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VANCOUVER, BC , Dec. 4, 2024
/CNW/ - (TSX: AOI) (Nasdaq-Stockholm: AOI) – Africa Oil
Corp. ("Africa Oil", "AOC" or the "Company") is pleased to
announce that the Toronto Stock Exchange (the "TSX") has approved
the Company's proposed normal course issuer bid (referred to as a
share buy-back program in Europe)
(the "NCIB"). View PDF version.
Pursuant to the NCIB, Africa Oil is authorized to repurchase
through the facilities of the TSX, Nasdaq Stockholm and/or
alternative Canadian trading systems, as and when considered
advisable by Africa Oil, up to 18,362,364 common shares of Africa
Oil (the "Common Shares") for a total maximum amount of
CAD 35 million, which represents 5%
of the Company's "public float" of 367,247,289 Common Shares as at
November 22, 2024. As of the same
date, Africa Oil had 443,014,670 Common Shares issued and
outstanding. Purchases of Common Shares will occur over a period of
twelve months commencing December 6,
2024 and ending on the earlier of December 5, 2025, the date on which the
Company has purchased the maximum number of Common Shares permitted
under the NCIB, and the date on which the NCIB is terminated by
Africa Oil.
The NCIB is being implemented for the purpose of reducing the
capital of the Company and is implemented in accordance with the
Market Abuse Regulation (EU) No 596/2014 ("MAR") and Commission
Delegated Regulation (EU) No 2016/1052 (the "Safe Harbor
Regulation") and the applicable rules and policies of the TSX and
the Nasdaq Stockholm and applicable Canadian and Swedish securities
laws.
The maximum number of Common Shares which can be repurchased
each day on the Nasdaq Stockholm will be 25% of the average daily
trading volume of the Common Shares for the 20 trading days
preceding the date of purchase, subject to certain exceptions for
block purchases. In addition, Africa Oil will be limited to daily
purchases of no more than 119,776 Common Shares on the TSX, being
25% of Africa Oil's average daily TSX trading volume of 479,065
Common Shares during the six months ended November 30, 2024, subject to certain exceptions
for block purchases and other prescribed exemptions available under
applicable Canadian securities laws.
Africa Oil has also entered into an automatic share purchase
plan (the "ASPP") with the designated broker responsible for the
NCIB to allow for the purchase of Common Shares under the NCIB at
times when Africa Oil would ordinarily not be permitted to purchase
its Common Shares due to regulatory restrictions and customary
self-imposed blackout periods. Pursuant to the ASPP, prior to
entering into a blackout period, Africa Oil may, but is not
required to, instruct the designated broker to make purchases under
the NCIB in accordance with the terms of the ASPP. Such purchases
will be determined by the designated broker in its sole discretion
based on parameters established by Africa Oil prior to the blackout
period in accordance with the rules of the TSX, the Nasdaq
Stockholm, applicable securities laws and the terms of the ASPP.
The ASPP has been pre-cleared by the TSX and will be implemented
effective December 6, 2024.
Outside of the pre-determined blackout periods, Common Shares
may be purchased under the NCIB based on the discretion of Africa
Oil's management, in compliance with the rules of the TSX, the
Nasdaq Stockholm and applicable securities laws. All repurchases
made under the ASPP will be included in computing the number of
Common Shares purchased under the NCIB.
Any Common Shares that the Company repurchases under the NCIB
will be purchased on the open market through the facilities of the
TSX, Nasdaq Stockholm and/or alternative Canadian trading systems
at the prevailing market price (i.e. within the spread) at the time
of such purchase and in accordance with the applicable rules and
policies of the TSX and Nasdaq Stockholm and applicable Canadian
and Swedish securities laws. The actual number of Common Shares
that will be repurchased, and the timing of any such purchases,
will be determined by Africa Oil, subject to the limits imposed by
the TSX, Nasdaq Stockholm and under applicable Canadian securities
laws.
There cannot be any assurances as to the number of Common Shares
that will ultimately be acquired by the Company. Any Common Shares
purchased by Africa Oil under the NCIB will be cancelled. As at
November 30, 2024, the Company
held 353,700 Common Shares in treasury that are to be
cancelled.
As at November 30, 2024, the
Company had purchased a total of 23,346,632 Common Shares out
of the 38,654,702 Common Shares authorized under the previous NCIB,
which commenced on December 6, 2023
and will end on December 5, 2024, at
a volume weighted average price per Common Share of CAD 2.40. All shares were purchased on the open
market through the facilities of the TSX, Nasdaq Stockholm and
alternative Canadian trading systems.
Africa Oil believes that the repurchase of Common Shares for
cancellation represents an effective use of the Company's capital
and an efficient way to return value to its shareholders.
About Africa Oil
Africa Oil Corp. is a Canadian oil and gas company with
producing and development assets in deepwater Nigeria, an interest in the Venus light oil
and associated gas discovery, offshore Namibia, and an exploration/appraisal
portfolio in west and south of Africa. The Company is listed on the Toronto
Stock Exchange and on Nasdaq Stockholm under the symbol "AOI".
Additional Information
This information is information that Africa Oil is obliged to
make public pursuant to the EU Market Abuse Regulation and the
Swedish Financial Instruments Trading Act. The information
was submitted for publication, through the agency of the
contact persons set out above, at 02:00
EST on December 4, 2024.
Forward Looking Information
Certain statements and information contained herein constitute
"forward-looking information" (within the meaning of applicable
Canadian securities legislation), including statements related to
whether the Company does proceed with an NCIB and the timing and
number of Common Shares purchased pursuant to the NCIB. Such
statements and information (together, "forward looking statements")
relate to future events or the Company's future performance,
business prospects or opportunities.
All statements other than statements of historical fact may be
forward-looking statements. Any statements that express or involve
discussions with respect to predictions, expectations, beliefs,
plans, projections, objectives, assumptions or future events or
performance (often, but not always, using words or phrases such as
"seek", "anticipate", "plan", "continue", "estimate", "expect,
"may", "will", "project", "predict", "potential", "targeting",
"intend", "could", "might", "should", "believe" and similar
expressions) are not statements of historical fact and may be
"forward-looking statements". Forward-looking statements involve
known and unknown risks, ongoing uncertainties and other factors
that may cause actual results or events to differ materially from
those anticipated in such forward-looking statements. No assurance
can be given that these expectations will prove to be correct and
such forward-looking statements should not be unduly relied upon.
The Company does not intend, and does not assume any obligation, to
update these forward-looking statements, except as required by
applicable laws. These forward-looking statements involve risks and
uncertainties relating to, among other things, changes in
macro-economic conditions and their impact on operations, changes
in oil prices, reservoir and production facility performance,
hedging counterparty contractual performance, results of
exploration and development activities, cost overruns, uninsured
risks, regulatory and fiscal changes, defects in title, claims and
legal proceedings, availability of materials and equipment,
availability of skilled personnel, timeliness of government or
other regulatory approvals, actual performance of facilities, joint
venture partner underperformance, availability of financing on
reasonable terms, availability of third party service providers,
equipment and processes relative to specifications and expectations
and unanticipated environmental, health and safety impacts on
operations. Actual results may differ materially from those
expressed or implied by such forward-looking statements.
SOURCE Africa Oil Corp.