TIDMECO
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 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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END
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