RNS Number : 2574Q
Eco (Atlantic) Oil and Gas Ltd.
27 June 2022
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES,
AUSTRALIA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF THE THE UK VERSION OF THE MARKET ABUSE REGULATION (EU NO.
596/2014) AS IT FORMS PART OF UK LAW BY VIRTUE OF THE EUROPEAN
UNION (WITHDRAWAL) ACT 2018 (AS AMED FROM TIME TO TIME) ("UK MAR")
. UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY
INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO
BE IN THE PUBLIC DOMAIN.
27 June 2022
ECO (ATLANTIC) OIL & GAS LTD.
("Eco Atlantic", "Company", "Eco" or, together with its
subsidiaries, the "Group")
Successful US$ 12 .3 million Equity Fundraise
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 announce the successful completion of an
equity fundraise of US$12.3 million (subject to TSX Venture
Exchange approval) (the "Equity Fundraise").
A total of 33,406,531 new common shares in the capital of the
Company ("Common Shares") and 33,406,531 warrants to subscribe for
Common Shares have been conditionally placed with, or subscribed
for by new and existing institutional investors (including from
South African focused investors), at a price of 30p (CAD0.48) per
Placing Unit or Subscription Unit (as applicable and defined below)
(the "Issue Price"). Each 30p unit comprises one new Common Share
and one warrant to purchase one new Common Share at a price of
US$0.40625 (33p; CAD0.5215) for a period of three years. On
settlement, the Equity Fundraise will raise gross proceeds of
US$12.3 million for the Company, consisting of:
-- a placing of 27,500,000 new Common Shares (the "Placing
Shares") and warrants to subscribe for new Common Shares (on the
basis of one warrant for every one Placing Share (the "Placing
Warrants" and, together with the Placing Shares, the "Placing
Units")), at the Issue Price, raising gross proceeds of GBP8.25
million (US$10.1 million) (the "Placing"); and
-- a subscription of 5,906,531 new Common Shares (the
"Subscription Shares") and warrants to subscribe for new Common
Shares (on the basis of one warrant for every one Subscription
Share (the "Subscription Warrants" and, together with the Placing
Shares, the "Subscription Units")), at the Issue Price, raising
gross proceeds of approximately US$2.2 million (GBP1.8 million)
In aggregate, the Placing Shares and Subscription Shares
represent 10.8 % of the currently issued share capital of the
Company and 9.8 % of the Company's issued share capital as enlarged
by the Equity Fundraise (both percentages stated prior to the issue
of new Common Shares pursuant to the acquisition announced earlier
In connection with this Placing , Fox-Davies Capital Limited and
Fox-Davies Capital (DIFC) Limited (together "Fox Davies") acted as
the sole placement agent.
The Placing Shares and Subscription Shares will, when issued, be
credited as fully paid and will rank pari passu in all respects
with the existing Common Shares of the Company, including, without
limitation, the right to receive all dividends and other
distributions declared, made or paid after the date of issue.
Gil Holzman, Co-Founder and CEO of Eco Atlantic, commented:
"We are pleased to be able to close this successful private
placing. We are fortunate to be able to include some of the leading
South African focussed funds in this financing, thus supporting the
regional efforts to become energy independent and to promote the
local partners and oil and gas exploration efforts in South Africa.
The funds we are raising will be applied to our ongoing operations
and will enable us to settle the cash consideration for the
increased interest in Block 3B/4B announced earlier today, allowing
us to retain our current cash resources to drill Gazania-1 well in
Block 2B in South Africa in September. In addition, the proceeds
will also be used to expedite exploration activities on Block 3B/4B
and prepare for potential wells next year in Guyana and South
Africa. The proceeds of this fund raise strengthen the Group's cash
resources following termination of the transaction with JHI and its
As always, we are thankful to Africa Oil, which is participating
in this round with an investment of US$1.8m. With over U$38m now in
treasury, we are in a very strong financial position to fund all
our current planned exploration needs in both South Africa ,
Namibia and Guyana including the drilling of the Gazania-1 well in
September and additional near-term wells on Guyana Orinduik Block
and in Block 3B/4B. "
Details of the Placing
The Placing and Subscription are conditional upon, inter alia,
the placing agreement and subscription agreement, respectively, not
being terminated in accordance with its terms.
Fox-Davies and the Company have today entered into an agreement
with the Company in relation to the Placing (the "Placing
The Placing is conditional on certain customary conditions
taking place prior to certain dates including Admission by 30 June
2022 or such later date as is agreed but in any event not later
than 8.00 a.m. in London, United Kingdom on 14 July 2022.
The Placing Agreement includes customary warranties and
indemnities given by the Company in favour of Fox Davies.
Fox-Davies are entitled at any time before Admission, to terminate
the Placing Agreement in accordance with its terms in certain
customary circumstances, including (without limitation) if any of
the warranties have been breached, there has been a material and
adverse effect on the market position or prospects of the Company
or certain market disruption or force majeure events.
