Africa Oil Corp. was incorporated under the BC BCA on March 29, 1993 under the name ‘Canmex Minerals Corporation’ with an authorized capital of 100,000,000 common shares. On July 2, 1999 the issued and outstanding common shares of the Company were consolidated on a one-for-five basis and the authorized capital was increased, post-consolidation from 20,000,000 to 100,000,000 common shares. On August 20, 2007 the Company changed its name to ‘Africa Oil Corp.’ On June 19, 2009, the shareholders of the Company passed a special resolution increasing the Company’s authorized share capital to an unlimited number of common shares. On June 3, 2013, the shareholders of Africa Oil passed a special resolution authorizing an alteration of the Company’s articles to include advance notice provisions for the nomination of directors.
The common shares of the Company trade on the TSX and on the Nasdaq Stockholm under the trading symbol ‘AOI’. The transfer agent and registrar of the Company’s common shares in Canada is Computershare Investor Services Inc., 3rd Floor, 510 Burrard Street, Vancouver, British Columbia, V6C 3B9. The registrar for the common shares of the Company in Sweden is Euroclear Sweden AB, 103 97 Stockholm, Sweden. Africa Oil’s registered and records office is located at 2500 Park Place, 666 Burrard Street, Vancouver, B.C., V6C 2X8. The Company’s corporate office is located at 2000 – 885 West Georgia Street, Vancouver, B.C. V6C 3E8. The Company also has an office located at 1st Floor Fidelity Centre, Waridi Lane, Off Waiyaki Way, P.O. Box 1194-00606, Nairobi, Kenya, and a registered office at 16 Great Queen Street, Covent Garden, London, United Kingdom, WC2B 5AH.
On June 19, 2009 the shareholders of AOC, passed a special resolution increasing the Company's authorized share capital to an unlimited number of common shares.
Effective July 21, 2009, the Company completed the Turkana Plan of Arrangement, following which Turkana became a wholly-owned subsidiary of the Company.
In February 2010, the Company entered into the Platform Assignment Agreement pursuant to which the Company acquired Platform's 100% interest in Blocks 12A and 13T in Kenya. The acquisition, which was subject to requisite government and regulatory approvals, was completed on September 9, 2010. At that time, the Company issued 2,500,000 common shares of the Company and 1,500,000 share purchase warrants to Platform in consideration of the acquisition.
On August 12, 2010 the Company entered into the Red Emperor Farmout Agreement pursuant to which Red Emperor could earn up to a 20% participating interest in the Dharoor and Nugaal Valley Blocks in Puntland (Somalia), subject to certain conditions precedent, including ministerial approval
On June 14, 2010 the Company entered into the Agriterra Farmout Agreement to acquire an 80% participating interest and operatorship of the South Omo Block in Ethiopia.
On September 1, 2010 the Company entered into the Tullow Farmout Agreement pursuant to which Tullow acquired a 50% interest in, and operatorship of, Blocks 10BB and 10A in Kenya and of the South Omo Block in Ethiopia. Additionally, Tullow was granted, and subsequently exercised, an option to acquire 50% of the Company's interest in, and operatorship of, Blocks 12A and 13T, Kenya. To facilitate the Tullow Farmout Agreements, Africa Oil amended the Lion Energy Farmout Agreement to reduce Lion Energy's interest in Block 10BB to 10% (originally 20%) and to relinquish its interest in Block 10A (originally 25%).
The common shares of the Company commenced trading on the First North list of the NASDAQ OMX Stock Exchange in Sweden, on September 30, 2010. The Company engaged Pareto Ohman (formerly E. Ohman J:or Fondkommission AB) as its financial advisor in connection with the listing and as its certified advisor.
On November 29, 2010 the Company entered into the Centric Arrangement Agreement to effect a business combination of the two companies pursuant to a plan of arrangement. Under the terms of the Centric Arrangement Agreement, the Company acquired all of the issued and outstanding shares of Centric in consideration for 0.3077 Africa Oil shares and $0.0001 for each common share of Centric.
