The oil and gas exploration company focused on the offshore Atlantic Margins, announces that it has signed a Memorandum of Understanding to acquire 100% of Azinam Group Limited, including Azinam’s entire offshore asset portfolio, in return for a 16.65% equity stake in the enlarged Group on completion of the Acquisition. Azinam is a wholly owned subsidiary of Azinam Holdings Limited, which is majority owned by Seacrest Capital Group. Azinam has successfully built a material offshore petroleum assets base in Namibia and South Africa. Pursuant to the MOU and subject to the signing of a binding share purchase agreement and completion of the Acquisition, Eco Atlantic will issue to the Vendor such number of new common shares in Eco as provides the Vendor with 16.65% of Eco’s share capital as enlarged by such issue, providing for a cashless acquisition to become the sole owner of Azinam’s entire African portfolio.
Offshore Namibia, Eco will acquire additional Working Interests in its current oil blocks where Azinam is a partner, being Petroleum Exploration Licenses. Eco’s resultant net Working Interest in these PELs will be 85% on completion. Working Interest on these Blocks are the same as its existing interest in PEL #100, and Eco is the Operator on all four PELs. On completion of the Acquisition, Eco Atlantic will issue to the Vendor such number of new common shares in Eco as provides the Vendor with 16.65% of Eco’s then Enlarged Share Capital. In addition, the Vendor will be issued warrants over new common shares in Eco, exercisable only in case of a producible commercial discovery on Block 2B or Block 3B4B, as follows: 20,000,000 warrants exercisable at a price of CAD$1.00 per share during the twenty-four month period immediately following Completion, and 20,000,000 warrants exercisable at a price of CAD$1.50 per share during the thirty-six month period immediately following the Completion, such exercise dates to be extended in the event a well is not drilled on Block 2B or Block 3B4B, until such time as a well is drilled on either Block and a producible commercial discovery declared.