Mr. Gil Holzman reports

ECO (ATLANTIC) OIL AND GAS LTD. ANNOUNCES FARM DOWN OF NAMIBIAN PORTFOLIO TO BP

Eco (Atlantic) Oil & Gas Ltd. has signed an agreement to farm down a 60-per-cent participating interest (PI) in all three of its petroleum exploration licences (PELs) offshore Namibia to BP Namibia Energy Ltd., a wholly owned subsidiary of BP Exploration Operating Company Ltd.

The farmout agreement (FOA), signed on April 10, 2026, pursuant to which wholly owned subsidiaries of Eco (Azinam Group Ltd., Eco Oil & Gas Namibia Pty. Ltd., and Eco Oil & Gas Services Pty. Ltd.) will farm out an aggregate of 60-per-cent participating interest and transfer operatorship to BP in respect of the Block 2012A on PEL 97 (Cooper licence), blocks 2111B and 2211A on PEL 99 (Guy licence), and blocks 2211B and 2311A on PEL 100 (Tamar licence).

Upon successful completion of the transaction, Eco through its wholly owned subsidiaries Eco Namibia and Eco Services will retain a 25-per-cent interest in PEL 97, PEL 99 and PEL 100 (Eco's 25-per-cent retained PI). Completion of the transaction is subject to customary conditions and approvals from the Namibian authorities, the Ministry of Industries, Mines and Energy and the Upstream Petroleum Unit at the State House.

Transactions highlights:

• A one time cash consideration of $2.7-million (U.S.) is payable at the completion of the transaction.
• BP will carry 100 per cent of Eco's 25-per-cent retained PI as well as Eco's proportionate share of the Namcor (10 per cent) and the local partners (5 per cent) PI carry on PEL 97, PEL 99 and PEL 100 against the current exploration phase.
• The proposed exploration work program (which is subject to requisite government approval) includes completing seismic reprocessing on PEL 97 and carrying out a 3-D seismic survey of at least 3,000 square kilometres on PEL 99 and PEL 100.
• If BP and partners elect to enter the second renewal period of the licence term in 2028 and commit to drilling an exploration well, Eco will have the option to either: (i) exercise a put option to transfer an additional 10-per-cent PI to BP in exchange for a full carry on Eco's remaining 15-per-cent PI subject to a cap of $21-million net to Eco for each well on each of the licences (PEL 97, PEL 99 and PEL 100); or (ii) elect to retain its 25-per-cent PI of the costs associated with such drilling of a well during the second renewal period.
• The maximum aggregate carry consideration payable by BP in respect of each put option (should all put options namely on PEL 97, PEL 99 and PEL 100 be exercised) is $63-million (U.S.) with a cap of $21-million (U.S.) per put option.
• Eco can elect to retain its 25-per-cent paying interest and/or to farm out to other potential partners (subject to such partners meeting technical and financial qualifications).
• The transaction is subject to all customary approvals being obtained from the government of Namibia in relation to the transfer of PI and transfer of operatorship to BP and acceptance by the TSX Venture Exchange.
• The transaction constitutes an arm's-length transaction for purposes of TSX-V policies. No finders' fees are payable in connection with the transaction. No insiders of the company have any interest in the transaction.

Gil Holzman, president and chief executive officer of Eco (Atlantic), commented: "This successful farmdown of our Namibian Walvis basin licences marks an incredible moment for Namibia, for Eco (Atlantic) and its shareholders. This transaction is a clear demonstration of our strategy partnering with supermajors and IOCs [international oil companies], to derisk our portfolio while retaining material exposure to significant upside potential with very limited financial requirements from Eco. Eco entered Namibia in 2011, with a firm belief of the Walvis basin subsurface potential, and we are proud to attract an IOC of BP's calibre to further explore this prospective basin. We look forward to continuing our excellent working relationship with BP's dynamic and experienced team and welcome them to the Land of the Brave.

"I am extremely grateful to our Namibia country manager, Tironenn Kauluma, as well as my dedicated team and our legal advisers at Cliffe Dekker Hofmeyr, for their tireless efforts over the past few months in delivering this monumental transaction for Eco shareholders and our Namibian stakeholders. We are also deeply appreciative of the ongoing support, guidance and co-operation we always have from the Petroleum Commissioner at the Ministry of Mines and Energy, her team, and the upstream petroleum unit at the State House."

"In parallel, Eco has been progressing closing of the JHI acquisition, and Eco and Navitas continue advanced discussions with the government of Guyana regarding appraisal and exploration activities on the Orinduik block, while progressing lead and prospect evaluation on Block 1 CBK in South Africa's Orange basin. We will provide market updates as further developments arise within our broader Atlantic margin portfolio."

Details of the transaction

Pursuant to the terms of the FOA, completion of the transaction is subject to the satisfaction of customary conditions precedent, including, but not limited to, the receipt of requisite regulatory approvals (Section 11 and grant of first renewal period) from the government of Namibia. On completion, the PEL 97 interests of the joint venture partners will be as follows: BP Namibia Energy will become the operator of the block, holding a 60-per-cent participating interest; Eco Oil & Gas Namibia will hold a 25-per-cent participating interest; Namcor will retain a 10-per-cent participating interest; Tangi Trading Enterprise CC will retain a participating interest of 5 per cent. On completion, the PEL 99 interests of the JV partners will be as follows: BP Namibia Energy will become the operator of the block, holding a 60-per-cent participating interest; Eco Oil & Gas Namibia will hold a 25-per-cent participating interest; Namcor will retain a 10-per-cent participating interest; Lotus Exploration Pty. Ltd. will retain a participating interest of 5 per cent. On completion, the PEL 100 interests of the JV partners will be as follows: BP Namibia Energy will become the operator of the block, holding a 60-per-cent participating interest; Eco Oil & Gas Services will hold a 25-per-cent participating interest; Namcor will retain a 10-per-cent participating interest; Moonshade Investments Pty. Ltd. will retain a participating interest of 5 per cent.

The Cooper licence, the Guy licence and the Tamar licence have a book value of $10.95-million (U.S.) and Eco's spend for the year ended March 31, 2025, on the Namibian licences was approximately $1.4-million (U.S.).

The transaction enables the company to substantially reduce its financing exposure while retaining material upside exposure to the licences and introduces a major international operator to progress exploration activities. The company will use the proceeds of the transaction to support the company's continuing exploration and appraisal activities across its Atlantic Margin portfolio and for general working capital purposes.

About Eco (Atlantic) Oil & Gas Ltd.

Eco Atlantic is a TSX-V- and Alternative Investment Market-quoted, Atlantic Margin-focused oil and gas exploration company with offshore licence interests in Guyana, Namibia and South Africa. Eco aims to deliver material value for its stakeholders through its role in the energy transition to explore for low-carbon-intensity oil and gas in stable emerging markets close to infrastructure.

In offshore Guyana, in the proven Guyana-Suriname basin, the company operates a 100-per-cent working interest in the 1,354-square-kilometre Orinduik block. In Namibia, the company holds operatorship and an 85-per-cent working interest in three offshore petroleum licences (PELs 97, 99 and 100), representing a combined area of 22,893 square kilometres in the Walvis basin, which, on completion of the farmdown to BP, will reduce to 25 per cent in each licence. In offshore South Africa, Eco holds a 5.25-per-cent working interest in Block 3B/4B and a 75-per-cent operated interest in Block 1 CBK in the Orange basin, totalling approximately 37,510 square kilometres.

We seek Safe Harbor.