Highlights

  • Helios Energy has completed a Placement involving 502.3 million new shares at A$0.003 per share.
  • The placement raised approximately A$1.51 million in cash for Working Capital purposes.
  • The company also converted A$100,000 of existing convertible note Debt into Equity.
  • A total of 535.63 million new shares were issued under the placement and debt conversion arrangements.
  • All newly Issued Shares rank equally with existing ordinary shares.
  • The transactions were completed using the company's available placement capacity under ASX Listing Rules 7.1 and 7.1A.

Helios Energy Ltd (ASX:HE8) has completed a capital raising and debt conversion initiative that has provided additional working capital while reducing a portion of the company's existing debt obligations.

The company announced the completion of a placement involving more than 502 million new shares, alongside the conversion of A$100,000 of debt owed under existing convertible notes into equity. Together, the transactions resulted in the issue of more than 535 million new ordinary shares.

Separately, Helios Energy shares traded at A$0.0020 during the afternoon session on 3 June 2026, down 20.00% for the day. The stock remains down 80.00% over the past year.

About Helios Energy

Helios Energy is an oil and gas exploration company with operations and interests focused in the United States.

The company maintains a presence in both Australia and the United States, with its U.S. office located in Houston, Texas, a major centre for the global energy industry.

As an ASX-listed energy company, Helios continues to focus on managing its financial position while advancing its corporate and operational objectives. Funding initiatives such as placements and debt restructuring arrangements form part of broader capital management activities that can support ongoing Business operations.

The latest announcement centres on strengthening the company's working capital position through a combination of fresh equity funding and debt reduction measures.

Placement Raises More Than A$1.5 Million

The principal component of the transaction was a placement involving 502,300,680 fully paid ordinary shares.

These shares were issued at a price of A$0.003 per share, generating gross proceeds of approximately A$1,506,902.

According to the company, the funds raised through the placement will be used for working capital purposes.

The placement was completed using Helios Energy's available placement capacity under ASX Listing Rules 7.1 and 7.1A, allowing the company to issue the shares without requiring additional Shareholder approval.

Upon completion, the placement delivered fresh capital while expanding the company's issued share base.

Management stated that the funds will contribute toward the company's ongoing operational and corporate requirements.

Debt Conversion Reduces Existing Obligations

In addition to raising new capital, Helios completed agreements with two holders of convertible notes to extinguish a portion of existing debt.

Under the arrangement, A$100,000 owed by the company under existing convertible notes was settled through the issue of equity rather than cash repayment.

To facilitate the conversion, Helios issued 33,333,334 fully paid ordinary shares at the same issue price of A$0.003 per share.

Unlike the placement component, the debt conversion did not provide any additional cash proceeds to the company.

Instead, the transaction reduced outstanding liabilities by replacing debt with equity.

The company indicated that the conversion involved agreements reached with two existing convertible noteholders.

As a result, the relevant debt obligations were extinguished upon completion of the share issue.

Total Share Issue Exceeds 535 Million Shares

Combining both the placement and the debt conversion, Helios issued a total of 535,634,014 new fully paid ordinary shares.

The placement accounted for 502,300,680 shares, while the debt conversion contributed a further 33,333,334 shares.

All newly issued securities rank equally with the company's existing ordinary shares.

This means that the new shares carry the same rights and entitlements as those already on issue, including voting rights and participation in future corporate actions, subject to applicable regulations and company decisions.

The company confirmed that all shares have been issued and allotted.

Working Capital Becomes Primary Focus

The proceeds generated through the placement are earmarked for working capital purposes.

Working capital funding is commonly used by listed companies to support day-to-day operations, corporate activities, administration costs and other ongoing requirements.

While the announcement did not specify detailed expenditure allocations, management indicated that the A$1.51 million raised will strengthen the company's available funding position.

The combination of fresh capital and reduced debt obligations may provide greater financial flexibility as the company continues managing its operational activities.

For smaller exploration and development companies, maintaining adequate working capital can play an important role in supporting project evaluation, corporate compliance and operational planning.

Use of Existing Placement Capacity

Helios completed both the placement and debt conversion by utilising its available issuance capacity under ASX Listing Rules 7.1 and 7.1A.

These rules permit eligible ASX-listed companies to issue a specified number of additional securities without first seeking shareholder approval, provided certain thresholds are not exceeded.

By using this existing capacity, the company was able to complete the transactions efficiently and proceed with the share issuance immediately.

This approach is commonly used by listed companies seeking to raise capital within established regulatory limits.

The completion of the placement and debt conversion demonstrates the company's use of available capital management mechanisms to address funding and Balance Sheet objectives.

Compliance and Regulatory Confirmation

As part of the announcement, Helios also issued a cleansing notice under Section 708A(5)(e) of the Corporations Act 2001.

The notice relates to the issue of the new shares without disclosure to investors under Part 6D.2 of the Corporations Act.

The company confirmed that it has complied with the relevant provisions of Chapter 2M of the Corporations Act, as well as sections 674 and 674A relating to continuous disclosure obligations.

Helios further advised that, as of the date of the announcement, there was no material information excluded from previous ASX disclosures that investors and their professional advisers would reasonably require when assessing the company's financial position, performance, prospects or the rights attached to its ordinary shares.

These confirmations form part of the standard regulatory process associated with certain equity issuances on the ASX.

Debt Reduction Forms Part of Capital Management

Although the debt conversion did not generate new cash proceeds, it represents a reduction in outstanding financial obligations.

Convertible notes are commonly used as a financing instrument by listed companies because they provide flexibility through a combination of debt and potential equity conversion features.

By settling A$100,000 of debt through the issue of shares, Helios reduced a portion of its liabilities while preserving cash resources.

The transaction also aligned the interests of the participating noteholders with the company's equity performance through their newly issued shares.

Such debt-to-equity conversions can form part of broader capital management initiatives aimed at balancing Liquidity requirements and funding needs.

Share Structure Expanded Following Transactions

The issue of more than 535 million new shares significantly increases the number of ordinary shares on issue.

The placement alone accounted for more than half a billion new shares, reflecting the relatively low issue price of A$0.003 per share.

While the company's announcement focused primarily on the completion of the transactions, the enlarged share base represents an important outcome of the capital raising process.

All shares issued under both components were allotted on identical terms and conditions to existing ordinary shares.

The company has now formally completed the transaction and confirmed the allotment of all relevant securities.

What This Means for Investors

Helios Energy has completed a combined capital raising and debt conversion initiative that resulted in the issue of 535.63 million new shares.

The placement generated approximately A$1.51 million in cash for working capital purposes, while a separate agreement converted A$100,000 of existing convertible note debt into equity.

Together, the transactions provided additional funding and reduced outstanding debt obligations. Investors are likely to monitor how the company utilises the newly raised capital and manages its financial position following the completion of these capital management measures.