On December 9, 2010 the Company signed an agreement with the Government of Ethiopia to jointly study the Rift Valley Block. The Joint Study Agreement had an 18 month term, following which the Company would have the exclusive right to enter into negotiations for a production sharing agreement for all or part of the Rift Valley Block. The Company also closed the Ethiopian (South Omo) portion of the Tullow Farmout Agreement on December 9 and entered into the 12A/13T Farmout Agreement.
Effective December 31, 2010, Africa Oil and its joint venture partner, Lion Energy, entered into the First Additional Exploration Phase under the Block 9 PSC in Kenya. As a result of the withdrawal of its two other joint venture partners, Africa Oil held a 66.7% working interest in the PSC (Lion Energy held the remaining 33.3%) and was approved by the government as Operator of Block 9.
On January 17, 2011 the Company, together with Range and Lion Energy entered into amending agreements with the Government of Puntland, represented by the Puntland Petroleum and Mineral Agency, in respect of the Dharoor Valley and Nugaal Valley PSAs. Under the PSAs, as amended, the expiry of the First Exploration Period was extended from January 2011 to January 2012 and then further extended to October 2012. In January 2011, the Company completed the Red Emperor Farmout Agreement following receipt of ministerial approval.
On January 26, 2011 the Company completed the Tullow farmouts in respect of Blocks 10BB and 10A, Kenya, and closed the amended farmout arrangements with Lion Energy, contemplated under the Lion Energy Farmout Amendment. As a result, the Company paid Lion Energy $2.5 million and issued to Lion Energy a total of 2,500,000 common shares of the Company.
On February 22, 2011, following receipt of government approvals, the Company closed on the 12A/13T Farmout Agreement at which time Tullow paid the Company an aggregate of $1,686,432.
On February 23, 2011, the Company completed the Centric Arrangement Agreement. As a result of the business combination with Centric, the Company acquired a 50% working interest in Block 10BA in Kenya and a 25% interest in two exploration licenses (Blocks 7 and 11) in the Republic of Mali. The Company issued 30,155,524 common shares to the shareholders of Centric (based on an exchange ratio of 0.3077 Africa Oil share and $0.0001 for each one Centric share).
On March 23, 2011, the Company entered into the Red Emperor Farmout Amendment amending certain terms of the Red Emperor Farmout Agreement.
On June 20, 2011 Africa Oil completed the acquisition of all of the issued and outstanding common shares of Lion Energy Corp. (LEO-TSXV; "Lion"), a publicly traded oil and gas company listed on the TSX Venture Exchange. Pursuant to an acquisition agreement, Africa Oil acquired all of the issued and outstanding shares of Lion in consideration of 0.2 Africa Oil shares for each common share of Lion. Under these terms, Africa Oil issued 17,462,447 common shares to complete the acquisition.
In July 2011, the Dharoor Valley and Nugaal Valley PSCs were further amended requiring execution of a drilling contract by July 31, 2011, drilling operations to commence on the first well by November 15, 2011 and drilling operations to commence on a second well by January 17, 2012. The Company agreed to relinquish 15,627km2 (gross) of the Nugaal Valley Exploration Area, perform a surface geochemistry survey in the Nugaal Valley Exploration Area, and pay the Puntland State of Somalia $1,000,000 in infrastructure and development support fees.
On September 20, 2011, the Company completed a share exchange transaction with Denovo Capital Corp. whereby Denovo acquired all of the issued and outstanding shares of Canmex I, a wholly owned subsidiary of the Company in consideration for 27,777,778 (post-consolidation) shares of Denovo. Canmex I held the Company's 60% interest in the Dharoor Valley and Nugaal Valley PSCs. Prior to closing, Denovo effected a consolidation of its share capital on a basis of 0.65 new shares for each old share, and changed its name to "Horn Petroleum Corporation".
Subsequent to the Horn Transaction, the Company owned 51.4% of the outstanding shares of Horn. As well, a management services arrangement has been agreed between Horn and the Company in which the management of the Company is responsible for the operating decisions of Horn. As such, the Company is deemed to control Horn.
On November 8, 2011, the Ministry of Mines in Ethiopia approved the Company and its partners' entry into the next exploration period on the Adigala Block with amended minimum work commitments. Under the Production Sharing Agreement which expires in July 2013, the Company and its partners are obligated to complete certain geological and geophysical operations with a minimum gross expenditure of $2.1 million.
