Mr. Shahin Amini reports

MEREN ANNOUNCES CORPORATE RESTRUCTURING OF IMPACT OIL & GAS

Meren Energy Inc. is supporting the corporate restructuring announced by its investee company, Impact Oil & Gas Ltd., to create a pure-play Namibia-focused development and exploration business. The transaction has been approved by Impact and is intended to align the interests of its shareholder base around a streamlined and more focused portfolio.

This forms another step in Meren's strategy to simplify its business and high-grade its portfolio, whilst enhancing alignment with its core areas of value creation in the Orange basin. Meren's effective interest in its core Namibian Orange basin assets, including the world-class Venus project, remains unchanged, with the transaction separating out Impact's South African exploration interests that are non core to Meren. This concentrates Meren's Orange basin exposure and strengthens the company's long-term positioning in the basin, that also includes its direct carried interest in Block 3B/4B, South Africa.

Taken together, this restructuring is expected to enhance value for Meren's shareholders through a more streamlined Impact structure, a sharper focus on the Venus project and improved future capital allocation discipline. It removes Meren's exposure to the costs of managing and maintaining the South African exploration assets, reducing Impact's overhead and simplifying the portfolio, in line with Meren's wider strategy and investment objectives.

Oliver Quinn, president and chief executive officer of Meren, commented: "Since late 2023, we have actively managed Meren's portfolio to optimize the business, focus on our highest-value assets and increase shareholder exposure to tangible growth. This transaction represents an important next step in that program. By concentrating Impact's resources on progressing Venus toward first oil, while streamlining its portfolio and cost base, there is a stronger alignment between Impact's strategy and Meren's investment objectives. Following the transformational Prime amalgamation last year, this further reflects our disciplined approach to portfolio management as well as long-term value creation in the Orange basin. I would like to thank our fellow Impact shareholders and management team for their constructive and collaborative engagement throughout this process."

Summary of the transaction

Impact has entered into a share purchase agreement with IOG Energies Ltd., a newly incorporated and wholly owned subsidiary of Deepkloof Ltd., Impact's majority shareholder, to transfer its entire shareholding in Impact Africa Ltd. (IAL), the subsidiary that holds Impact's South African exploration licenses, together with certain related assets, to IOG Energies.

Following completion of the transaction, Impact's primary assets will be its 9.5-per-cent undivided participating interest in each of Block 2912 and Block 2913B, offshore Namibia, which contain the Venus light oil discovery operated by TotalEnergies. A final investment decision on the Venus Field is expected in 2026, with first oil potentially in 2030.

Impact's approximate 20-per-cent shareholding in Africa Energy Corp. is not part of the transaction and will be retained by Impact. For the avoidance of doubt, neither Impact nor Meren will hold an interest in IOG Energies.

Completion of the transaction is subject to customary regulatory approvals from the relevant South African authorities and applicable joint venture partner consents, and is currently expected during Q3 2026.

About Meren Energy Inc.

Meren is a full-cycle independent upstream oil and gas company with interests offshore Nigeria, Namibia, South Africa and Equatorial Guinea. Its main assets are producing and development assets in deepwater Nigeria. The company holds a leading position in the Orange basin including its effective interest in the Venus light oil project, offshore Namibia, and its direct interest in Block 3B/4B, offshore South Africa.

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