22:18:41 EDT Thu 23 Jul 2026
Enter Symbol
or Name
USA
CA



Bluenergies Ltd
Symbol BLU
Shares Issued 72,799,915
Close 2026-07-23 C$ 2.40
Market Cap C$ 174,719,796
Recent Sedar+ Documents

Bluenergies closes $20.7-million private placement

2026-07-23 18:54 ET - News Release

Mr. Craig Steinke reports

BLUENERGIES ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT OF UNITS FOR GROSS PROCEEDS OF C$20.7 MILLION

Further to the news releases dated July 9, 2026, and July 21, 2026, Bluenergies Ltd. has closed its previously announced non-brokered private placement. The company issued 9,202,027 units of the company at a price of $2.25 per unit for aggregate gross proceeds of $20,704,560.75.

Each unit consists of one common share of the company and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share at an exercise price of $3 for a period of three years from the closing date, expiring July 23, 2029.

The company intends to use the net proceeds from the offering for the exploration and advancement of the company's assets and for working capital and general corporate purposes.

In connection with the offering, the company paid finders' fees to eligible arm's-length parties in accordance with the policies of the TSX Venture Exchange consisting of a cash commission of $1,005,683.85 equal to 6 per cent of the gross proceeds raised from subscribers introduced by the finder and 446,970 finders' warrants equal to 6 per cent of the securities sold to such subscribers. Each finder's warrant is exercisable into one common share at a price of $3 until July 23, 2029, and is non-transferable.

All securities issued pursuant to the offering, including the common shares issuable on exercise of the warrants and the finders' warrants, are subject to a statutory hold period of four months and one day from the closing date, expiring Nov. 24, 2026, in accordance with applicable Canadian securities legislation.

The offering remains subject to the final acceptance of the TSX-V.

Following completion of the offering, the company has 82,154,849 common shares issued and outstanding. No new control person (as defined in the policies of the TSX-V) was created as a result of the offering. No finder's fee was paid, and no finder warrants were issued in connection with the portion of the offering subscribed for by insiders of the company.

Related-party transaction disclosure

Certain insiders of the company subscribed for an aggregate of 192,000 units under the offering for aggregate gross proceeds of $432,000, representing approximately 2.1 per cent of the offering. Participation by insiders in the offering constitutes a related-party transaction as defined under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) and Policy 5.9 of the TSX-V.

The company is relying on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves interested parties, exceeds 25 per cent of the company's market capitalization, in each case 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 closing of the offering as the details of the offering and the participation of insiders of the company were not settled until shortly prior to closing, and the company deemed it reasonable in the circumstances to close the offering on an expedited basis to obtain the proceeds thereof as soon as practicable.

Extension of financial advisory agreement with Haywood Securities Inc.

The company further announces that, further to its news release dated April 16, 2026, it has mutually agreed with Haywood Securities Inc. to extend the term of its strategic advisory service agreement by an additional three months, expiring Oct. 15, 2026. Subject to the acceptance of the TSX-V, the company will issue to Haywood 125,000 common shares at a deemed price of $2.15 per share and 125,000 common share purchase warrants, each exercisable into one common share at a price of $2.15 for a period of 24 months from the date of the Haywood advisory agreement, expiring April 15, 2028. The company will also settle the $60,000 consulting fee payable for the initial three-month term of the Haywood advisory agreement through the issuance of 27,907 common shares at a deemed price of $2.15 per share, and will continue to pay Haywood a monthly consulting fee of $20,000, plus applicable taxes, payable in arrears and settled in common shares at the closing price on the date immediately prior to issuance. Haywood is at arm's length to the company. All securities issued will be subject to a hold period of four months and one day from the date of issuance in accordance with applicable securities laws.

About Bluenergies Ltd.

Bluenergies is a Canadian-based oil and gas exploration and development company focused on offshore West Africa. The company has recently partnered with TotalEnergies to explore its basin floor fan plays in blocks LB-26, LB-30 and LB-31 covering an area of approximately 8,924 square kilometres (approximately 2.2 million acres) located in the Harper basin, in the deepwater offshore Liberia. Additionally, the company recently acquired a previously discovered and tested sand channel play offshore Louisiana in the shallow-water Gulf of Mexico.

We seek Safe Harbor.

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