Prospera Announces Financing Update

CALGARY, Alberta, Dec. 12, 2025 (GLOBE NEWSWIRE) -- Prospera Energy Inc. (TSX.V: PEI, OTC: GXRFF) ("Prospera", “PEI” or the "Corporation")

Convertible Debt Offering
Prospera Energy Inc. (TSXV: PEI) is pleased to announce the closing of its previously announced convertible debt offering, raising total proceeds of $3,627,580. The proceeds have been allocated exclusively toward strengthening working capital, well reactivations, and production optimization.

Through this offering, the Corporation proactively addressed near-term debt obligations by replacing soon-to-expire debt instruments with longer-term three-year debt instruments aligned with Prospera’s growth and cash flow profile. This initiative significantly extends the debt maturity profile, reduces near-term liquidity risk, enhances the working capital position, and provides greater financial flexibility for ongoing operations and future growth. It also aligns future cash outflows with expected cash flow generation and reduces monthly cash commitments tied to payback of debt instruments.

The placement received substantial participation from insiders and members of the Board, demonstrating strong internal confidence and commitment to Prospera’s strategic direction.

CFO Chris Ludtke commented, “The financing materially improves our liquidity, reduces near-term balance sheet risk, and positions the company for sustainable execution.”

The offering remains subject to TSXV acceptance. The securities were offered to qualified purchasers in reliance upon exemptions from prospectus and registration requirements under applicable securities legislation. These private placements are offered only in jurisdictions where the Corporation is legally permitted to do so.

Issuer:	Prospera Energy Inc. (“Prospera” or the“Corporation”).
Issue:	Convertible Debenture with a three-year term.
Offering Amount:	$4,000,000 CAD (the “Offering”).
Conversion Price:	$0.05 if converted within the first year and $0.10 if converted in years two or three; convertible into units consisting of one common share and one warrant exercisable into another common share at $0.05 for a period of three years from initial closing. The Company reserves the right to force conversion in the event that the shares of the Company trade at $0.125 for a period of ten days or more.
Underlying Shares:	Common shares of the Company listed on the TSX Venture Exchange under the symbol PEI (the “Common Shares”).
Use of Proceeds:	Prospera intends to use the net proceeds of the offering for well reactivation, production optimization, strategic acquisitions and working capital.
Interest:	12% interest calculated quarterly and paid at maturity, or conversion date, whichever comes first. Interest may be paid in cash or in shares at the then market price, at the Company’s discretion.
Dividend Adjustment and Anti-Dilution:	The conversion price and warrants will also be subject to standard anti-dilution adjustments upon, inter alia, share consolidations, share splits, spin-off events, rights issues, and reorganizations.
Offering Basis:	Non-brokered private placement offering.
Target Close Date:	On or before December 14, 2025.
Security	The convertible debenture will be unsecured.
Finders Fees	The Company may pay qualified finders a fee of 7% cash and 7% warrants.