LUXEMBOURG, March 21, 2025 /CNW/ - This press release is being disseminated by Stampede Natural Resources S.à r.l. ("Stampede"), as required by National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in relation ("NI 62-103") to its beneficial ownership of common shares (the "Common Shares") of Africa Oil Corp. (the "Company") with its headquarters located at Suite 2500, 666 Burrard Street, Vancouver, British Columbia, Canada V6C 2X8 according to its website.
Stampede has disposed of an aggregate of 9,770,511 Common Shares (the "Dispositions") as described in this press release.
Over the course of the period beginning January 20, 2025 and ending March 20, 2025, Stampede sold 9,770,511 Common Shares in open market transactions at the prevailing trading price on the facilities of the Toronto Stock Exchange and Nasdaq Stockholm for aggregate consideration received of approximately CAD$18,944,727 (average of CAD$1.94 per Common Share). On March 20, 2025, the Company announced that it had issued newly issued Common Shares in connection with the completion of the amalgamation to consolidate all of the Prime Oil & Gas Coöperatief U.A shareholding in the Company (the "Amalgamation Transaction"). Stampede did not receive shares in connection with the Amalgamation Transaction.
Stampede owned 54,058,073 Common Shares of the Company, representing approximately 12.3% of the issued and outstanding Common Shares (on a non-diluted basis) immediately before the Dispositions. Stampede has beneficial ownership of 44,287,562 Common Shares, representing approximately 6.6% of the issued and outstanding Common Shares (on a non-diluted basis) immediately after effecting the Dispositions and the Amalgamation Transaction. The Dispositions and the Amalgamation Transaction resulted in a decrease of approximately 5.7% in Stampede's security holding percentage of the issued and outstanding Common Shares, on a non-diluted basis.
As a result of the Dispositions and the Amalgamation Transaction, Stampede has ceased to beneficially own 10% or more of the issued and outstanding Common Shares. Accordingly, Stampede is no longer required to file early warning reports pursuant to the requirements of NI 62-103 and National Instrument 62-104 – Take-Over Bids and Issuer Bids ("NI 62-104") unless Stampede's beneficial ownership or control of the securities of the Company increases to or above the thresholds set by NI 62-103 and NI 62-104.
Stampede disposed of the Common Shares noted above for investment purposes. Stampede will review its holdings from time to time and may acquire and/or continue to dispose of additional securities of the Company according to market conditions and other relevant factors in the future. Although Stampede has no present intention to acquire securities of the Company, it intends to review its investment on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (i) to acquire additional securities of the Company, through open market purchases, privately negotiated transactions or otherwise, (ii) to dispose of all or a portion of the securities of the Company owned by it in the open market, in privately negotiated transactions or otherwise, or (iii) to take any other available course of action, which could involve one or more of the types of corporate transactions involving the Company. Any such acquisition or disposition or other transaction would be made in compliance with all applicable laws and regulations and subject to any applicable restrictions on transfers. Notwithstanding anything contained herein, Stampede specifically reserves the right to change its intention with respect to any or all of such matters. In reaching any decision as to its course of action (as well as to the specific elements thereof), Stampede currently expects that it would take into consideration a variety of factors, including, but not limited to, the following: the Company's business and prospects; other developments concerning the Company and its businesses generally; other business opportunities available to Stampede and its affiliates; changes in law and government regulations; general economic conditions; and money and stock market conditions, including the market price of the securities of the Company.
Stampede, a company formed under the laws of Luxembourg, is an investment holding company and is engaged in holding, distributing or effecting any sale of securities held by it. The address of the registered office of Stampede is 16 Rue Eugène Ruppert L-2453 Luxembourg, Grand Duchy of Luxembourg.
An early warning report pursuant to applicable Canadian securities laws reflecting the above-noted Dispositions will be filed by Stampede with applicable securities regulators and will be available for viewing under the Company's profile on SEDAR+ at www.sedarplus.ca. A copy of the early warning report may be obtained by contacting Stampede at the contact information provided below.
SOURCE Stampede Natural Resources S.à r.l.