During 2011, the Company relinquished Blocks 2/6 and the Ministry of Mines in Ethiopia agreed to waive remaining commitments. The Company paid $2.135 million to the Ministry of Mines in Ethiopia, in lieu of unfulfilled commitments with respect to Blocks 2/6.
In February 2012, the Company, together with its partners, entered into amending agreements with the Government of Puntland, represented by the Puntland Petroleum and Mineral Agency, in respect of the Dharoor Valley and Nugaal Valley PSAs. Under the PSAs, as amended, the First Exploration Period expiry date was further extended by the Puntland Government to October 17, 2012 in order to provide sufficient time to evaluate drilling results. In October 2012, the Company and its partners entered into the next exploration period in both the Dharoor Valley and Nugall Valley PSAs which each carry a commitment to drill one exploration well in each block by October 2015.
In July 2012, the Company completed a farmout transaction with Tullow. In accordance with the farmout agreement (the "2012 Tullow Farmout Agreement"), Tullow paid the Company $1.1 million in consideration of past exploration expenditures to acquire an additional 15% interest in Block 12A in Kenya. Tullow will also fund 15% of the Company's working interest share of expenditures related to the acquisition of 520 Kilometers of 2D seismic until an expenditure cap of $10.3 million on a gross basis, following which the Company will be responsible for its working interest share of seismic acquisition costs. Tullow previously acquired a 50% interest in, and operatorship of, Block 12A in a transaction that was completed in February 2011.
In October 2012, the Company completed a farmout transaction with Marathon whereby Marathon acquired a 50% interest in Block 9 and a 15% interest in Block 12A, both in Kenya. In accordance with the farmout agreement, Marathon paid the company $32.0 million in consideration of past exploration expenditures, and has agreed to fund the Company's working interest share of future joint venture expenditures on these blocks to a maximum of $25 million. The Company will maintain operatorship in Block 9, but Marathon has the right to assume operatorship if a commercial discovery is made. In addition, the Company and Marathon have agreed to jointly pursue exploration activities on an additional area in Ethiopia. In consideration for the assignment of these interests, Marathon will pay the Company an entry payment of $3.0 million which includes prior expenditures, and has agreed to fund the Company's working interest share of future joint venture expenditures up to a maximum of $18.5 million.
In October 2012, the Company completed a farmout transaction with New Age whereby New Age acquired an additional 25% interest in the Company's Blocks 7 & 8 in Ethiopia, together with operatorship of Blocks 7 & 8 and the Adigala Area. In accordance with the farmout agreement, New Age paid the Company $1.5 million in consideration of past exploration expenditures.
In December 2012, the Company completed a private placement in two tranches issuing an aggregate of 30 million common shares of the Company at a price of CAD$7.75 per share for gross proceeds of CAD$232.5 million. The common shares issued pursuant to the closing of the first tranche of the private placement on December 7, 2012 were subject to a hold period that expired on April 8, 2013. The shares issued pursuant to the closing of the second tranche of the private placement today were subject to a hold period that expired on April 14, 2013. A 4% finder's fee was paid on a portion of the private placement.
In February 2013, the Company entered into a PSA on the Rift Basin Area in Ethiopia with the Ministry of Mines, Government of Ethiopia. Under the Rift Basin Area PSA, during the initial exploration period which expires in February 2016, the Company is obligated to complete geological and geophysical operations (including the acquisition of 8,000 square kilometers of full tensor gravity and 400 kilometers of 2D seismic) with a minimum gross expenditure of $5.0 million.
On June 3, 2013, the shareholders of AOC passed a special resolution authorization an alteration of the Company's articles to include advance notice provisions for the nomination of directors.
During October 2013, the Company completed a brokered private placement issuing an aggregate of 56,505,217 common shares at a price of 51.75 Swedish Kronas ("SEK") per common share for net proceeds of $440 million. The common shares were placed through a syndicate comprising of Citigroup Global Markets Limited, Dundee Securities Europe LLP and Pareto Securities AS, who together acted as joint bookrunners (the "Joint Bookrunners"). A cash commission equal to 3% of the gross proceeds was paid to the Joint Bookrunners.
As of the market open on Tuesday, May 6, 2014, the Company's common shares commenced trading on the TSX. The Company's trading symbol and CUSIP remained the same.
