continue," "anticipate," "intend," "expect," "should," "would," "could," "plan," "project," "potential," "seem," "seek," "future," "target" or other similar expressions and any other statements that predict or indicate future events or trends or that are not statements of historical matters, although not all forward-looking statements may contain such identifying words. The forward-looking statements contained in this press release are based on a number of estimates and assumptions that Lion believes are reasonable when made. Such estimates and assumptions are made by Lion in light of the experience of management and their perception of historical trends, current conditions and expected future developments, as well as other factors believed to be appropriate and reasonable in the circumstances. However, there can be no assurance that such estimates and assumptions will prove to be correct. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. For additional information on estimates, assumptions, risks and uncertainties underlying certain of the forward-looking statements made in this press release, please consult section 23.0 entitled "Risk Factors" of the Company's annual management's discussion and analysis of financial condition and results of operations (MD&A) for the fiscal year 2023, as well as other documents filed with the applicable Canadian regulatory securities authorities and the Securities and Exchange Commission, including the Company's interim MD&As. Many of these risks are beyond Lion's management's ability to control or predict. All forward-looking statements attributable to Lion or persons acting on its behalf are expressly qualified in their entirety by the cautionary statements contained and risk factors identified in the Company's annual MD&A for the fiscal year 2023 and in other documents filed with the applicable Canadian regulatory securities authorities and the Securities and Exchange Commission. Because of these risks, uncertainties and assumptions, readers should not place undue reliance on these forward-looking statements. Furthermore, forward-looking statements speak only as of the date they are made. Except as required under applicable securities laws, Lion undertakes no obligation, and expressly disclaims any duty, to update, revise or review any forward-looking information, whether as a result of new information, future events or otherwise.

LION ELECTRIC ANNOUNCES COMPLETION OF REORGANIZATION TRANSACTION
LION ELECTRIC ANNOUNCES COMPLETION OF REORGANIZATION TRANSACTION

