BW ENERGY COMPLETES ACQUISITION OF SECURITIES OF RECONNAISSANCE ENERGY
Oslo, Norway – (August 1, 2024) – BW Energy Limited ("BW Energy") announces that it has acquired indirect beneficial ownership of an aggregate of 17,600,000 common shares ("Common Shares") and 17,600,000 common share purchase warrants ("Warrants") of Reconnaissance Energy Africa Ltd. (the "Company"). BW Energy, indirectly through its wholly owned subsidiary BW Energy Services Limited ("BWESL"), acquired the Common Shares and Warrants pursuant to the previously announced public offering (the "Offering") by the Company of 30,944,000 units of the Company ("Units"), including 2,944,000 Units issued pursuant to the partial exercise by the underwriters of their over-allotment option, completed on July 31, 2024. The Units were acquired at a purchase price of C$1.25 per Unit, for an aggregate purchase price of C$22,000,000.
Each Unit is comprised of one Common Share and one Warrant, with each Warrant entitling the holder thereof to purchase one Common Shares at a price of C$1.75 at any time prior to 4:30 p.m. (Toronto time) on the date which is 24 months following the closing of the Offering, subject to and in accordance with the terms and conditions of the warrant indenture entered into between the Company and Odyssey Trust Company, as warrant agent.
Following the closing of the Offering and as of the date hereof, BW Energy, through its wholly-owned subsidiary BWESL, beneficially owns 17,600,000 Common Shares and 17,600,000 Warrants, representing approximately 6.6% of the issued and outstanding Common Shares on an undiluted basis and approximately 12.4% of the issued and outstanding Common Shares assuming the exercise in full of the Warrants acquired by BWESL pursuant to the Offering. Prior to closing of the Offering, neither BW Energy nor any of its associates or affiliates held any securities of the Company.
BW Energy, through BWESL, has acquired the Common Shares and Warrants for investment purposes and strategically in connection with BW Energy Rundu Limited, a wholly owned subsidiary of BW Energy, entering into a farmout agreement with Reconnaissance Energy Namibia Pty Ltd. ("RECON"), a wholly-owned subsidiary of the Company, providing for the terms of a farmout transaction, including the transfer to an affiliate of BW Energy of 20% of RECON’s participating interest in the Petroleum Agreement dated January 26, 2015 between the Government of the Republic of Namibia represented by the Ministry of Mines and Energy, the National Petroleum Corporation of Namibia (Pty) Ltd. and RECON and the Petroleum Exploration Licence, Licence No. 0073 issued January 29, 2015.
BW Energy may, in the future, take such actions in respect of its holdings in the Company as BW Energy may deem appropriate in light of the circumstances then existing, including the purchase of additional securities of the Company through open market purchases, privately negotiated transactions or otherwise, or the sale of all or a portion of BW Energy's holdings in the open market, in privately negotiated transactions or otherwise to one or more purchasers, subject in each case to applicable securities law and other relevant factors.
This news release is issued pursuant to National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues of the Canadian Securities Administrators, which also requires an early warning report containing additional information with respect to the foregoing to be filed with the applicable Canadian securities regulators. Such early warning report will be available under the Company's profile at www.sedarplus.ca and may also be obtained by contacting:
For further information, please contact:
Brice Morlot, CFO BW Energy, +33.7.81.11.41.16
BW Energy's head office is located at Washington Mall Phase 2, 4th Floor, Suite 400, 22 Church Street, Hamilton HM 1189, Bermuda. The Company's head office is located at Suite 1250 – 635 8th Avenue SW, Calgary, Alberta, T2P 0R3.
About BW Energy:
BW Energy is a growth E&P company with a differentiated strategy targeting proven offshore oil and gas reservoirs through low risk phased developments. BW Energy has access to existing production facilities to reduce time to first oil and cashflow with lower investments than traditional offshore developments. BW Energy's assets are 73.5% of the producing Dussafu Marine licence offshore Gabon, 100% interest in the Golfinho and Camarupim fields, a 76.5% interest in the BM-ES-23 block in Brazil, a 95% interest in the Maromba field in Brazil and a 95% interest in the Kudu field in Namibia, all operated by BW Energy, as well as approximately 6.6% (on an undiluted basis) of the common shares of Reconnaissance Energy Africa Ltd. Total net 2P+2C reserves and resources were 580 million barrels of oil equivalent at the start of 2024.
This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.
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