On June 26, 2014 the Company announced that it has obtained approval of a secondary listing of its shares on NASDAQ OMX Stockholm. The shares commenced trading on the Main Market on July 1, 2014 under the symbol "AOI". The last day of trading of the Company's shares on NASDAQ OMX First North was June 30, 2014. The Company's common shares will continue to trade on the Toronto Stock Exchange under the symbol "AOI".
On February 23, 2015 the Company announced that it has closed a US$125,000,000 brokered private placement, previously announced on February 13, 2015. An aggregate of 57,020,270 common shares, issued at a price of SEK 18.50 (Cdn $2.74(1) equivalent) per share for gross proceeds of SEK 1,054,874,995, or US $125,000,000 equivalent.
On May 29, 2015 the Company announced that it has closed the US$100,000,000 non-brokered private placement previously announced May 1, 2015. Pursuant to an Investment Agreement dated May 1, 2015, 52,623,377 common shares, issued at a price of CAD $2.31 per share for gross proceeds of CAD $121,560,000 (US $100 million1) have been released to Stampede Natural Resources S.à r.l. ("Stampede"), an entity owned by a fund advised by Helios Investment Partners LLP ("Helios"). Stampede now holds approximately 12.37% of the issued and outstanding common shares of the Company. With the increase of 52,623,377 new common shares of the Company, the total number of issued and outstanding common shares of the Company is, as at the date hereof, 425,248,026 common shares with voting rights.
Also pursuant to the Investment Agreement, Andrew Bartlett, Oil and Gas Partner at Helios, has been appointed as Helios' nominee to the Africa Oil board of directors. Stampede has also been granted certain rights, including the right to participate for its pro-rata share in future financings.
On August 31, 2015 the Company announced that it has closed the US$50,000,000 non-brokered private placement previously announced on August 18, 2015. Pursuant to an Equity Subscription Agreement dated August 18, 2015, 31,169,048 common shares, issued at a price of CAD $2.10 per share for gross proceeds of CAD $65,455,000 (US $50 million(1)) have been released to International Finance Corporation ("IFC") a member of the World Bank Group. IFC now holds approximately 6.83% of the issued and outstanding common shares of the Company. With the issuance of 31,169,048 new common shares of the Company, the total number of issued and outstanding shares of the Company is, at the date hereof, 456,417,074 common shares with voting rights.
In January 2016, Delonex completed a farm-in of 25% of Tullow’s 65% interest in Block 12A following the final approval by the Government of Kenya. The Company has subsequently withdrawn from Block 12A.
On February 4, 2016, the Company completed a farmout transaction with Maersk. Maersk gained 50% of Africa Oil’s interests in Blocks 10BB, 13T and 10BA in Kenya and the Rift Basin Area and South Omo Blocks in Ethiopia in consideration for reimbursement of a portion of Africa Oil’s past costs and a future carry on certain exploration and development costs. At closing, $439.4 million of farmout related proceeds were received from Maersk: $350.0 million as reimbursement of past costs incurred by the Company prior to the agreed March 31, 2015 effective date and $89.4 million representing Maersk's share of costs incurred between the effective date and closing, including a carry reimbursement of $15.0 million related to exploration expenditures. Maersk also agreed to carry up to $75 million of the Company’s share of development expenditures upon confirmation of resources. Upon the FID in respect of the development plan for the Lokichar Development Project, Total will be obligated to carry the Company for an additional amount of up to $405.0 million depending on meeting certain thresholds of resource growth and timing of first oil.
Also in February 2016, Delonex completed the purchase of Marathon’s 50% working interest in Block 9 and 15% working interest in Block 12A.
In March 2016, Delonex completed the purchase of Marathon’s 20% working interest in the South Omo Block and 50% working interest the Rift Basin Area. The Company has subsequently relinquished its interest in the South Omo Block and intends to relinquish its interest in the Rift Basin Area.
During the first quarter of 2016, the Cheptuket-1 well (Block 12A) completed drilling to a depth of 3,083 meters. The well encountered oil shows, seen in cuttings and rotary sidewall cores, across a large interval of over 700 meters. Cheptuket-1 was the first well to test the Kerio Valley Basin. While shows were encouraging, upon further technical and commercial review, the Company elected to withdraw from the block during the first quarter of 2017.
