Eco (Atlantic) Oil & Gas Ltd. (AIM: ECO, TSX-V: EOG), the oil and gas exploration company with licenses in highly prospective regions in South America and Africa, is pleased to announce that Eco (Guyana) Oil and Gas (Barbados) Ltd. (“Eco Barbados”), a wholly owned subsidiary of the Company, has agreed to acquire the remaining 6% interest in Eco (Atlantic) Guyana Inc. (“Eco Guyana”), following which Eco Guyana will become a wholly owned subsidiary of the Company (the “Acquisition”). Eco Guyana holds a 40% working interest in the Orinduik Block, offshore Guyana, with the remaining 60% held by Tullow Oil (Operator).
The Acquisition is being affected via share purchase agreements entered into between Eco Barbados and the minority shareholders of Eco Guyana (the “Minority Shareholders”). The total consideration paid by the Group will be US$200,000 with US$100,000 payable upon closing, expected to be 27thFebruary 2018, and US$100,000 payable 60 days thereafter, in addition to the issuance of a total of 1,700,384 common shares of the Company (the “Common Shares”). The Common Shares, which will be issued to the Minority Shareholders, represent approximately 1% of the Company's share capital on a fully diluted basis.
The closing of the Acquisition is conditional upon TSX regulatory approval and admission of the Common Shares to trading on AIM.
In connection with the Acquisition, each Minority Shareholder has agreed not to dispose of more than one-third of their Common Shares, issued to them at closing of the Acquisition, for a period of 90 days. An additional one-third of the Common Shares issued to each Minority Shareholder may be disposed of from day 91 after closing, with the remaining Common Shares held by the Minority Shareholders being eligible to be disposed of after 181 days following issuance.
Application will be made for the admission to trading on AIM of the 1,700,384 Common Shares issued to the Minority Shareholders in conjunction with the acquisition of the Eco Guyana shares. Admission is expected to take place at 8.00am on 5 March 2018 (“Admission”).
Following Admission, the issued share capital of the Company will consist of 159,195,217 common shares. This 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.
Gil Holzman, President and CEO of Eco Atlantic Commented:
“The successful purchase of the remaining 6% minority shares in Eco Guyana simplifies and strengthens our corporate structure and provides additional flexibility for us to manage our Guyana assets as we enter a year in which we are expecting significant activity on our Blocks as well as potential growth in the region."
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