K2 Announces Convertible Debenture Financing

CALGARY, April 27 /CNW/ - K2 Energy Corp. (TSX: KTO) announces that it
has fully completed the sale of an additional $310,000; as permitted by the
TSX without shareholder approval, on its offering of 10% Convertible Secured
Debentures, maturing April 30, 2006, with First Associates Investments Inc. of
Toronto acting as agent for the issue. Each $1000 principal amount of
Debenture is priced at par (i.e. $1000.00) and will be convertible into
20,000 Common Shares of K2 (i.e. conversion price of $0.05 per share). In
addition, the purchasers will receive 20,000 Bonus Warrants for each
$1000 principal amount of Debentures exercisable into K2 Common Shares at a
price of $0.05 per share which will expire on April 30, 2006 if not exercised.
Interest on the Debentures will be payable quarterly. The Corporation may
elect to pay interest on the Principal in cash or Common Shares. If K2 elects
to pay the interest in Common Shares, the share price will be computed on the
90-day weighted average trading price prior to the applicable payment date and
the dollar amount of interest owing will be divided by such share price to
determine the number of shares payable.
The proceeds will be used to fund the Corporation's ongoing land and
exploration expenditures in northern Montana and ongoing working capital
requirements.

About K2 Energy Corp.
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Located in Calgary, Alberta, K2 Energy Corp. is a junior oil and gas
exploration company with exploration opportunity in northern Montana. The
Company's securities trade on the Toronto Stock Exchange under the trading
symbol "KTO".
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