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The Base Shelf Prospectus is accessible, and the Prospectus Complement will likely be accessible inside two enterprise days, by way of SEDAR+
Reconnaissance Vitality Africa Ltd. (TSXV: RECO,OTC:RECAF) (OTCQX: RECAF) (FSE: 0XD) (NSX: REC) (the “Firm” or “ReconAfrica” or “Recon”) publicizes that, in reference to its beforehand introduced in a single day marketed public providing of models of the Firm (the “Items”), it has elevated the dimensions of the providing because of sturdy investor demand and it has entered into an underwriting settlement with Analysis Capital Company because the lead underwriter and sole bookrunner, on behalf of a syndicate of underwriters, together with Canaccord Genuity Corp. and Haywood Securities Inc. (collectively, the “Underwriters”), pursuant to which the Underwriters have agreed to buy 30,000,000 Items at a value of C$0.60 per Unit for mixture gross proceeds of C$18,000,000 (the “Providing”).
ReconAfrica’s strategic companion, BW Vitality Restricted, will likely be investing alongside different buyers within the Providing.
Every Unit will likely be comprised of 1 widespread share of the Firm (“Widespread Share”) and one Widespread Share buy warrant of the Firm (“Warrant”). Every Warrant will entitle the holder thereof to buy one Widespread Share at an train value of C$0.72 at any time as much as 24 months from closing of the Providing. As well as, the Firm will use commercially affordable efforts to acquire the required approvals to record the Warrants on the TSX Enterprise Trade (the “Trade”).
The web proceeds from the Providing will likely be used for actions associated to the development of appraisal and exploration bills associated to the Ngulu Manufacturing Sharing Contract (“PSC”). This may embrace buying geological and geophysical research, reprocessing of the 3D seismic information, the development of the preliminary improvement effectively within the present confirmed oil discovery on the Loba Complicated and for basic company functions and dealing capital.
Namibia – KW1X Drilling Replace
The Kavango West 1X exploration effectively, which spud on July 31, 2025, has drilled to a depth of ~2,300 metres. Intermediate logging is at present underway. As soon as casing has been set at this depth, the Firm plans to drill by way of ~1,500 metres of Otavi reservoir zone earlier than reaching whole depth (“TD”) of ~3,800 metres. Drilling stays on schedule to achieve TD with effectively outcomes anticipated in This autumn 2025.
Gabon – Ngulu Replace
As beforehand introduced on September 9, 2025, ReconAfrica has entered right into a PSC and can kind a three way partnership led by ReconAfrica together with File Assets Inc. (“File”) (TSXV: REC), the Republic of Gabon and its nationwide oil and gasoline firm, Gabon Oil Firm (“GOC”). The PSC is for the exploration, appraisal, improvement and manufacturing of oil and gasoline on Gabon offshore Block C-7, renamed Ngulu (“Ngulu”). Underneath the phrases of the three way partnership, ReconAfrica would be the designated operator, with a 55% working curiosity, File with a 20% working curiosity, the Gabon Oil Firm with a 15% working curiosity and the Republic of Gabon with a ten% working curiosity (carried).
Transaction and Asset Highlights
- Positions ReconAfrica as an offshore West Africa operator.
- Diversifies portfolio with low-risk appraisal, improvement and exploration property.
- Close to-term oil manufacturing potential may present cashflow to fund exploration progress.
- Capital-efficient entry phrases embrace a big concession with minimal work phased over a four-year dedication.
- PSC settlement covers 1,214 km2 in shallow water offshore central Gabon.
- Ngulu is positioned on development and offset to a number of sizeable producing fields, which vary in measurement from 38 MMBbls as much as 250 MMBbls.
- Current oil discovery, the Loba discipline, was drilled in 1976 with 140 metres gross pay (70 metres internet pay) gives for low-risk appraisal and improvement alternatives and near-term manufacturing potential. The Loba discipline complicated has potential manufacturing of ~20,000 Bbls/d, in keeping with offset fields. (1)(2)(3)
- Important exploration upside from a listing of 28 mapped prospects which can be analogous to play varieties discovered within the Gulf of Mexico.