Also in the first quarter of 2016, the Government of Kenya agreed to an 18-month extension to the first additional exploration period on Block 10BA, allowing the Joint Venture Partners to fully integrate the learnings from activities on Blocks 13T and 10BB into decisions on activities to be undertaken on Block 10BA.
In April 2016, the Governments of Uganda and Kenya announced that separate export pipelines would be developed for the export of production from the development of oil resources in their respective countries. The Joint Venture Partners signed a Memorandum of Understanding with the Government of Kenya, confirming the intent of the parties to jointly progress the development of a Kenya crude oil pipeline which will run from South Lokichar to the port of Lamu.
On May 10, 2016, the Company announced details of an updated independent assessment of the Company’s contingent resources in the South Lokichar Basin in Blocks 10BB and 13T (Kenya). The estimated gross 2C unrisked resources in the South Lokichar Basin, Kenya had increased by 150 million barrels (or 24%) since they were previously assessed during 2014, to 766 million barrels of oil (Development Pending: 754 million barrels and Development Unclarified: 12 million barrels). The effective date of this assessment was December 31, 2015, and it was carried out in accordance with the standards established by NI 51-101. Please refer to the Company’s press release dated May 10, 2016 for details of the contingent resources by field.
In July 2016, the Government of Kenya agreed to a three-year extension to the Second Additional Exploration Period in Blocks 10BB and 13T (now expiring 18 September 2020).
In Block 9, the Company continued to assess the results of its 2014 drilling program. The Government of Kenya granted a twelve-month extension to the second additional exploration period. The Company has subsequently relinquished its interest in Block 9.
In January 2017, the Erut-1 well in Block 13T, Northern Kenya, resulted in a discovery, indicating that oil has migrated to the northern limit of the South Lokichar basin. A second discovery was made in the Block during May 2017, at Emekuya-1, encountering significant oil sands, demonstrating oil charge across an extensive part of the Greater Etom structure and further de-risking the northern area of the basin.
Also in January 2017, the Company elected to relinquish its interest in the South Omo Block (Ethiopia) at the expiry of the exploration period.
During February 2017 the Company notified its Joint Venture Partners of its decision to withdraw from Block 12A (Kenya).
In May 2017 the Company and Total agreed to payment terms related to the $75 million advance development carry. Africa Oil received equal quarterly payments of $18.75 million at the end of each calendar quarter during 2018. Upon FID of the South Lokichar Development Project, Total may be obligated to carry the Company for an additional amount of up to $405 million dependent upon meeting certain thresholds of resource growth and the timing of first oil.
The Etiir-1 exploration well in Kenya, which targeted a large, shallow, structural closure immediately to the west of the Greater Etom structure, spudded in late June and was unsuccessful with no material reservoir development or shows encountered. Although dry, drilling results were utilized in defining the westerly extent of the Greater Etom Structure. The Etiir-1 well has been plugged and abandoned.
The Ekales-3 well in Kenya was drilled to a total measured depth of 2,721 meters and finished drilling during the third quarter of 2017. The well targeted an undrilled fault block adjacent to the Ekales field. While reservoir and oil shows were encountered, and oil sampled, the well was deemed non-commercial.
The 2017 exploration and appraisal drilling campaign was completed in the fourth quarter, following the drilling of the Amosing-7 appraisal well. The PR Marriott Rig-46 was demobilized. Two discoveries were made during the campaign.
Multiple appraisal wells were drilled in the Ngamia, Amosing and Etom fields during 2017: Ngamia-10 (65 meters of net oil pay), Amosing-6 (35 meters of net oil and gas pay), Amosing-7 (25 meters of net oil and gas pay) and Etom-3 (25 meters of net oil and gas pay). An extensive wireline evaluation program, including sampling, were undertaken on all appraisal wells. The Ngamia-10, Amosing-6 and 7 and Etom-3 wells all improved the definition of the limits of their respective fields. However, the presence of rift edge facies has limited their net pay. These drilling results will be incorporated into the geological models that will be utilized for potential field development plans.
