06:44:33 EST Sun 08 Feb 2026
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Reconnaissance Energy Africa Ltd
Symbol RECO
Shares Issued 303,592,183
Close 2025-09-18 C$ 0.67
Market Cap C$ 203,406,763
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Reconnaissance Energy Africa arranges $10M offering

2025-09-18 21:15 ET - News Release

Mr. Brian Reinsborough reports

RECONAFRICA ANNOUNCES C$10 MILLION OVERNIGHT MARKETED OFFERING FOR THE ADVANCEMENT OF OPERATIONAL ACTIVITIES ON ITS NGULU BLOCK, OFFSHORE GABON, AND PROVIDES A DRILLING UPDATE ON THE KAVANGO WEST 1X EXPLORATION WELL

Reconnaissance Energy Africa Ltd. (ReconAfrica) has entered into an agreement with Research Capital Corp. as the lead underwriter and sole bookrunner, on behalf of a syndicate of underwriters, including Canaccord Genuity Corp. and Haywood Securities Inc., for an overnight marketed public offering of units of the company at a price of 60 cents per unit for aggregate gross proceeds to the company of $10-million.

In connection with the offering, it is expected that certain members of management and directors of the company and other president's list investors will be investing in the offering for approximately $3-million of units.

Each unit will comprise one common share of the company and one common share purchase warrant of the company. Each warrant will entitle the holder thereof to purchase one common share at an exercise price of 72 cents at any time up to 24 months from closing of the offering. In addition, the company will use commercially reasonable efforts to obtain the necessary approvals to list the warrants on the TSX Venture Exchange.

The net proceeds from the offering will be used for activities related to the advancement of appraisal and exploration expenses related to the Ngulu production sharing contract (PSC). This will include acquiring geological and geophysical studies, reprocessing of the 3-D seismic data, the advancement of the initial development well in the existing proven oil discovery at the Loba complex, and for general corporate purposes and working capital.

Brian Reinsborough, president and chief executive officer of ReconAfrica, stated: "Our drilling operations in Namibia on the highly anticipated Kavango West 1X well are proceeding on schedule. We currently are at the last casing depth immediately above the Otavi reservoir. Once casing is set, we will begin drilling the Otavi carbonate section for over 1,500 metres before reaching total depth in the well of around 3,800 metres. We are on track to reach TD and are expecting to release results in Q4 2025.

"We have spent the past year looking for a complementary addition to our existing high-potential exploration program in Namibia. The addition of the offshore Ngulu PSC accomplished many of our goals. We have added near-term development drilling opportunities with line of sight to production and cash flow, low-risk appraisal drilling, and multiple high-potential exploration plays in a proven hydrocarbon basin with nearby infrastructure. We are keen to maximize the value of the Ngulu PSC by applying the most state-of-the-art reprocessing technology to existing seismic to better image the Loba field's oil filled reservoirs and exploration prospects to reduce the risk of our inventory. We plan to commission an independent third party resource report to better define the captured resource potential and to identify the best appraisal and development options for the block. Accelerating activity towards production and cash flow at Ngulu is the most efficient deployment of capital to maximize value for shareholders."

Namibia -- KW1X drilling update

The Kavango West 1X exploration well, which was spudded on July 31, 2025, has drilled to a depth of approximately 2,300 metres. Intermediate logging is currently under way. Once casing has been set at this depth, the company plans to drill through approximately 1,500 metres of Otavi reservoir zone before reaching total depth (TD) of approximately 3,800 metres.

Gabon -- Ngulu update

As previously announced on Sept. 9, 2025, ReconAfrica has entered into a PSC and will form a joint venture led by ReconAfrica along with Record Resources Inc., the Republic of Gabon and its national oil and gas company, Gabon Oil Company (GOC). The PSC is for the exploration, appraisal, development and production of oil and gas on Gabon offshore block C-7, renamed Ngulu. Under the terms of the joint venture, ReconAfrica will be the designated operator, with a 55-per-cent working interest, Record with a 20-per-cent working interest, the Gabon Oil Company with a 15-per-cent working interest and the Republic of Gabon with a 10-per-cent working interest (carried).