- Superior seismic reprocessing to unlock exploration upside whereas de-risking prospects.
- The Firm has dedicated in the course of the preliminary four-year time period to execute detailed geological and geophysical research, advance 3D seismic reprocessing on an present database and drill one effectively on the block.
Strategic Rationale: Pathway to a Full-Cycle E&P Firm
The transaction locations ReconAfrica right into a producing hydrocarbon province with the chance to construct a long-term and sustainable high-growth platform. Collectively, this transaction provides appraisal, improvement and exploration potential to the Firm’s portfolio
Entry phrases are engaging for a big concession secured at a low-entry price with a minimal work dedication over the preliminary four-year interval. Ngulu accommodates near-term oil manufacturing potential with the event of the Loba discipline and entry to present infrastructure inside 10 kilometres, which gives a low-cost manufacturing tie again possibility. The block additionally provides an in depth stock of high-impact exploration tasks for future drilling, along with publicity to future brownfield alternatives in Gabon.
The transaction advances ReconAfrica’s technique of turning into an offshore West Africa exploration and manufacturing firm with an expanded footprint and a de-risked diversified company profile. Anchored by an present oil discovery, the acquired asset base gives a pathway to potential low-cost improvement and near-term manufacturing, underpinning money movement progress and funding optionality. Pursuing improvement near present infrastructure reduces prices and drives strong returns. As well as, reprocessing seismic information may unlock a big exploration stock.
Ngulu Overview: Gulf of Mexico Type Exploration
The PSC settlement, which covers 1,214 Km 2 and is roughly equal to 54 Gulf of Mexico blocks, is in shallow water offshore central Gabon. Ngulu block is positioned on development and offset to a number of sizeable producing fields, which vary in measurement from 38 MMBbl as much as 250 MMBbl. The Firm plans to use state-of-the-art seismic reprocessing to the present seismic dataset to determine extra prospects, in addition to conduct an impartial third-party useful resource report to stipulate the dimensions and scope of the alternatives throughout the block.
The important thing facets of the Ngulu Block embrace the Loba oil discipline discovery made by Elf-Gabon in 1976 and over 28 seismically recognized prospects within the Pre-salt Gamba / Dentale and Publish-salt performs. Marquee prospects on the block embrace Lepidote Deep (Publish-salt play) and the Palomite Deep (Pre-salt play). All of the prospects are just like Gulf of Mexico play types the place members of the present ReconAfrica administration staff have made quite a few necessary discoveries, together with 18 discoveries within the Gulf of Mexico representing a cumulative 2.4 billion boe.
Loba Oil Complicated: Current Growth Providing Close to-Time period Manufacturing Potential
The Loba Subject was found by Elf-Gabon’s LOM-1 effectively, which focused the Batanga reservoir. The LOM-1 effectively found a shallow oil zone (27 o API gravity oil) within the Batanga Formation with 140 metres of gross oil column (70 metres internet pay) and is just like close by producing fields Barbier, Barbier Southwest and Ablette. The Loba oil discovery was made in 60 metres of water depth and is roughly 10 kilometres from present infrastructure, operated by worldwide oil firm Perenco. Administration believes that low-cost choices can be found for the event of the Loba Complicated and follow-on appraisal targets at Loba Deep and Loba East. Loba discipline complicated has manufacturing potential of ~20,000 Bbls/d primarily based on offset fields. (1)(2)(3) These analogous fields are positioned inside 30-60 kilometres from the Loba Oil Complicated and are in the identical focused reservoir.
1. Grondin Subject. AAPG Memoir Large Oil and Gasoline Fields of the Decade: 1968-1978 / Geology of Grondin Subject. Peak discipline manufacturing report at Grondin ~25,000 Bbls/d. We’re unable to verify if the studies have been ready by a certified impartial reserves evaluator or auditor or in accordance with the COGE handbook.