Yahoo

time23-05-2025

  • Business
  • Yahoo

LION ELECTRIC ANNOUNCES COMPLETION OF REORGANIZATION TRANSACTION

MONTREAL, May 23, 2025 /CNW/ - The Lion Electric Company ("Lion" or the "Company"), a leading manufacturer of all-electric medium and heavy-duty urban vehicles, announced today the completion of the transactions (collectively, the "Transactions") contemplated by the previously announced definitive agreement (the "Definitive Agreement") dated May 15, 2025, entered into with a corporation newly incorporated for the sole purpose of completing the Transactions on behalf of a consortium comprised of Quebec based investors. The Definitive Agreement was entered into in connection with the Company's proceedings under the Companies' Creditor Arrangement Act (Canada) (the "CCAA Proceedings") and the related sale and investment solicitation process conducted under the supervision of the Superior Court of Quebec (Commercial Division) (the "Court") and Deloitte Restructuring Inc., in its capacity as Court-appointed monitor of the Company and its subsidiaries (in such capacity, the "Monitor"). The Definitive Agreement and the transaction contemplated thereby were approved by the Court on May 22, 2025. Pursuant to the Transactions: (i) all of the issued and outstanding common shares of the Company, as well as any and all options, warrants and other instruments exercisable into, or convertible or exchangeable for, common shares of the Company, were ultimately cancelled for no consideration, (ii) certain excluded assets and excluded liabilities of the Company and its subsidiaries were vested-out and transferred to entities newly-incorporated for such purposes (the "ResidualCos"), and (iii) the Purchaser subscribed for a new class of common shares in the capital of the Company, as a result of which, upon closing of the transactions contemplated by the Definitive Agreement, the Purchaser became the sole shareholder of the Company. Following the completion of the Transactions, the Company and certain of its subsidiaries emerged from the CCAA Proceedings and ceased to be applicants thereunder. Upon closing of the Transaction, the ResidualCos became applicants in the CCAA Proceedings. It is expected that the ResidualCos will be liquidated and eventually would-up by way of bankruptcy proceedings. On May 15, 2025, the Autorité des marchés financiers issued a partial revocation order in respect of the failure-to-file cease trade order issued on April 17, 2025 (the "FFCTO") in respect of the securities of the Company, solely for the purpose of completing the Transactions with the Purchaser. Following completion of the Transactions, the Company intends to apply to cease to be a reporting issuer order in all of the provinces and territories of Canada and for a full revocation of the FFCTO. Related Party Transaction Disclosure The Purchaser is a "related party" of the Company as a result of Mr. Pierre Wilkie, a director of the Company, forming part of the consortium, and, accordingly, the Transactions constituted a "related-party transaction" under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). As a result of the Company being the subject of insolvency proceedings and the transactions contemplated by the Definitive Agreement not providing any recovery to holders of the Company's equity securities, and subject to the orders granted by the Court under the Reverse Vesting Order, the Company relied on the exemptions to the formal valuation and majority of the minority approval requirements provided under Section 5.5(f) and 5.7(d), respectively, of MI 61-101. ABOUT LION ELECTRIC Lion Electric is an innovative manufacturer of zero-emission vehicles, including all electric school buses. Lion is a North American leader in electric transportation and designs, builds and assembles many of its vehicles' components, including chassis, battery packs, truck cabins and bus bodies. Always actively seeking new and reliable technologies, Lion vehicles have unique features that are specifically adapted to its users and their everyday needs. Lion believes that transitioning to all-electric vehicles will lead to major improvements in our society, environment and overall quality of life. CAUTION REGARDING FORWARD-LOOKING STATEMENTS This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws (collectively, "forward-looking statements"), including statements regarding the expectations that the Company cease to be a reporting issuer and that the FFCTO be fully revoked following completion of the transactions. Forward-looking statements may be identified by the use of words such as "believe," "may," "will," "continue," "anticipate," "intend," "expect," "should," "would," "could," "plan," "project," "potential," "seem," "seek," "future," "target" or other similar expressions and any other statements that predict or indicate future events or trends or that are not statements of historical matters, although not all forward-looking statements may contain such identifying words. The forward-looking statements contained in this press release are based on a number of estimates and assumptions that Lion believes are reasonable when made. Such estimates and assumptions are made by Lion in light of the experience of management and their perception of historical trends, current conditions and expected future developments, as well as other factors believed to be appropriate and reasonable in the circumstances. However, there can be no assurance that such estimates and assumptions will prove to be correct. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. For additional information on estimates, assumptions, risks and uncertainties underlying certain of the forward-looking statements made in this press release, please consult section 23.0 entitled "Risk Factors" of the Company's annual management's discussion and analysis of financial condition and results of operations (MD&A) for the fiscal year 2023, as well as other documents filed with the applicable Canadian regulatory securities authorities and the Securities and Exchange Commission, including the Company's interim MD&As. Many of these risks are beyond Lion's management's ability to control or predict. All forward-looking statements attributable to Lion or persons acting on its behalf are expressly qualified in their entirety by the cautionary statements contained and risk factors identified in the Company's annual MD&A for the fiscal year 2023 and in other documents filed with the applicable Canadian regulatory securities authorities and the Securities and Exchange Commission. Because of these risks, uncertainties and assumptions, readers should not place undue reliance on these forward-looking statements. Furthermore, forward-looking statements speak only as of the date they are made. Except as required under applicable securities laws, Lion undertakes no obligation, and expressly disclaims any duty, to update, revise or review any forward-looking information, whether as a result of new information, future events or otherwise. SOURCE The Lion Electric Co. 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Greenlight Metals Inc. Announces Warrant Extensions and Equity Incentive Plan Grants
Greenlight Metals Inc. Announces Warrant Extensions and Equity Incentive Plan Grants

Yahoo

time15-05-2025

  • Business
  • Yahoo

Greenlight Metals Inc. Announces Warrant Extensions and Equity Incentive Plan Grants