Africa Oil Corp participation in the Subscription
Africa Oil Corp ("Africa Oil") subscribed for 4,864,865
Subscription Units at the Issue Price, raising gross proceeds for
the Company of approximately US$1.8 million (the "Africa Oil
Details of the Warrants
The Placing Warrants and Subscription Warrants (together, the
"Warrants") will be issued on the basis of one Warrant for every
one Placing Share or Subscription Share purchased.
No fractional part of a Warrant will be issued and fractional
entitlements will be rounded down to the nearest whole number. Each
Warrant is subject to terms and gives the holder the right, for the
period of three years following the date of Admission (as defined
below), to subscribe for one new Common Share at an exercise price
of US$0.40625 (33p; CAD0.5215). The Warrants will be unlisted,
non-transferable and be issued in certificated form.
In the event that an amendment to the exercise of the Warrants
is required by the TSXV, there will be a consequent amendment to
the number of Warrants to be issued.
Related Party Transaction
As Africa Oil is a Substantial Shareholder of the Company, as
defined by the AIM Rules for Companies, the Africa Oil Subscription
is a related party transaction pursuant to Rule 13 of the AIM Rules
for Companies. The independent Directors, for the purposes of the
Africa Oil Subscription, being the Directors, other than Keith
Hill, having consulted with the Company's Nominated Adviser, Strand
Hanson Limited, consider that the terms of the Africa Oil
Subscription are fair and reasonable insofar as Eco's shareholders
The Africa Oil Subscription is also a "Related Party
Transaction" (as such term is defined in Canada in the
"Multilateral Instrument 61-101 Protection of Minority Security
Holders in Special Transactions") as it relates to the issuance of
shares to Africa Oil, an "Insider" of Eco by virtue of its
shareholdings. The Company will comply with the Instrument and will
rely on the exemptions available in Sections 5.5 and 5.7 of the
Instrument as they relate to the Subscription.
Use of Proceeds
Further to the Company's announcement published today, the net
proceeds from the Equity Fundraise are intended to be used to
finance the cash consideration of US$1.5 million for the Company's
acquisition of a further 6.25% Participating Interest in Block
3B/4B (the "Acquisition") and the remaining US$10.8 million will be
used to reprocess 3D seismic data and commence potential well
exploration operations at Block 3B/4B and Guyana Orinduik Block
The Equity Fundraise and the Acquisition are not
inter-conditional. If for any reason completion of the Acquisition
did not occur, the proceeds of the Equity Fundraise that have been
provisionally allocated to be used on that transaction would be
applied to other general corporate purposes of the Company.
Issue of Fee Shares
The Company has agreed to issue 180,000 new Common Shares to
certain advisers in lieu of cash fees ("Fee Shares").
Admission and Total Voting Rights
Application is being made to the London Stock Exchange plc for
admission of the Placing Shares, Subscription Shares and Fee Shares
to trading on AIM, which is expected to take place at 8.00 a.m.
(BST) on or around 30 June 2022 and dealings on AIM will commence
at the same time ("Admission"). The issuance of the Placing Shares
and Subscription Shares is subject to approval by the TSX Venture
Following Admission, the issued share capital of the Company
will be 344,863,838 Common Shares (including the 2,702,702 new
Common Shares, as announced by the Company this morning). 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 under the FCA's Disclosure Guidance
and Transparency Rules.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
For more information, please visit www.ecooilandgas.com or
contact the following :
Eco Atlantic Oil and Gas c/o Celicourt +44 (0) 20
Gil Holzman, CEO
Colin Kinley, COO +44(0)781 729 5070 | +1 (416)
Alice Carroll, Head of Corporate Sustainability 318 8272
Strand Hanson Limited (Financial &
Nominated Adviser) +44 (0) 20 7409 3494
Berenberg (Broker) +44 (0) 20 3207 7800
Fox-Davies Capital Limited (Placing
Agent) +44 (0) 20 3884 8450
Celicourt (PR) +44 (0) 20 8434 2754
For the purposes of MAR and Article 2 of Commission Implementing
Regulation (EU) 2016/1055 (as transposed into the laws of the
United Kingdom), the person responsible for arranging for the
release of this announcement on behalf of the Company is Gil
Holzman, Co-Founder and CEO of Eco Atlantic.
Notes to editors
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 Group
holds a 15% Working Interest in the 1,800 km(2) Orinduik Block
Operated by Tullow Oil. In Namibia, the Group holds Operatorship
and an 85% Working Interests in four offshore Petroleum Licences:
PEL's: 97, 98, 99 and 100 representing a combined area of 28,593
km(2) in the Walvis Basin.
Offshore South Africa, Eco (through its subsidiary) is
designated Operator and holds a 50% working interest in Block 2B,
and a 20% Working Interest (to be increased to a 26.25% Working
Interest, subject to Completion of the Acquisition) in Blocks 3B/4B
operated by Africa Oil Corp., totalling some 20,643 km(2) .
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(END) Dow Jones Newswires
June 27, 2022 02:05 ET (06:05 GMT)
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