/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, BC, Sept. 21, 2020 /CNW/ - Africa Energy
Corp. (TSXV: AFE) (Nasdaq First North Growth Market: AEC)
("Africa Energy" or the "Company"), an oil and gas
company with exploration assets offshore South Africa and Namibia, announces that it intends to
undertake an equity issue, on a private placement basis, of up to
USD 25 million in newly issued common
shares of the Company (the "Offer Shares") through an
accelerated book-building process (the "Private Placement").
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The Company retains the right to increase the size of the
Private Placement at its discretion based on demand. The Private
Placement will be effected on a reasonable commercial efforts basis
at a price per share to be determined through the book-building
process ("Offer Price").
The Company's three largest shareholders, Africa Oil Corp., the
Lundin family and Ashley
Heppenstall, in total representing 48% of the common shares
currently outstanding in the Company, have committed to subscribe
for, in aggregate, an amount corresponding to more than their joint
pro-rata share of the Private Placement. Based on the quality of
the final book, these shareholders may be allocated less than their
pro-rata subscription at the discretion of the Company.
Payment for the Offer Shares will be made in cash. The net
proceeds from the Private Placement are expected to be used to
finance the increased funding obligations for the ongoing drilling
program of up to three exploration wells on Block 11B/12B offshore
South Africa resulting from the
pending transactions to increase the Company's effective interest
in Block 11B/12B from 4.9% to 10% announced on 24 August 2020 (the "Main Street
Transaction"). Africa Energy currently holds 49% of the
shares in Main Street 1549 Proprietary Limited, which has a 10%
participating interest in Block 11B/12B.
The application period for the Private Placement will commence
today, Monday, September 21, 2020, at
17:30 hours CET and is expected to close tomorrow on Tuesday, September 22, 2020, at 08:00 hours CET
(the "Application Period"). The Company, together with
Pareto Securities ("Pareto"), reserves the right to close or
extend the Application Period at any time and at their sole
discretion. The Private Placement is expected to close on or about
September 30, 2020, or such other
date as may be agreed by the Company and Pareto. If the Application
Period is extended or shortened, the other dates herein may be
revised accordingly. The minimum subscription per participant in
the Private Placement is a number of Offer Shares corresponding to
no less than the equivalent of EUR
100,000. The allocation of the Offer Shares will be
determined at the end of the book-building process at the
discretion of the Company in consultation with Pareto.
Completion of the Private Placement will be subject to certain
customary conditions including, but not limited to, execution of
subscription agreements with the subscribers to the Private
Placement and TSX Venture Exchange approval. Completion of the
Private Placement is not subject to completion of the Main Street
Transaction.
Pareto has been engaged as sole global co-ordinator and sole
bookrunner, and Arctic Securities AS and Fearnley
Securities AS have been engaged as co-managers for the Private
Placement. For questions regarding the Private Placement, please
contact the Pareto sales desk:
Pareto Securities, Stockholm
office: Tel. +46 8 402 52 20
Pareto Securities, Oslo office:
Tel. +47 22 87 87 50
About Africa Energy Corp.
Africa Energy Corp. is a Canadian oil and gas company with
exploration assets offshore South
Africa and Namibia. The
Company is listed in Toronto on
TSX Venture Exchange (ticker "AFE") and in Stockholm on Nasdaq First North Growth Market
(ticker "AEC"). Africa Energy is part of the Lundin Group of
Companies.
Important information
Africa Energy is obliged to make this information public
pursuant to the EU Market Abuse Regulation. The information was
submitted for publication through the agency of the contact persons
set out above on September 21, 2020
at 11:30 a.m. ET.
The Company's certified advisor on Nasdaq First North Growth
Market is Pareto Securities AB, +46 8 402 5000,
certifiedadviser.se@paretosec.com.
The information in this press release does not contain or
constitute an offer to sell or acquire, a solicitation of an offer
to acquire, subscribe or otherwise trade in shares or other
securities in Africa Energy.
This press release is not a prospectus for the purposes of
Regulation (EG) 2017/1129 of the European Parliament and of the
Council of 14 June 2017 on the
prospectus to be published when securities are offered to the
public or admitted to trading on a regulated market, and repealing
Directive 2003/71/EC (the "Prospectus Regulation") and has not been
approved by any regulatory authority in any jurisdiction. Africa
Energy has not authorized any offer to the public of shares or
rights in any member state of the European Economic Area
("EEA") and no prospectus has been or will be prepared in
connection with the Private Placement. In any EEA member state,
this communication is only addressed to and is only directed at
qualified investors in that member state within the meaning of the
Prospectus Regulation.
This press release may not be published or distributed,
directly or indirectly in or into the
United States or any other jurisdiction where such action is
wholly or partially subject to legal restrictions or where such
action would require prospectuses, registrations or other actions
in addition to what follows from Swedish or Canadian law. Nor may
the information in this press release be forwarded, reproduced or
disclosed in such a manner that contravenes such restrictions or
would require such requirements. Failure to comply with this
instruction may result in a violation of applicable securities
laws.
No shares will be registered under the United States
Securities Act of 1933 ("Securities Act"), as amended, or any U.S.
state securities laws or securities legislation in any other state
or other jurisdiction in the United
States and may not be offered, subscribed, sold or
transferred, directly or indirectly within the United States or to the account or benefit
of a U.S. person or a person in the U.S. other than pursuant to an
exemption from the registration requirements of the Securities Act
and in accordance with securities laws in relevant state or other
jurisdiction in the United
States.
Forward looking statement advisory
Certain statements contained in this press release constitute
forward-looking information. These statements relate to future
events or the Company's future performance, business prospects or
opportunities including, without limitation, statements with
respect to the satisfaction of closing conditions and proposed
Application Period, which are based on assumptions of management of
the Company.
The use of any of the words "will", "expected" and similar
expressions and statements relating to matters that are not
historical facts are intended to identify forward-looking
information and are based on the Company's current belief or
assumptions as to the outcome and timing of such future events.
These forward-looking statements involve risks and uncertainties
relating to, among other things, changes in oil prices, results of
exploration and development activities, uninsured risks, regulatory
changes, defects in title, availability of materials and equipment,
timeliness of government or other regulatory approvals, actual
performance of facilities, failure to satisfy the closing
conditions of the Private Placement, availability of third party
service providers, equipment and processes relative to
specifications and expectations and unanticipated environmental
impacts on operations. Actual future results may differ materially.
Various assumptions or factors are typically applied in drawing
conclusions or making the forecasts or projections set out in
forward-looking information. Those assumptions and factors are
based on information currently available to the Company. The
forward-looking information contained in this release is made as of
the date hereof and the Company is not obligated to update or
revise any forward-looking information, whether as a result of new
information, future events or otherwise, except as required by
applicable securities laws. Because of the risks, uncertainties and
assumptions contained herein, investors should not place undue
reliance on forward-looking information. The foregoing statements
expressly qualify any forward-looking information.
The operator of Block 11B/12B is
currently drilling the Luiperd 1-X well and the results of such
well are currently unknown and are not expected to be known prior
to allocation and completion of the Private Placement, however the
timing of the results is unknown and such results may be reported
by the operator prior to the completion of the Private Placement.
There is no certainty that such results will be positive and the
Company will only make announcement of the results thereof in
accordance with its obligations under applicable securities
laws.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE Africa Energy Corp.