2. Baudroie discipline, Ngumu Moabi Le Comite De Session Method report 17, Might 2006. Preliminary manufacturing 1972. Peak discipline manufacturing reported at ~42,000 Bbls/d. We’re unable to verify if the studies have been ready by a certified impartial reserves evaluator or auditor or in accordance with the COGE handbook
.3. Torpille discipline, operator Societe des Petroles d’Africa Equatoriale Francaise (Whole Energies), 1972 report. Peak discipline manufacturing reported at ~25,000 Bbls/d. We’re unable to verify if the studies have been ready by a certified impartial reserves evaluator or auditor or in accordance with the COGE handbook.
Excessive Impression Exploration Stock
Roughly 28 prospects have been delineated on classic seismic by prior operators, with estimated sizes per offsetting producing fields starting from 38-250 MMBbl. The Firm expects to instantly start a state-of-the-art seismic re-processing mission to obviously determine prospects and develop a drilling stock of lower-risk exploration targets from the improved dataset. The Firm may even provoke a third-party useful resource evaluation utilizing the newly enhanced, reprocessed seismic information.
Manufacturing Sharing Contract
The PSC grants ReconAfrica 55% working curiosity and operatorship within the Ngulu contract space for an preliminary four-year time period, with the choice to resume for an extra 4 years. The remaining pursuits are allotted to File with 20%, GOC with 15% and the Republic of Gabon with a ten% carried curiosity. Underneath the phrases of the PSC, the Firm has dedicated in the course of the preliminary four-year time period to execute detailed geological and geophysical research, advance 3D seismic reprocessing on an present database and drill one effectively on the block.
The transaction was at arm’s size with an impartial third celebration and no finders’ charges have been incurred.
Overview of Oil and Gasoline in Gabon
The oil and gasoline sector in Gabon stays a cornerstone of its financial system. Gabon is one in all Africa’s main oil producers, underpinning the nation’s fiscal stability and exterior commerce.
The Authorities of Gabon has expressed its dedication to making a regulatory setting that draws funding and encourages the complete improvement of the nation’s plentiful pure assets as a way of making wealth for the nation and its individuals.
Gabon at present produces over 220,000 Bbls/d from its reserves of roughly 2 billion barrels of confirmed oil reserves and has vital potential for pure gasoline. There are quite a few main worldwide operators in Gabon, together with however not restricted to, Perenco, BW Vitality, Whole Energies, Maurel & Promenade, Sinopec, VAALCO Vitality and Panoro Vitality.
Extra Particulars on the Providing
The Firm has granted to the Underwriters an possibility (the “Over-Allotment Choice”), exercisable, in entire or partly, within the sole discretion of the Underwriters, to buy as much as an extra variety of Items, and/or the elements thereof, that in mixture can be equal to fifteen% of the full variety of Items to be issued underneath the Providing, to cowl over-allotments, if any, and for market stabilization functions, exercisable at any time and every now and then as much as 30 days following the closing of the Providing.
The closing of the Providing is anticipated to happen on or about September 29, 2025 (the “Closing”), or such different earlier or later date because the Underwriters might decide. Closing is topic to the Firm receiving all obligatory regulatory approvals.
The Providing is anticipated to be accomplished pursuant to an underwriting settlement to be entered into by the Firm and the Underwriters. In reference to the Providing, the Firm intends to file a prospectus complement inside two enterprise days, to the Firm’s quick kind base shelf prospectus dated February 29, 2024, with the securities regulatory authorities in every of the provinces of Canada (besides Québec). Copies of the bottom shelf prospectus and any complement thereto to be filed in reference to the Providing, are and will likely be obtainable underneath the Firm’s profile on SEDAR+ at www.sedarplus.ca. The Items are being provided in every of the provinces of Canada (besides Québec) and could also be provided in the USA to “certified institutional consumers” (as outlined in Rule 144A underneath the USA Securities Act of 1933, as amended (the “U.S. Securities Act”)) or “accredited buyers” (as outlined in Regulation D promulgated underneath the U.S. Securities Act) on a personal placement foundation pursuant to an applicable exemption from the registration necessities underneath relevant U.S. regulation, and outdoors of Canada and the USA on a personal placement or equal foundation.
