REG - Eco (Atlantic) O&G - Final Closing of Additional Interest - Block 3B/4B

Eco (Atlantic) Oil & GasAnnouncement

19/12/2022 07:00

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RNS Number : 0777K  Eco (Atlantic) Oil and Gas Ltd.  19 December 2022

19 December 2022

 

ECO (ATLANTIC) OIL & GAS LTD.

("Eco," "Eco Atlantic," "Company," or together with its subsidiaries, the
"Group")

 

Receipt of Government Approval and Closing of the Acquisition of Additional
Interest in Block 3B/4B, South Africa

 

Eco Atlantic (AIM: ECO, TSX‐ V: EOG), the oil and gas exploration company
focused on the offshore Atlantic Margins, announces an update, further to its
announcement of 27 June 2022, in relation to the acquisition by its wholly
owned subsidiary Azinam Limited ("Azinam") of an additional 6.25%
Participating Interest in Block 3B/4B, offshore South Africa from the Lunn
Family Trust (the "Vendor"), one of the shareholders of Ricocure (Proprietary)
Limited ("Ricocure") (the "Acquisition").   Eco is pleased to confirm that
it has now received the requisite regulatory approvals from the Department of
Mineral Resources and Energy ("DMRE") of South Africa and the Petroleum Agency
of South Africa ("PASA") in respect of the Acquisition, which was the final
condition in respect of completion.

 

Accordingly, Eco Atlantic, through Azinam, will now close the Acquisition and
hold an increased Participating Interest of 26.25% in Block 3B/4B, with Africa
Oil Corp., the Operator of the block, holding a 20% Participating Interest,
and Ricocure, holding the remaining 53.75% Participating Interest.

 

In accordance with the completion consideration outlined in Eco's announcement
on 27 June 2022, the Company will now:

·    pay a cash amount of US$500,000 to the Vendor;

·    issue to the Vendor new Common Shares at the agreed price of 30p
(CAD$0.48) having an aggregate value of US$500,000

·    issue to the Vendor new Common Shares at the agreed price of 30p
(CAD$0.48) having an aggregate value of US$3 million, which will be subject to
special lock up restrictions (as further detailed below) (the "Restricted
Shares");

·    issue to the Vendor new Common Shares at the agreed price of 30p
(CAD$0.48) having an aggregate value of US$2 million; and

·    issue to the Vendor, new Common Shares equal to US$2 million divided
by the greater of (i) the value of the 30 day VWAP per Common Share prior to
the date of the press release announcing the issue of such Common Shares; and
(ii) the lowest issuance price then allowed by the rules of the TSXV and AIM
(to the extent then listed on such markets, otherwise the average (if listed
on more than one market) on such markets as the Common Shares are then
listed). This shall be subject to obtaining prior TSXV approval in the event
that such issue of Common Shares would cause the Vendor to own more than 9.99%
of the issued and outstanding Common Shares (calculated at the time of
issuance).

(together, the "Consideration Shares")

 

 

 

Lock up arrangements

 

The Restricted Shares will be subject to a lock up agreement restricting the
sale or transfer of all or any portion of the Restricted Shares until the
earlier of (i) signature of a farmout agreement between the Block JV partners
and a third party; or (ii) March 15, 2023, provided that such transfer is
compliant with UK securities laws and Canadian securities laws.

 

Issue and Admission of the Common Shares

In accordance with the terms of the farmout agreement announced on 27 June
2022, the Consideration Shares will be issued within the next 30 days. A
further announcement will be issued upon issuance of the Consideration Shares,
confirming the date for admission of the Consideration Shares to trading on
AIM.

The Consideration Shares will all be subject to a restrictive hold period of
four months and one day from the day of their issuance (the "Hold Period"),
which restricts them from being sold, transferred, hypothecated or otherwise
traded through the facilities of the TSX Venture Exchange (the "TSXV") or
otherwise in Canada or to a Canadian during the Hold Period without the prior
written approval of the TSXV and compliance with all applicable securities
laws.

 

Gil Holzman, President and Chief Executive Officer of Eco Atlantic,
commented:

 

"We are extremely pleased to have received the South African authorities'
final approval and to be increasing our interest in Block 3B/4B to 26.25%. The
Block looks to be a very exciting licence for all the partners
involved. Recently completing a full reprocessing of the 3D data on the
Block, we are upbeat about the prospectivity of the licence and following the
significant oil discoveries, Venus & Graff, made earlier in the year
offshore Namibia Orange Basin, and we are pleased to be strengthening our
working relationship with Ricocure and Africa Oil Corp.

 

"We are seeing growing industry interest in the entire Orange Basin, and in
particular in Block 3B/4B, and as announced last month, a collaborative farm
out process (of up to a 55% working interest) is underway. In the past six
months, we have worked very closely with our partners to identify and
determine the Block drilling prospects for a drilling campaign we are
contemplating for next year."

 

Notice of AGM

The Company also notes that notice of its Annual General Meeting, to be held
virtually, on Thursday, 29 December 2022 at 10:00 a.m. (Toronto time) via
teleconference at (+1) 416 764 8658 or toll free at (+1) 888 886 7786, is
available on its website at www.ecooilandgas.com (http://www.ecooilandgas.com)
and on SEDAR.

 

 

**ENDS**

 

For more information, please visit www.ecooilandgas.com or contact the
following:

 Eco Atlantic Oil and Gas                                c/o Celicourt +44 (0) 20 8434 2754
 Gil Holzman, CEO

 Colin Kinley, COO

 Alice Carroll, Head of Corporate Sustainability         +44(0)781 729 5070
 Strand Hanson (Financial & Nominated Adviser)

                                                         +44 (0) 20 7409 3494
 James Harris

 James Bellman

 Berenberg (Broker)                                      +44 (0) 20 3207 7800
 Matthew Armitt

 Detlir Elezi
 Echelon Capital (Financial Adviser N. America Markets)

 Ryan Mooney                                             +1 (403) 606 4852

 Simon Akit                                              +1 (416) 8497776

 Celicourt (PR)                                          +44 (0) 20 8434 2754
 Mark Antelme

 Jimmy Lea

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of
the European Union (Withdrawal) Act 2018 (as amended).

 

 

Notes to editors:

 

About Eco Atlantic:

 

Eco Atlantic is a TSX-V and AIM-quoted Atlantic Margin-focused oil & gas
exploration company with offshore license interests in Guyana, Namibia, and
South Africa. Eco aims to deliver material value for its stakeholders through
its role in the energy transition to explore for low carbon intensity oil and
gas in stable emerging markets close to infrastructure.

 

Offshore Guyana in the proven Guyana-Suriname Basin, the Company holds a 15%
Working Interest in the 1,800 km(2) Orinduik Block Operated by Tullow Oil. In
Namibia, the Company holds Operatorship and an 85% Working Interest in four
offshore Petroleum Licences: PELs: 97, 98, 99, and 100, representing a
combined area of 28,593 km(2) in the Walvis Basin.

 

Offshore South Africa, Eco is Operator and holds a 50% working interest in
Block 2B and a 26.25% Working Interest in Block 3B/4B operated by Africa Oil
Corp., totalling some 20,643 km(2).

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