Reconnaissance Energy Africa Ltd. (the “
Company”
or “
ReconAfrica”) (TSXV: RECO) (OTCQX: RECAF)
(Frankfurt : 0XD) is pleased to announce that it has entered into
an amended agreement with Research Capital Corporation as the sole
bookrunner and lead underwriter, on behalf of a syndicate of
underwriters (collectively, the “
Underwriters”) to
increase the size of its previously announced bought-deal public
offering, pursuant to which the Underwriters have agreed to
purchase, on a bought-deal basis, 16,666,700 units of the Company
(the “
Units”) at a price of C$0.90 per Unit for
aggregate gross proceeds to the Company of C$15,000,030 (the
"
Offering").
Each Unit shall be comprised of one common share
of the Company (a "Common Share") and one common
share purchase warrant of the Company (a
"Warrant"). Each Warrant shall entitle the holder
thereof to purchase one Common Share (a “Warrant
Share”) at an exercise price of C$1.15 at any time up to
24 months from the closing of the Offering. In the event that, at
any time four months and one day after the date of issuance and
prior to the expiry date of the Warrants, the moving volume
weighted average trading price of the Common Shares on the TSX
Venture Exchange (“TSXV”), or other principal
exchange on which the Common Shares are listed, is equal to or
greater than C$2.50 for any 20 consecutive trading days, the
Company may, within 10 business days of the occurrence of such
event, deliver a notice to the holders of Warrants accelerating the
expiry date of the Warrants to the date that is 30 days following
the date of such notice (the “Accelerated Exercise
Period”). Any unexercised Warrants shall automatically
expire at the end of the Accelerated Exercise Period.
The Company has granted to the Underwriters an
option (the “Over-Allotment Option”) to increase
the size of the Offering by up to an additional number of Units,
and/or the components thereof, that in aggregate would be equal to
15% of the total number of Units to be issued under the Offering,
to cover over-allotments, if any, and for market stabilization
purposes, exercisable at any time and from time to time up to 30
days following the closing of the Offering.
The net proceeds from the Offering will be used
for exploration and development activities, working capital and
other general corporate purposes.
The closing of the Offering is expected to occur
on or about April 3, 2024 (the “Closing”), or on
such other date as the Underwriters may determine, and is subject
to the Company receiving all necessary regulatory approvals,
including the acceptance of the TSXV to list, on the Closing, the
Common Shares and the Warrant Shares.
In connection with the Offering, the Company
intends to file a prospectus supplement, to the Company’s short
form base shelf prospectus dated February 29, 2024, with the
securities regulatory authorities in each of the provinces of
Canada (except Québec). Copies of the base shelf prospectus and any
supplement thereto to be filed in connection with the Offering, are
and will be available under the Company’s profile on SEDAR+ at
www.sedarplus.ca.
This press release is not an offer to sell or
the solicitation of an offer to buy the securities in the United
States or in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to qualification or registration under
the securities laws of such jurisdiction. The securities being
offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended, and such
securities may not be offered or sold within the United States or
to, or for the account or benefit of, U.S. persons absent
registration or an applicable exemption from U.S. registration
requirements and applicable U.S. state securities laws.
About ReconAfrica
ReconAfrica is a Canadian oil and gas company
engaged in the opening of the newly discovered deep Kavango
Sedimentary Basin in the Kalahari Desert of northeastern Namibia
and northwestern Botswana, where the Company holds petroleum
licenses comprising ~8 million contiguous acres. In all aspects of
its operations ReconAfrica is committed to minimal disturbance of
habitat in line with international standards and will implement
environmental and social best practices in all of its project
areas.
Neither the TSXV nor its Regulation Services
Provider (as that term is defined in policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this release.
For further information
contact:
Brian Reinsborough, President and Chief Executive Officer | Tel:
+1-877-631-1160Grayson Andersen, Vice President Investor Relations
| Tel: +1-877-631-1160
Email: admin@reconafrica.comIR
Inquiries Email: investors@reconafrica.comMedia
Inquiries Email: media@reconafrica.com
Cautionary Note Regarding Forward-Looking
Statements:
Certain statements contained in this press
release constitute forward-looking information under applicable
Canadian, United States and other applicable securities laws, rules
and regulations, including, without limitation, statements with
respect to the expected use of proceeds from the Offering, the
expected closing date of the Offering, the completion of the
Offering being subject to the receipt of all necessary regulatory
approvals, including acceptance of the TSXV, any potential
acceleration of the expiry date of the Warrants and the Company’s
commitment to minimal disturbances in line with international best
standards and its implementation of environmental and social best
practices in all of its project areas. These statements relate to
future events or future performance. The use of any of the words
"could", "intend", "expect", "believe", "will", "projected",
“potential”, "estimated", “significant” and similar expressions and
statements relating to matters that are not historical facts are
intended to identify forward-looking information and are based on
ReconAfrica's current beliefs or assumptions as to the outcome and
timing of such future events. There can be no assurance that such
statements will prove to be accurate, as the Company's actual
results and future events could differ materially from those
anticipated in these forward-looking statements as a result of the
factors discussed in the "Risk Factors" section in the Company's
annual information form dated December 4, 2023, available under the
Company's profile on SEDAR+ at www.sedarplus.ca. 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 ReconAfrica. The forward-looking information contained
in this release is made as of the date hereof and ReconAfrica
undertakes no obligation 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 contained herein.
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