This press launch shouldn’t be a proposal to promote or the solicitation of a proposal to purchase the securities in the USA or in any jurisdiction through which such provide, solicitation or sale can be illegal previous to qualification or registration underneath the securities legal guidelines of such jurisdiction. The securities being provided haven’t been, nor will they be, registered underneath the U.S. Securities Act and such securities will not be provided or bought inside the USA or to, or for the account or advantage of, U.S. individuals absent registration or an relevant exemption from the registration necessities of the U.S. Securities Act and relevant U.S. state securities legal guidelines.
Analysis Capital Company was performing as an advisor to ReconAfrica with respect to the transaction.
About BW Vitality Restricted
BW Vitality is a progress E&P firm with a differentiated technique concentrating on confirmed offshore oil and gasoline reservoirs by way of low threat phased developments. The Firm has entry to present manufacturing amenities to scale back time to first oil and cashflow with decrease investments than conventional offshore developments. The Firm’s property are 73.5% of the manufacturing Dussafu Marine licence offshore Gabon, 100% curiosity within the Golfinho and Camarupim fields, a 76.5% curiosity within the BM-ES-23 block in, a 95% curiosity within the Maromba discipline in Brazil and a 95% curiosity within the Kudu discipline in Namibia, all operated by BW Vitality.
BW Vitality, 74% owned by BW Group Ltd., was created because the E&P arm of Oslo listed BW Offshore, an organization with greater than 4 a long time of expertise in working superior offshore manufacturing options and executing complicated tasks. Since its origin, BW Offshore has executed 40 FPSO and FSO tasks.
About ReconAfrica
ReconAfrica is a Canadian oil and gasoline firm engaged within the exploration of the Damara Fold Belt and Kavango Rift Basin within the Kalahari Desert of northeastern Namibia, southeastern Angola and northwestern Botswana, the place the Firm holds petroleum licences and entry to ~13 million contiguous acres. The Firm additionally operates the Ngulu block within the shallow waters offshore Gabon. In all facets of its operations, ReconAfrica is dedicated to minimal disturbance of habitat in keeping with worldwide requirements and implementing environmental and social finest practices in its mission areas.
Neither the TSXV nor its Regulation Providers Supplier (as that time period is outlined in insurance policies of the TSXV) accepts duty for the adequacy or accuracy of this launch.
Cautionary Word Relating to Ahead-Trying Statements:
Sure statements contained on this press launch represent forward-looking data underneath relevant Canadian, United States and different relevant securities legal guidelines, guidelines and laws, together with, with out limitation, statements with respect to the anticipated use of proceeds from the Providing. This information launch accommodates forward-looking statements and/or forward-looking data (collectively, “forward-looking statements”) which can be primarily based on ReconAfrica’s present expectations, estimates, forecasts, and projections. The phrases “estimates”, “tasks”, “expects”, “intends”, “believes”, “plans”, or their negatives or different comparable phrases and phrases are meant to determine forward-looking statements and embrace statements relating to administration’s expectation anticipated manufacturing timeline, the 28 mapped prospects; administration’s exploration and improvement plans; and all different expectations, intentions, the anticipated time limit of the Providing, the completion of the Providing being topic to the receipt of all obligatory regulatory approvals, together with acceptance of the Trade, the itemizing of the Warrants, and plans that aren’t historic truth.
