TIDMECO
RNS Number : 1511G
Eco (Atlantic) Oil and Gas Ltd.
28 March 2022
28 March 2022
ECO (ATLANTIC) OIL & GAS LTD.
("Eco," "Eco Atlantic," "Company," or together with its
subsidiaries, the "Group")
TSXV Approval for the Closing of the Azinam Acquisition
Further to the Company's announcement of 11 March 2022, Eco
(Atlantic) Oil & Gas Ltd. (AIM: ECO, TSX -- V: EOG), the oil
and gas exploration company focused on the offshore Atlantic
Margins, is pleased to confirm that it and Azinam Holdings Limited
("Azinam Holdings") have now received final approval from the TSX
Venture Exchange (the "Exchange") (the "Approval") for Eco's
acquisition (through a wholly-owned subsidiary) of Azinam Group
Limited ("Azinam") (the "Acquisition"), and accordingly Eco is now
the sole owner of Azinam and will now issue 22,296,300 new Common
Shares in Eco ("Common Shares") to Azinam Holdings representing
9.9% of the Enlarged Share Capital detailed below (the "First
Tranche"), with the issuance of the remaining 17,874,174 Common
Shares (the "Second Tranche"), subject only to Exchange clearance
of the Personal Information Forms ("PIFs") of Azinam Holdings'
Directors, which is expected to be received this week. A further
announcement confirming the issue of the Second Tranche will be
released once the Exchange confirmation has been received.
As disclosed in the Company's announcement of February 8, 2022,
the Acquisition will result in the issuance to Azinam Holdings of,
in aggregate, 40,170,474 Common Shares (the "New Issue"), providing
Azinam Holdings with 16.5% of Eco's share capital as enlarged by
such issue ("Enlarged Share Capital"), providing for a cashless
acquisition to become the sole owner of Azinam's entire African
portfolio. In addition, the Company expects to receive customary
formal acknowledgment from the government of South Africa in
respect of this change of control shortly.
At no time will Azinam Holdings be entitled to subscribe for and
purchase such amount of Common Shares which, when aggregated with
its already existing ownership of Common Shares, would result in
Azinam Holdings being the registered or beneficial holder of more
than 19.9% of the then issued and outstanding Common Shares,
without the prior written consent of the Exchange and Eco and in
accordance with the policies of the Exchange. Eco has agreed that,
for as long as Azinam Holdings holds at least a 12.5% interest in
Eco's share capital, Azinam Holdings shall be entitled to nominate
one director for election to Eco's board of directors.
Admission of the Consideration Shares
Application has been made for admission of the First Tranche ,
which will rank pari passu with existing Common Shares, to trading
on AIM ("Admission"). It is expected that Admission will become
effective and tradin g will commence at 8.00 a.m. on 31 March
2022.
Following Admission of the First Tranche, the enlarged issued
share capital of the Company will be 224,989,935 Common Shares. The
above figure may be used by shareholders as the denominator for the
calculations by which they will determine if they are required to
notify their interest in, or a change to their interest in, the
share capital of the Company.
Gil Holzman Co-Founder and CEO of Eco Atlantic commented:
"We are happy to now officially own Azinam Group Ltd. and its
subsidiaries. We now look forward to operating a number of highly
prospective licences in three exploration hotspots: Guyana, Namibia
and South Africa. We continue to make strong progress towards the
upcoming drilling of the Gazania-1 well on Block 2B, offshore South
Africa, and following the signing of the rig contract earlier in
the month we anticipate drilling to commence in late Q3 2022. We
look forward to receiving the final formal acknowledgement from the
South African government for the change of control entities and to
making further updates on our strategic acreage in due course."
**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 Marketing and +44(0)781 729 5070 | +1 (416)
IR 318 8272
Strand Hanson Limited (Financial & Nominated
Adviser) +44 (0) 20 7409 3494
James Harris
James Bellman
Berenberg (Broker) +44 (0) 20 3207 7800
Emily Morris
Detlir Elezi
Celicourt (PR) +44 (0) 20 8434 2754
Mark Antelme
Jimmy Lea
Hannam & Partners (Research Advisor)
Neil Passmore +44 (0) 20 7905 8500
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 consuming oil and gas in
stable emerging markets near to infrastructure.
Offshore Guyana in the proven Suriname-Guyana Basin, the Company
holds a 15% Working Interest in the 1,800 km(2) Orinduik Block
Operated by Tullow Oil, and also indirectly through a soon to be
7.3% shareholding in JHI Associates Inc. a private company which
holds a 17.5% working interest in the 4,800km(2) Canje Block
Operated by ExxonMobil. In Namibia, the Company holds Operatorship
and 85% Working Interests in four offshore Petroleum Licences:
PEL's: 97, 98, 99 and 100 totalling 28,593 km(2) in the Walvis
Basin.
Offshore South Africa, Eco will, subject to completion of its
acquisition of Azinam Group Limited, become designated Operator and
hold a 50% working interest in Block 2B, and a 20% Working Interest
of Blocks 3B/4B, totalling some 20,643 km (2) .
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END
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March 28, 2022 02:00 ET (06:00 GMT)
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