Transaction and asset highlights:

  • Positions ReconAfrica as an offshore West Africa operator;
  • Diversifies portfolio with low-risk appraisal, development and exploration assets;
  • Near-term oil production potential could provide cash flow to finance exploration growth;
  • Capital-efficient entry terms include a large concession with minimal work phased over a four-year commitment;
  • PSC agreement covers 1,214 square kilometres in shallow water offshore central Gabon;
  • Ngulu is located on trend and offset to several sizable producing fields, which range in size from 38 million barrels up to 250 million barrels;
  • Existing oil discovery, the Loba field, was drilled in 1976 with 140 metres gross pay (70 metres net pay) provides for low-risk appraisal and development opportunities and near-term production potential. The Loba field complex has potential production of approximately 20,000 barrels per day, in line with offset fields;
  • Significant exploration upside from an inventory of 28 mapped prospects that are analogous to play types found in the Gulf of Mexico;
  • Advanced seismic reprocessing to unlock exploration upside while derisking prospects. The company has committed during the initial four-year term to execute detailed geological and geophysical studies, advance 3-D seismic reprocessing on an existing database and drill one well on the block.

Strategic rationale: pathway to a full-cycle E&P (exploration and production) company

The transaction places ReconAfrica into a producing hydrocarbon province with the opportunity to build a long-term and sustainable high-growth platform. Collectively, this transaction adds appraisal, development and exploration potential to the company's portfolio.

Entry terms are attractive for a large concession secured at a low-entry cost with a minimal work commitment over the initial four-year period. Ngulu contains near-term oil production potential with the development of the Loba field and access to existing infrastructure within 10 kilometres, which provides a low-cost production tie-back option. The block also adds an extensive inventory of high-impact exploration projects for future drilling, in addition to exposure to future brownfield opportunities in Gabon.

The transaction advances ReconAfrica's strategy of becoming an offshore West Africa exploration and production company with an expanded footprint and a derisked diversified corporate profile. Anchored by an existing oil discovery, the acquired asset base provides a pathway to potential low-cost development and near-term production, underpinning cash flow growth and financing optionality. Pursuing development close to existing infrastructure reduces costs and drives robust returns. In addition, reprocessing seismic data could unlock a significant exploration inventory.

Ngulu overview: Gulf of Mexico-style exploration

The PSC agreement, which covers 1,214 square kilometres and is roughly equivalent to 54 Gulf of Mexico blocks, is in shallow water offshore central Gabon. Ngulu block is located on trend and offset to several sizable producing fields, which range in size from 38 million barrels up to 250 million barrels. The company plans to apply state-of-the-art seismic reprocessing to the existing seismic data set to identify additional prospects, as well as conduct an independent third party resource report to outline the size and scope of the opportunities across the block.

The key aspects of the Ngulu block include the Loba oil field discovery made by Elf-Gabon in 1976 and over 28 seismically identified prospects in the presalt Gamba/Dentale and postsalt plays. Marquee prospects on the block include Lepidote Deep (postsalt play) and the Palomite Deep (presalt play). All the prospects are similar to Gulf of Mexico play styles where members of the current ReconAfrica management team have made numerous important discoveries, including 18 discoveries in the Gulf of Mexico, representing a cumulative 2.4 billion barrels of oil equivalent.

Loba oil complex: existing development offering near-term production potential

The Loba field was discovered by Elf-Gabon's LOM-1 well, which targeted the Batanga reservoir. The LOM-1 well discovered a shallow oil zone (27-degree-API gravity oil) in the Batanga formation with 140 metres of gross oil column (70 metres net pay) and is similar to nearby producing fields Barbier, Barbier Southwest and Ablette. The Loba oil discovery was made in 60 metres of water depth and is approximately 10 kilometres from existing infrastructure, operated by international oil company Perenco. Management believes that low-cost options are available for the development of the Loba complex and follow-on appraisal targets at Loba Deep and Loba East. The Loba field complex has production potential of approximately 20,000 barrels per day based on offset fields. These analogous fields are located within 30 to 60 kilometres from the Loba oil complex and are in the same targeted reservoir.