The Auwerwer and Lokone reservoirs in the Etom-2 well were tested utilising artificial lift and flowed at 752 bopd and 580 bopd respectively which was lower than anticipated. As a result, the Joint Venture Partners will undertake further technical work to assess how representative the tests may have been and identify potential options to increase flow rates from the Etom field.
Activity was then focused on collecting dynamic field data through extended production and water injection testing. The Ngamia-11 appraisal well (143 meters of net oil pay) was completed and was utilized in a waterflood pilot test planned to be run throughout the first half of 2018. The waterflood pilot included the previously drilled Ngamia 3, 6 and 8 wells. This pilot was designed to deliver a long-term assessment of the enhanced oil recovery that may be expected as a result of water injection. The waterflood pilot followed up the successful water injection testing program which was completed during the first half of 2017 on the Ngamia and Amosing fields. Additionally, the Company and its partners aimed to initiate extended well testing on wells in the Amosing and Ngamia fields, commencing early in 2018, with produced oil from testing initially being stored in the field and later transported as part of the EOPS.
A JDA, setting out a structure for the Government of Kenya and the Joint Venture Partners to progress the development of the export pipeline was signed on October 25, 2017. The JDA allows important studies to commence such as FEED, Environmental and Social Impact Assessments, as well as studies on pipeline financing and ownership. These studies were initiated in 2017 and were to continue throughout 2018
During 2017, the Joint Venture Partners entered the Second Additional Exploration Period on Block 10BA, expiring October 2019.
On November 13, 2017, the Company announced that it had entered into the ECO SPA and the ECO SAA with ECO for exploration in West Africa and Guyana. Under the terms of the ECO SPA, the Company acquired a 19.77% shareholding in ECO through the purchase, by way of private placement, of 29.2 million common shares at CAD$0.48 per share for a total consideration of CAD$14.0 million (USD$10.9 million). The ECO SPA also provides the Company with the right to participate in any future ECO equity issuances, on a pro rata basis, and to appoint one nominee to ECO’s board of directors. As a result, Keith Hill, Africa Oil’s President & Chief Executive Officer, joined the ECO board of directors in December 2017.
Africa Oil also announced on November 13, 2017 that, as part of the ECO SPA, Africa Oil and ECO had entered into a strategic alliance agreement, whereby they would jointly pursue new exploration projects. Pursuant to the terms of the ECO SAA, the Company is entitled to bid jointly on any new assets or ventures proposed to be acquired by ECO, on the same terms as ECO and for an interest at least equal to the Company’s percentage holding of the common shares in ECO from time to time. Additionally, under the terms of the ECO SAA, Africa Oil also had a right of first offer on the farmout of exploration properties currently held by ECO.
In February 2018, the Company announced that the Kenya Joint Venture Partners had agreed on a plan to move forward with the South Lokichar Basin development and had proposed to the Government of Kenya that the Amosing and Ngamia fields be developed as the initial stage of the South Lokichar development. The plan, which allowed acceleration of a crude export pipeline through Northern Kenya, included a central processing facility and an export pipeline to Lamu, approximately 750 kilometers from the South Lokichar basin on the Kenyan coast. It also provided for 210 wells through 18 well pads at Ngamia and 70 wells through seven well pads at Amosing, with a planned plateau rate of 60,000 to 80,000 bopd. The Company additionally noted that this plan would set the stage for additional exploration, appraisal and development to increase plateau production to 100,000 bopd or greater.
Also In February, 2018, the Company announced that it had gained additional exposure to exploration plays in Africa as it entered into a subscription agreement with inter alia Impact, an independent UK oil exploration company holding assets and operating offshore southern and west Africa. The subscription agreement provided for the purchase by Africa Oil of 59,681,539 ordinary Impact shares and 29,840,769 ordinary Impact Warrants, subject to customary adjustment provisions in respect of anti-dilution matters, for an aggregate subscription price of approximately $15 million. The exercise price of the Impact Warrants was £0.25 per Share. The Impact Warrants would expire on April 27, 2021, subject to early expiration in the event of a liquidity event in respect of Impact. In addition, the subscription agreement provided that during the nine (9)-month period after closing of the transactions contemplated by the subscription agreement, at the election of either Africa Oil or Impact, Africa Oil could additionally acquire 9,946,923 shares in Impact and 4,973,461 Impact Warrants for an aggregate subscription price of approximately $2,500,000. The Impact Warrants were subject to customary adjustment provisions in respect of anti-dilution matters.
