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Gold/Mining/Energy : Canadian Oil & Gas Companies

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To: pstad60 who wrote (24792)5/13/2025 8:21:03 PM
From: pstad60  Read Replies (1) of 24892
 
TOUCHSTONE EXPLORATION ANNOUNCES AMENDED LOAN AGREEMENT TO SUPPORT
PENDING ACQUISITION

CALGARY, ALBERTA (May 13, 2025) - Touchstone Exploration Inc. ("Touchstone" or the "Company")
(TSX, LSE: TXP) announces that its wholly owned Trinidadian subsidiary, Touchstone Exploration
(Trinidad) Ltd. ("TETL"), has entered into a Fourth Amended and Restated Loan Agreement (the "Amended
Loan Agreement") with its existing Trinidad-based lender.

As previously disclosed, on December 12, 2024, TETL entered into a Share Purchase Agreement (the
"SPA") to acquire 100 percent of the share capital of a Trinidad-based company from a third party (the
"Acquisition"). Upon closing, TETL will pay $23 million in cash, in addition to the acquired entity's December
31, 2024 cash and abandonment fund balances, subject to customary purchase price adjustments. The
total estimated consideration is approximately $28.5 million. Completion of the Acquisition remains subject
to the satisfaction or waiver of certain outstanding conditions precedent.

Touchstone currently has $33.5 million in outstanding debt across its two term loan facilities and revolving
loan facility. On May 12, 2025, TETL executed the Amended Loan Agreement, which includes the following
key terms:

- a new $30 million six-year non-revolving term loan facility, with no principal payments due during
the first eleven months, followed by twenty-one equal quarterly repayments;
- revised financial covenants, tested annually; and
- a two-year extension of the maturity date of the existing revolving loan facility, with optional two
year renewal periods subject to mutual agreement.

Touchstone intends to fully draw the $30 million under the new term facility to finance the Acquisition and
to meet obligations under the amended lending arrangements.

In connection with the revised financing arrangement, the parties to the SPA have agreed to extend the
long-stop date for the Acquisition to May 16, 2025. The parties must satisfy or waive all remaining conditions
precedent by this date, with closing to occur on a mutually agreed date thereafter.

Touchstone Exploration Inc.

Touchstone Exploration Inc. is a Calgary, Alberta based company engaged in the business of acquiring
interests in petroleum and natural gas rights and the exploration, development, production and sale of
petroleum and natural gas. Touchstone is currently active in onshore properties located in the Republic of
Trinidad and Tobago. The Company's common shares are traded on the Toronto Stock Exchange and the
AIM market of the London Stock Exchange under the symbol "TXP". For further information about
Touchstone, please visit our website at www.touchstoneexploration.com or contact:

Mr. Paul Baay, President and Chief Executive Officer
Mr. Scott Budau, Chief Financial Officer
Mr. James Shipka, EVP Asset Development and HSE
Tel: +1 (403) 750-4405

Source:
touchstoneexploration.com









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