High-impact exploration inventory

Approximately 28 prospects have been delineated on vintage seismic by prior operators, with estimated sizes consistent with offsetting producing fields ranging from 38 million barrels to 250 million barrels. The company expects to immediately commence a state-of-the-art seismic reprocessing project to clearly identify prospects and develop a drilling inventory of lower-risk exploration targets from the enhanced data set. The company will also initiate a third party resource assessment using the newly enhanced, reprocessed seismic data.

Production sharing contract

The PSC grants ReconAfrica a 55-per-cent working interest and operatorship in the Ngulu contract area for an initial four-year term, with the option to renew for an additional four years. The remaining interests are allocated to Record with 20 per cent, GOC with 15 per cent and the Republic of Gabon with a 10-per-cent carried interest. Under the terms of the PSC, the company has committed during the initial four-year term to execute detailed geological and geophysical studies, advance 3-D seismic reprocessing on an existing database, and drill one well on the block.

The transaction was at arm's length with an independent third party and no finders' fees were incurred.

Overview of oil and gas in Gabon

The oil and gas sector in Gabon remains a cornerstone of its economy. Gabon is one of Africa's leading oil producers, underpinning the country's fiscal stability and external trade.

The government of Gabon has expressed its commitment to creating a regulatory environment that attracts investment and encourages the full development of the country's plentiful natural resources as a means of creating wealth for the country and its people.

Gabon currently produces over 220,000 barrels per day from its reserves of approximately two billion barrels of proven oil reserves and has significant potential for natural gas. There are numerous major international operators in Gabon, including, but not limited to, Perenco, BW Energy, Total Energies, Maurel and Prom, Sinopec, Vaalco Energy, and Panoro Energy.

Additional details on the offering

The company has granted to the underwriters an option, exercisable, in whole or in part, in the sole discretion of the underwriters, to purchase up to an additional number of units, and/or the components thereof, that in aggregate would be equal to 15 per cent of the total number of units to be issued under the offering, to cover overallotments, if any, and for market stabilization purposes, exercisable at any time and from time to time up to 30 days following the closing of the offering.

The closing of the offering is expected to occur on or about Sept. 29, 2025, or such other earlier or later date as the underwriters may determine. Closing is subject to the company receiving all necessary regulatory approvals.

The offering is expected to be completed pursuant to an underwriting agreement to be entered into by the company and the underwriters. In connection with the offering, the company intends to file a prospectus supplement within two business days, to the company's short form base shelf prospectus dated Feb. 29, 2024, with the securities regulatory authorities in each of the provinces of Canada (except Quebec). Copies of the base shelf prospectus and any supplement thereto to be filed in connection with the offering, are and will be available under the company's profile on SEDAR+. The units are being offered in each of the provinces of Canada (except Quebec) and may be offered in the United States to qualified institutional buyers (as defined in Rule 144A under the United States Securities Act of 1933, as amended) or accredited investors (as defined in Regulation D promulgated under the U.S. Securities Act) on a private placement basis pursuant to an appropriate exemption from the registration requirements under applicable U.S. law, and outside of Canada and the United States on a private placement or equivalent basis.

Research Capital Corp. was acting as an adviser to ReconAfrica with respect to the transaction.

About Reconnaissance Energy Africa Ltd.

ReconAfrica is a Canadian oil and gas company engaged in the exploration of the Damara Fold belt and Kavango Rift basin in the Kalahari desert of northeastern Namibia, southeastern Angola and northwestern Botswana, where the company holds petroleum licences and access to approximately 13 million contiguous acres. The company also operates the Ngulu block in the shallow waters offshore Gabon. In all aspects of its operations, ReconAfrica is committed to minimal disturbance of habitat in line with international standards and implementing environmental and social best practices in its project areas.

We seek Safe Harbor.

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