- All new incentive grants to Insiders priced or valued at $0.30 per share - Medford, Wisconsin--(Newsfile Corp. - May 14, 2025) - GreenLight Metals Inc. (TSXV: GRL) ("GreenLight" or the "Company") announces that the Company proposes to extend the expiry date of an aggregate of 1,249,072 outstanding share purchase warrants (the "Warrants"). Each Warrant entitles the holder thereof to acquire one common share of the Company (a "Share") at a price of $0.60 per Share. The Company proposes to extend the expiry date of the Warrants by an additional two years (the "Amendment"). All other terms of the warrants, including exercise price, will remain the same. The Warrants were issued pursuant to the following private placements and were extended as follows: 461,293 Warrants, including 75,000 Warrants issued to insiders, were issued pursuant to a private placement which closed on June 7, 2022. These Warrants were set to expire on June 7, 2025, and the expiry date was extended to June 7, 2027. 425,000 Warrants were issued pursuant to a private placement which closed on July 8, 2022. These Warrants were set to expire on July 8, 2025, and the expiry date was extended to July 8, 2027. 362,779 Warrants, including 264,611 Warrants issued to insiders, were issued pursuant to a private placement which closed on January 24, 2023. These Warrants were set to expire on January 24, 2026, and the expiry date was extended to January 24, 2028. The Amendment is subject to acceptance by the TSX Venture Exchange ("TSXV"), and no action will be required on the part of the holders of the Warrants to give effect to the Amendment. A total of 339,611 Warrants are held by parties who are considered to be "related parties" of the Company. Therefore, the amendment of these warrants constitutes a "related party transaction" as contemplated by Multilateral Instrument 61-101 Protection of Minority Shareholders in Special Transactions, and TSXV Policy 5.9 - Protection of Minority Shareholders in Special Transactions. However, the exemptions from formal valuation and minority approval requirements provided for by these guidelines can be relied upon as the fair market value of the warrants held by insiders does not exceed 25% of the market capitalization of the Company. A material change report in respect of the warrant extension will be filed by the Company. The Warrants and the underlying Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration is available. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities referred to herein. Incentive Grants As part of the Company's incentive program, the Company made grants of incentive stock options ("Options"), restricted share units ("RSUs") and deferred share units ("DSUs") in accordance with the Company's amended and restated equity incentive plan (the "Equity Incentive Plan"), the effectiveness of which is subject to shareholder approval at the next meeting of shareholders and final acceptance by the TSXV. On the recommendation of the Nomination, Compensation and Corporate Governance Committee, the board of directors of the Company has approved the grant of an aggregate of 668,333 RSUs, 293,750 DSUs and 1,575,000 Options. The Equity Incentive Plan's objective is to create an incentive compensation program that is aligned with the Company's long-term objectives. Options, DSUs and RSUs are granted in accordance with Policy 4.4 - Security Based Compensation of the TSXV, the terms and conditions of the Equity Incentive Plan and the terms of the award agreement evidencing such equity compensation security. Values for RSU and DSU awards were determined using a notional share price of $0.30. RSUs: Each vested RSU can be redeemed for one fully paid and non-assessable common share of GreenLight issued from treasury. The RSUs vest in three equal instalments of one-third (1/3) each, on the first, second and third anniversaries of the grant date (36 months in total). 300,000 RSUs were granted to a non-executive director and 368,333 RSUs were granted to an executive officer. DSUs: Each vested DSU can be redeemed for one fully paid and non-assessable common share of GreenLight issued from treasury. For directors, the DSUs granted vest May 14, 2026, and are settled on a director's retirement from the board. All 293,750 DSUs were granted to the Company's non-executive directors. Options: Options have a seven (7) year term from the grant date. Except as noted below, all Options carry an exercise price per Share of $0.30 and vest in four equal instalments of twenty-five per cent (25%) each on the grant date and on the first, second and third anniversaries of the grant date. 350,000 Options granted to a consultant of the Company vest over three instalments (150,000 on the grant date and 100,000 on each of the first and second anniversaries) and these Options carry an exercise price of $0.20 per Share. Of the total of 1,575,000 Options that were granted, 525,000 Options were granted to the Company's non-executive directors, 550,000 Options were granted to its executive officers, and 500,000 Options were granted to consultants. About GreenLight Metals Inc. The principal business of GreenLight is the exploration and development of mineral properties in Wisconsin, Nevada, and Arizona. The material properties of GreenLight are the Bend Property, the Reef Property and the Kalium Canyon Property. In addition, the Company controls two additional prospective properties in Wisconsin - Lobo and Lobo East. GreenLight has also secured rights to the Swede anomaly located on the Southern Greenstone Belt. Outside of Wisconsin, the Company controls rights to the Kalium Canyon property, located in the Walker Lane district of Nevada. The Company also holds an option on the Cerro Colorado property located 70 kilometers southwest of Tucson, Arizona, along the Laramide porphyry copper belt. Further Information - 2 - For further information, please contact: GREENLIGHT METALS INC. Matt Filgate, President and Chief Executive OfficerPhone: (778) 679-3579Email: matt@ 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 news release. Forward-Looking Information Certain statements and information herein, including all statements that are not historical facts, contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Often, but not always, forward-looking statements or information can be identified by the use of words such as "anticipate", "believe", "estimate", "expect", "intend", "may", "plan", "predict", "project", "should" or "will" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information. All statements other than statements of historical fact, included in this release are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include the failure to satisfy the conditions of the relevant securities exchange and other risks detailed from time to time in the filings made by the Company with securities regulations. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements as expressly required by applicable law. NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OF AMERICA To view the source version of this press release, please visit Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data