Ahead ‐ wanting statements are primarily based on a lot of materials elements, expectations, or assumptions of ReconAfrica which have been used to develop such statements and data, however which can show to be incorrect. Though ReconAfrica believes that the expectations mirrored in such ahead ‐ wanting statements are affordable, undue reliance shouldn’t be positioned on ahead ‐ wanting statements as a result of ReconAfrica may give no assurance that such expectations will show to be appropriate. Along with different elements and assumptions which can be recognized herein, assumptions have been made relating to, amongst different issues: that ReconAfrica will proceed to conduct its operations in a fashion per previous operations; the standard of the reservoirs through which ReconAfrica operates; the well timed improvement of infrastructure in areas of recent manufacturing; sure price assumptions; continued availability of fairness financing to fund ReconAfrica’s present and future plans and expenditures; the affect of accelerating competitors; the overall stability of the financial and political setting through which ReconAfrica operates; the overall continuance of present business situations; the well timed receipt of any required regulatory approvals; the flexibility of ReconAfrica to acquire certified employees, gear and providers in a well timed and price environment friendly method; drilling outcomes; future commodity costs; foreign money, alternate and rates of interest; regulatory framework relating to royalties, taxes and environmental issues within the jurisdictions through which ReconAfrica operates; and the flexibility of ReconAfrica to efficiently market its oil and pure gasoline merchandise when found.
The ahead ‐ wanting data included on this information launch aren’t ensures of future efficiency and shouldn’t be unduly relied upon.
There may be no assurance that such statements will show to be correct, because the Firm’s precise outcomes and future occasions may differ materially from these anticipated in these forward-looking statements on account of the elements mentioned within the “Danger Elements” part within the Firm’s annual data kind (“AIF”) dated April 29, 2025, for the monetary interval ended December 31, 2024, obtainable underneath the Firm’s profile at www.sedarplus.ca . Precise future outcomes might differ materially. Varied assumptions or elements are usually utilized in drawing conclusions or making the forecasts or projections set out in forward-looking data. These assumptions and elements are primarily based on data at present obtainable to ReconAfrica. The forward-looking data contained on this launch is made as of the date hereof and ReconAfrica undertakes no obligation to replace or revise any forward-looking data, whether or not on account of new data, future occasions or in any other case, besides as required by relevant securities legal guidelines. Due to the dangers, uncertainties and assumptions contained herein, buyers mustn’t place undue reliance on forward-looking data. The foregoing statements expressly qualify any forward-looking data contained herein.
The ahead ‐ wanting data and statements contained on this information launch communicate solely as of the date of this information launch, and ReconAfrica doesn’t assume any obligation to publicly replace or revise any of the included ahead ‐ wanting statements or data, whether or not on account of new data, future occasions or in any other case, besides as could also be required by relevant securities legal guidelines.
Analogous Info
Sure data on this doc might represent “analogous data” as outlined in Nationwide Instrument 51-101 – Requirements of Disclosure for Oil and Gasoline Actions (“NI-51-101”), together with however not restricted to, data regarding the reservoirs in geographical proximity to lands which can be held (or to be held) by ReconAfrica. Such data has been obtained from authorities sources, regulatory businesses, or different business members. ReconAfrica believes the data is related because it helps to outline the reservoir traits through which ReconAfrica might maintain (or purchase) an curiosity. ReconAfrica is unable to verify that the analogous data was ready by a certified reserves evaluator or auditor. Such data shouldn’t be an estimate of the reserves or assets (or manufacturing ranges) attributable to lands held or probably to be held by ReconAfrica and there’s no certainty that the reservoir information and economics data for the lands held or probably to be held by ReconAfrica will likely be just like the data offered herein. The reader is cautioned that the information relied upon by ReconAfrica could also be in error and/or will not be analogous to such lands to be held by ReconAfrica.
Abbreviations
| bbl | barrels of oil |
| bbl/d | barrels of oil per day |
| MM | tens of millions |
| MMbbl | tens of millions of barrels of oil |
| boe | barrel of oil equal |
| boepd | barrel of oil equal per day |
| bopd | barrel of oil per day |
| MMboe | million barrels of oil equal |
| km2 | sq. kilometres |
A barrel of oil equal (“boe”) could also be deceptive, significantly if utilized in isolation. A boe conversion ratio of 6 Mcf:1 Bbl relies on an vitality equivalency conversion methodology primarily relevant on the burner tip and doesn’t characterize a price equivalency on the wellhead. As well as, on condition that the worth ratio primarily based on the present value of crude oil as in comparison with pure gasoline is considerably totally different from the vitality equivalency of 6:1, using a conversion on a 6:1 foundation could also be deceptive as a sign of worth.
**NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES**
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