Houston American Energy amends share exchange agreement with AGIG unitholders

Published 30/06/2025, 11:20
Houston American Energy amends share exchange agreement with AGIG unitholders

Houston American Energy Corp. (NYSE American:HUSA), currently trading at $12.02 with a market capitalization of $21 million, announced Monday that it has amended its previously disclosed share exchange agreement with Abundia Financial, LLC and Bower Family Holdings, LLC, the unitholders of Abundia Global Impact Group, LLC (AGIG). The amendment was entered into on Friday, coming at a time when the stock has experienced significant volatility, declining 35% over the past week. InvestingPro analysis indicates several additional key metrics and insights available for investors tracking this development.

Under the original agreement, Houston American Energy will acquire all outstanding units of AGIG in exchange for issuing to the AGIG unitholders a number of shares equal to 94% of the company’s issued and outstanding common stock at the time of closing.

According to the amendment, the calculation of the share exchange will now also consider all common stock approved for issuance under a future equity incentive plan, contingent upon approval by Houston American Energy’s stockholders. In addition, the definition of the “Outside Date” for closing the agreement has been changed to July 31, 2025. After this date, any party may terminate the agreement if the closing has not occurred.

No other substantive changes were made to the share exchange agreement.

This information is based on a press release statement included in the company’s Form 8-K filing with the Securities and Exchange Commission.

In other recent news, Houston American Energy Corp. announced a registered direct offering to raise approximately $1.2 million in gross proceeds. The company plans to sell 81,629 shares of common stock at $14.80 per share, with net proceeds expected to be about $1 million after expenses. In a separate development, Houston American Energy also revealed a $2.37 million direct offering, selling 223,762 shares at $10.60 per share, with net proceeds anticipated to be around $2.1 million. The proceeds from both offerings are intended for general corporate purposes. Furthermore, Houston American Energy announced a 1-for-10 reverse stock split to meet listing requirements on the New York Stock Exchange American. This move is associated with its acquisition of Abundia Global Impact Group, LLC. The reverse stock split will reduce the number of outstanding shares from approximately 15.7 million to about 1.6 million. These developments reflect the company’s ongoing efforts to manage its financial structure and strategic acquisitions.

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