10:18:56 EST Tue 10 Nov 2026
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Eco (Atlantic) Oil & Gas Ltd
Symbol EOG
Shares Issued 367,909,027
Close 2026-11-09 C$ 0.82
Market Cap C$ 301,685,402
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Eco (Atlantic) completes farmdown of PELs to BP

2026-11-10 09:48 ET - News Release

Mr. Gil Holzman reports

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

On Nov. 9, 2026, Eco (Atlantic) Oil & Gas Ltd. received formal ministerial deeds signature from the Minister of Industries, Mines and Energy of Namibia for the transfer and assignment deeds and renewal deeds to enter into the next exploration period, being the final closing step following the Section 11 consent letter received on Oct. 1, 2026, and previously announced on Oct. 2, 2026, for the farmdown of 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.

Further to the announcements on April 13, 2026, and Oct. 2, 2026, regarding the farmout agreement (FOA), Eco, through its wholly owned subsidiaries, Azinam Group Ltd., Eco Oil & Gas Namibia Pty. Ltd. (Eco Namibia) and Eco Oil & Gas Services Pty. Ltd. (Eco Services), has completed the farmdown of an aggregate of 60-per-cent participating interest and transferred operatorship to BP in respect of Block 2012A PEL 97 (Cooper licence), blocks 2111B and 2211A PEL 99 (Guy licence), and blocks 2211B and 2311A PEL 100 (Tamar licence).

The transaction now enables the joint venture (JV) to embark on a comprehensive exploration work program under BP's operatorship while substantially reducing Eco's financing exposure and retaining material upside across the three licences. The JV is preparing to commence a new large 3-D seismic acquisition program on PEL 99 and PEL 100, which is expected to commence in the coming weeks, marking an important next step in progressing the exploration potential of the portfolio. Eco intends to use the cash 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.

Transaction highlights:

  • A one-time cash consideration of $2.7-million (U.S.) to be received by Eco on Nov. 16, 2026;
  • Eco retains a 25-per-cent participating interest in PEL 97, PEL 99 and PEL 100;
  • BP to 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) participating interests across PEL 97, PEL 99 and PEL 100 during the current exploration phase (the first renewal period);
  • The exploration work program now approved by the government of Namibia, and for which Eco is carried, includes completing seismic reprocessing on PEL 97 and acquiring at least 3,000 square kilometres of new 3-D seismic data on PEL 99 and PEL 100; preparations are under way for the new 3-D seismic acquisition program, which is expected to commence in the coming weeks;
  • 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:
    1. 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 (U.S.) net to Eco for each well on each of the licences (PEL 97, PEL 99 and PEL 100); 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.), subject to a cap of $21-million (U.S.) per put option;
    2. Or elect to retain its 25-per-cent PI of the costs associated with such drilling of a well during the second renewal period; 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 constitutes an arm's-length transaction for purposes of TSX Venture Exchange policies; no finders' fees are payable in connection with the transaction; no insiders of the company have any interest in the transaction. The transaction has received conditional acceptance from the TSX-V and remains subject to final acceptance of the TSX-V, which is expected following the filing of customary closing documentation.

Gil Holzman, president and chief executive officer of Eco (Atlantic), commented: "The successful completion of the farmdown of our Namibia portfolio to BP is a landmark achievement not only for Eco but also for Namibia's oil and gas sector, which has now gained another leading international oil company (IOC) operator in its prospective offshore acreage. This transaction once again evidences our ability to execute our strategy of derisking our portfolio through partnerships with IOCs and experienced operators while continuing to hold material exposure to prospective acreage with substantially reduced financial commitments.

"We are particularly grateful to the government of Namibia, the Ministry of Industries, Mines and Energy, and the Upstream Petroleum Unit for their professionalism, efficiency and collaborative approach in progressing the necessary approvals. The timely completion of this transaction reflects Namibia's supportive and transparent regulatory environment, which continues to attract international investment and facilitate meaningful partnerships across the sector.

"As we enter this next phase alongside BP, Namcor and our local partners, we look forward to building on the strong relationships we have established in Namibia and advancing exploration across all three prospective licences, with a large-scale 3-D seismic acquisition program expected to commence in the coming weeks. The combination of international technical expertise, trusted local partnerships and a supportive regulatory framework positions Eco well for the next stage of exploration and value creation for all our stakeholders.

"Beyond Namibia, we remain focused on progressing and completing our other transformational farmouts and M&A [merger and acquisition] transactions in our other key jurisdictions: the Falkland Islands and Guyana."

Details of the transaction

Completion follows the satisfaction of customary conditions precedent, including the receipt of requisite regulatory approvals (Section 11 and grant of first renewal period) from the government of Namibia.

Following completion, the PEL 97 interests of the JV partners are as follows: BP Namibia Energy has become the operator of the block, holding a 60-per-cent participating interest; Eco Oil & Gas Namibia holds a 25-per-cent participating interest; Namcor retains a 10-per-cent participating interest; and Tangi Trading Enterprise CC retains a participating interest of 5 per cent.

Following completion, the PEL 99 interests of the JV partners are as follows: BP Namibia Energy has become the operator of the block, holding a 60-per-cent participating interest; Eco Oil & Gas Namibia holds a 25-per-cent participating interest; Namcor retains a 10-per-cent participating interest; and Lotus Exploration Pty. Ltd. retains a participating interest of 5 per cen.t

Following completion, the PEL 100 interests of the JV partners are as follows: BP Namibia Energy has become the operator of the block, holding a 60-per-cent participating interest; Eco Oil & Gas Services holds a 25-per-cent participating interest; Namcor retains a 10-per-cent participating interest; and Moonshade Investments Pty. Ltd. will retain a participating interest of 5 per cent.

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, following the completion of the farmdown to BP, the company holds a 25-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. In offshore South Africa, Eco holds a 5.25-per-cent working interest in Block 3B/4B and a 37.5-per-cent working interest in Block 1 CBK, in the Orange basin, totalling approximately 37,510 square kilometres.

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