Touchstone Exploration Inc (TXP): Equity raise and loan covenant

This situation live

TXP Touchstone Exploration Inc

£39m · 10.2p · −9% since the first step

24 Oct 2025 · Placing conditionally raised; admission pending · −38% until the next step Subject to the receipt of required approvals from the TSX and AIM, the Offered Shares are expected to be issued and admitted to trading at or before 8.00 a.m. (London time) on October 30, 2025.

13 Nov 2025 · Going concern uncertainty disclosed · +30% until the next step The September 30, 2025 unaudited interim condensed consolidated financial statements include a going concern statement.

31 Mar 2026 · Going concern note repeated; 2026 covenant breach projected · −22% until the next step Maintaining active engagement with its lender regarding potential amendments to the loan agreement or obtaining waivers for the projected 2026 covenant breaches.

14 May 2026 · Going concern repeated; deficit widened · −3% until the next step As at March 31, 2026, the Company had a working capital deficit of $22.2 million (excluding the convertible debenture maturing in 2028).

4 Jun 2026 · Fundraise launched; close expected 10 June · +0% until the next step The Fundraise is expected to close (being the admission and settlement of the Placing Shares, the LIFE Offering Shares, the Retail Shares, the First Tranche Subscription Shares and the Debt Securities

4 Jun 2026 · Retail offer open; fundraise close due 10 June · +0% until the next step The WRAP Retail Offer is expected to close at 4:30 p.m. on June 5, 2026.

5 Jun 2026 · Initial US$10.9m raised; WRAP Offer open · +32% until the next step The WRAP Offer remains open for participation and a further announcement will be made upon its closing confirming, inter alia, the final aggregate number of New Common Shares to be issued, allocations

14 Aug 2026 · Debenture converted to equity; going-concern doubt remains · +11% since Subsequent to quarter-end, the $8.4 million debenture was repaid in full, and the repayment proceeds were redirected to the related subscription by Purebond for 89,765,000 common shares, fully convert

Dilutive fundraise

Equity raise and loan covenant

Debenture converted to equity; going-concern doubt remains

Next: Bank debt repayments of about $14.2m over next 12 months

Every step · 8

24 Oct 2025 Placing conditionally raised; admission pending – Subject to the receipt of required approvals from the TSX and AIM, the Offered Shares are expected to be issued and admitted to trading at or before 8.00... ↗
13 Nov 2025 Going concern uncertainty disclosed – The September 30, 2025 unaudited interim condensed consolidated financial statements include a going concern statement. ↗
31 Mar 2026 Going concern note repeated; 2026 covenant breach projected – Maintaining active engagement with its lender regarding potential amendments to the loan agreement or obtaining waivers for the projected 2026 covenant breaches. ↗
14 May 2026 Going concern repeated; deficit widened – As at March 31, 2026, the Company had a working capital deficit of $22.2 million (excluding the convertible debenture maturing in 2028). ↗
4 Jun 2026 Fundraise launched; close expected 10 June – The Fundraise is expected to close (being the admission and settlement of the Placing Shares, the LIFE Offering Shares, the Retail Shares, the First Tranche... ↗
4 Jun 2026 Retail offer open; fundraise close due 10 June – The WRAP Retail Offer is expected to close at 4:30 p.m. on June 5, 2026. ↗
5 Jun 2026 Initial US$10.9m raised; WRAP Offer open – The WRAP Offer remains open for participation and a further announcement will be made upon its closing confirming, inter alia, the final aggregate number of... ↗
14 Aug 2026 Debenture converted to equity; going-concern doubt remains – Subsequent to quarter-end, the $8.4 million debenture was repaid in full, and the repayment proceeds were redirected to the related subscription by Purebond... ↗

What is happening

Touchstone Exploration Inc: Equity raise and loan covenant – Debenture converted to equity; going-concern doubt remains. ['Debenture converted to equity; going-concern doubt remains']

In short: October 2025 placing completed. The lender waived only the 2025 covenant test; on 4 June 2026 the company launched a US$10-15m raise at 7p, with a 2026 debt service waiver, and announced initial US$10.9m proceeds on 5 June. With Q2 results on 14 August 2026, the $8.4m debenture was repaid after quarter-end and redirected into Purebond's subscription for 89,765,000 shares, so the financing is fully equity. Net debt was $68.71m, the working capital deficit $28.7m and going-concern doubt remains.
Announced: 24 Oct 2025 · Placing conditionally raised; admission pending
Latest: 14 Aug 2026 · Debenture converted to equity; going-concern doubt remains
First Admission: Expected on or around 10 June 2026 on AIM, with TSX listing
Advisers: Canaccord Genuity Nominated Adviser and Lead Bookrunner; Cavendish Joint Bookrunner
Net proceeds: $10.20 million from the integrated financing completed in Q2 2026
Debenture: $8.4 million short-term debenture repaid after quarter-end and redirected into Purebond's 89,765,000-share subscription
Covenant waiver: Annual debt service coverage ratio covenant waived for the year ending 31 December 2026
Working capital deficit: $28.7 million at 30 June 2026, from $22.2 million at 31 March
Debt repayments: About $14.2 million of bank principal scheduled over the next 12 months
Net debt: $68.71 million at 30 June 2026, down 10% sequentially

What comes next

Bank debt repayments of about $14.2m over next 12 months.

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Also at Touchstone Exploration Inc 2 open

Project milestonesCascadura development and compression – Cleanout failed; Karamat completion planned October Stake building towards controlPurebond Limited towards control – 36.27% (from 19.99%) Insider conviction1 director buying – £45k in 1 buy · closed Touchstone Exploration Inc – company page →