The Company concurrently entered into an investors' agreement with Impact and certain other shareholders of Impact providing Africa Oil with the right to nominate up to two members of the board of directors of Impact (which could consist of a maximum of nine (9) members) based on certain share ownership thresholds and consent rights with respect to certain fundamental matters in respect of Impact, including the future issuance of securities of Impact, provided that such rights would cease upon Africa Oil holding less than 10% of Impact's shares.
At the same time, the Company entered into a share purchase agreement with Helios and issued 13,946,545 shares to Helios for the acquisition by the Company of 70,118,381 Impact shares and 15,529,731 warrants held by Helios in the capital of Impact. Upon completion of the transactions contemplated by the Helios share purchase agreement, the warrants held by Helios in the capital of Impact, which were subject to customary adjustment provisions in respect of anti-dilution matters, would have an exercise price of £0.18 per share for a 12-month period, and if not exercised during such period, £0.25 thereafter and would have the same expiry date as the Impact Warrants. The above agreements included transactions that were subject to certain customary conditions to closing.
In March 2018, the Company announced that it had completed its initial investment in Impact, and confirmed the above issuance of 13,946,545 common shares in the capital of the Company to Helios as the Company invested $15 million and acquired 129.8 million shares in the capital of Impact and 45.4 million Impact Warrants providing the Company with an approximate 25.2% equity ownership interest in Impact.
In May 2018, the Company announced that it had participated in a private placement offering, in which the Company invested $17,999,969, and acquired 144,956,250 common shares of Africa Energy for CAD$0.16 per common share ($0.1242 per common share), increasing the Company's ownership interest in Africa Energy from 28.5% to 34.5%.
In June 2018, the Company reviewed options for further exploration and appraisal of prospects adjacent to the Sala-1 gas discovery. After a technical and commercial review, the Company elected to relinquish the Block prior to the June 30, 2018 expiration date.
In October 2018, the Company announced it had entered into a share purchase agreement, with a consortium comprising the Company with a 25% interest, Delonex with a 25% interest, and Vitol with a 50% interest to acquire a 50% ownership interest in Petrobras Oil and Gas B.V. for $1.407 billion with an effective date of January 1, 2018. The Company also entered into a subscription and shareholders' agreement in respect of the same transaction. BTG Pactual E&P B.V. would continue to own the remaining 50% of Prime. The transaction was subject to customary conditions precedent, including Nigerian government consent.
In December, 2018, the Company announced that it had entered into an additional subscription agreement with Impact, which provided for the exercise by Africa Oil of the 50,343,961 ordinary share purchase warrants in Impact held by Africa Oil at an exercise price of £0.18 per warrant (total exercise cost: $11.6 million) and the purchase by Africa Oil of ordinary shares of Impact in an aggregate amount of $6.3 million. The funds provided by the Company to Impact were used by Impact as a loan to Arostyle Investments (Proprietary) Limited to allow Main Street 1549 Proprietary Limited to acquire a 5.1% effective interest in Block 11B/12B, located in the Outeniqua Basin approximately 175 kilometers off the southern coast of South Africa. In addition, Africa Oil completed the previously announced acquisition of additional shares and warrants in Impact for an aggregate subscription price of $2.5 million in November 2018.
In February 2019, the Company announced a significant gas condensate discovery, by Africa Energy and its partners, on the Brulpadda prospects located on Block 11B/12B offshore South Africa. The Brulpadda well was drilled in approximately 1,400 meters of water by Total as operator of the Odfjell Deepsea Stavanger semi-submersible rig. The well targeted two objectives in a deep marine fan sandstone system within combined stratigraphic/structural closure. Following the success of the main objective, the well was deepened to a final depth of 3,633 meters and was successful in the Brulpadda-deep prospect. The well encountered a total of 57 meters of net gas condensate pay over two Lower Cretaceous high-quality reservoirs. Core samples were taken in the upper reservoir, and a comprehensive logging and sampling program was performed over both reservoirs. The discovery opened a new gas and oil play and was well positioned to test several follow-on prospects on the same block.