HORIZON PETROLEUM LTD. ANNOUNCES DEBENTURE UNIT OFFERING
HORIZON PETROLEUM LTD. ANNOUNCES DEBENTURE UNIT OFFERING

Cision Canada

time13-05-2025

  • Business
  • Cision Canada

HORIZON PETROLEUM LTD. ANNOUNCES DEBENTURE UNIT OFFERING

CALGARY, AB, May 13, 2025 /CNW/ - Horizon Petroleum Ltd. (TSXV: HPL) ("Horizon" or the "Company") is ‎pleased to announce that, subject to TSX Venture Exchange acceptance, it intends to complete a non-brokered private placement of up to 720,000 debenture units of the company at a price of $1 per unit, for aggregate gross proceeds of up to $720,000. Each unit consists of an aggregate of $1 principal amount of secured subordinated debentures and 5 common share purchase warrants. The debentures will mature one year following the closing of the offering and are not convertible into equity securities of the company. The debentures will bear interest at a rate of 15 per cent per annum until the maturity date. The company may prepay the debentures at any time prior to the maturity date. Each warrant is exercisable into one common share in the capital of the company at a price of $0.20 per share for a period of one year from the closing of the offering. The company intends to use the proceeds from the offering for the purchase of long lead items for its planned workover operations in the initial development of the Lachowice gas field in southern Poland, and for general working capital purposes, general and administrative expenses. All securities issued under the offering, including securities issuable on exercise thereof, are subject to a hold period expiring four months and one day from the date hereof. Multilateral Instrument 61-101 – Related Party Transactions The Company is relying on the exemptions from the ‎valuation and minority ‎shareholder approval requirements of MI 61-101 contained in sections ‎‎5.5(b) and 5.7(1)(a) of MI ‎‎61- 101, as the fair market value of the participation in the Debenture Unit Offering by Directors and Officers does not exceed ‎‎25% of the market capitalization of the Company, as ‎determined in accordance with MI 61-101. ‎The Company did not file a material change report in ‎respect of the related party transaction at ‎least 21 days before the anticipated closing of the Debenture Unit Offering, which the Company deems reasonable in the ‎circumstances to complete the Debenture Unit Offering in an expeditious manner.‎ The offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. ABOUT HORIZON Calgary-based Horizon is focused on the appraisal and development of conventional oil & natural ‎gas resources onshore Europe. The Management and Board of Horizon consist of oil & natural gas ‎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 pertaining to, among other things, the anticipated use of proceeds, the completion of the offering, 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. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available. SOURCE Horizon Petroleum Ltd.

HORIZON PETROLEUM LTD. ANNOUNCES DEBENTURE UNIT OFFERING
HORIZON PETROLEUM LTD. ANNOUNCES DEBENTURE UNIT OFFERING

Yahoo

time13-05-2025

  • Business
  • Yahoo

HORIZON PETROLEUM LTD. ANNOUNCES DEBENTURE UNIT OFFERING

CALGARY, AB, May 13, 2025 /CNW/ - Horizon Petroleum Ltd. (TSXV: HPL) ("Horizon" or the "Company") is ‎pleased to announce that, subject to TSX Venture Exchange acceptance, it intends to complete a non-brokered private placement of up to 720,000 debenture units of the company at a price of $1 per unit, for aggregate gross proceeds of up to $720,000. Each unit consists of an aggregate of $1 principal amount of secured subordinated debentures and 5 common share purchase warrants. The debentures will mature one year following the closing of the offering and are not convertible into equity securities of the company. The debentures will bear interest at a rate of 15 per cent per annum until the maturity date. The company may prepay the debentures at any time prior to the maturity date. Each warrant is exercisable into one common share in the capital of the company at a price of $0.20 per share for a period of one year from the closing of the offering. The company intends to use the proceeds from the offering for the purchase of long lead items for its planned workover operations in the initial development of the Lachowice gas field in southern Poland, and for general working capital purposes, general and administrative expenses. All securities issued under the offering, including securities issuable on exercise thereof, are subject to a hold period expiring four months and one day from the date hereof. Multilateral Instrument 61-101 – Related Party Transactions The Company is relying on the exemptions from the ‎valuation and minority ‎shareholder approval requirements of MI 61-101 contained in sections ‎‎5.5(b) and 5.7(1)(a) of MI ‎‎61- 101, as the fair market value of the participation in the Debenture Unit Offering by Directors and Officers does not exceed ‎‎25% of the market capitalization of the Company, as ‎determined in accordance with MI 61-101. ‎The Company did not file a material change report in ‎respect of the related party transaction at ‎least 21 days before the anticipated closing of the Debenture Unit Offering, which the Company deems reasonable in the ‎circumstances to complete the Debenture Unit Offering in an expeditious manner.‎ The offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. ABOUT HORIZON Calgary-based Horizon is focused on the appraisal and development of conventional oil & natural ‎gas resources onshore Europe. The Management and Board of Horizon consist of oil & natural gas ‎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 pertaining to, among other things, the anticipated use of proceeds, the completion of the offering, 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. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available. SOURCE Horizon Petroleum Ltd. View original content to download multimedia: Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data

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