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Highlights

  • Non-brokered private placement priced at CAD0.18 per share for up to CAD3,000,000
  • CAD300,000 loan to be settled with 1,666,667 common shares issued to Charlestown
  • 1,000,000 shares to be issued to Vliet for loan termination, subject to TSXV approval

New Zealand Energy Corp. (TSXV: NZ) has announced updates related to its previously disclosed private placement and share issuance for debt settlement. The company confirmed that Charlestown Energy Partners, LLC intends to participate in the non-brokered private placement, offering common shares at a price of CAD0.18 per share for total gross proceeds of up to CAD3,000,000.

In connection with this offering, New Zealand Energy Corp. plans to settle a short-term loan totaling CAD300,000 owed to Charlestown by issuing 1,666,667 common shares at a deemed price of CAD0.18 per share. This transaction is subject to approval by the TSX Venture Exchange. The issued shares will be subject to a hold period of four months from the closing date.

Following the completion of the offering, the company also intends to issue 1,000,000 common shares at a deemed price of CAD0.18 per share to Vliet Financing B.V. under an agreement to terminate an outstanding loan. This arrangement was previously disclosed in company announcements dated May 12 and June 25, 2025, and remains subject to TSXV approval.

Charlestown Energy Partners, LLC is affiliated with Robert Bose, a director of New Zealand Energy Corp. Vliet Financing B.V. is controlled by Frank Jacobs, who serves as Chairman and a director of the company. Both the debt settlement and loan termination are considered related party transactions under TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101.

According to the company, exemptions from the formal valuation and minority approval requirements of the Related Party Policies are available for both transactions. These include exemptions based on the issuer not being listed on specified markets and the fair market value of the transactions not exceeding CAD2,500,000.