Also in February 2019, the Company completed the acquisition of an additional 19,890,560 shares of Impact for an aggregate subscription price of $6.3 million.
In April 2019, the Company announced that it had acquired 4,752,850 common shares of Eco for total consideration of $5.0 million. The common shares were acquired by Africa Oil on a non-brokered private placement basis and, together with the 29,200,000 common shares of Eco held by the Company prior to the acquisition, increased its ownership interest to approximately 18.8%.
In June 2019, the Company announced that Heads of Terms agreements between the Government of Kenya and the Kenya Joint Venture Partners were signed for the development of the oil fields in the South Lokichar Basin.
In July 2019, the Company announced that drilling operations commenced offshore Guyana with the spudding of the first exploration well on the Jethro-Lobe prospect on the Orinduik Block. Partners on the Orinduik Block comprise Tullow Guyana B.V. as the operator with a 60% working interest, Total EP Guyana BV with a 25% working interest and Eco with a 15% working interest. Africa Oil owns 18.8% of Eco.
Also in July 2019, the Company announced that its whollyowned subsidiary, Africa Oil SA Corp., entered into a definitive farmout agreement with Azinam, the Seacrest Capital-backed South West African-focussed oil & gas exploration company, whereby the Company would acquire a 20% participating interest and operatorship in the Exploration Right for Block 3B/4B, offshore South Africa. Azinam would retain a 20% participating interest and Ricocure (Pty) Ltd would retain a 60% participating interest. Africa Oil SA Corp. subsequently received Section 11 Governmental approval for the transaction in December and the farmin was fully completed in February 2020.
In August 2019, the Company announced an oil discovery on the Orinduik Block, offshore Guyana. The Jethro-1 exploration well was drilled to a final depth of 14,331 feet (4,400 meters) in approximately 1,350 meters of water and encountered 180.5 feet (55 meters) of net oil pay in Lower Tertiary sandstone reservoirs. Subsequent assay of the oils recovered on testing indicated that the oils were heavy and high in sulfur. The well was cased and awaited further evaluation to determine the appropriate appraisal and development plan.
Also in August 2019, the Company announced that the second exploration well on the Orinduik Block, the Joe prospect commenced offshore Guyana. Joe-1 was spud on August 25, 2019 using the Stena Forth drillship which drilled the Jethro oil discovery. The Joe-1 was drilled in 780 m (2,559 ft) of water to a total depth of 2,175 metres and tested an Upper Tertiary play previously untested in the Guyana basin. Evaluation of measurement while drilling, wireline logging and sampling data confirmed 14 m (46 ft) of net oil pay in good-quality oil-bearing sandstone reservoirs. Crude oils encountered were heavy and high in sulfur similar to the Jethro discovery. Partners evaluated an appraisal and development plan for the two discoveries and evaluated a large inventory of deeper Cretaceous prospects that were expected to contain lighter, sweeter crude oils similar to those encountered by Exxon and partners in the adjacent Stabroek block.
Also in August 2019, the first ever oil export from Kenya, a cargo of 240,000 barrels, sailed away from Mombasa. This shipment was a major milestone for the country and the Company's South Lokichar project. The project's EOPS was producing at 2,000 bopd with all the crude being trucked from Turkana to Mombasa. Africa Oil has a 25% working interest in the upstream assets (Block 10BB and 13T) where this crude oil was produced.
In November 2019, the Company announced that it had entered into an amendment to the share purchase agreement signed on October 31, 2018, between Petrobras International Braspetro B.V. and Petrovida a company formed by the consortium of Africa Oil, Delonex and Vitol to acquire an ownership interest in Prime, following Vitol and Delonex decisions to withdraw from the previously announced purchase of 50% of the share capital of Prime. Consequently, Africa Oil announced that it would be the sole acquirer of the 50% interest in Prime having increased its ownership in Petrovida to 100%, with the closing of the deal being subject to Government of Nigeria's approval. The primary assets of Prime are an indirect 8% interest in OML 127, which contains the producing Agbami Field, which has been in production since 2008 and operated by affiliates of Chevron Corporation, and an indirect 16% interest in OML 130, operated by affiliates of Total, which contains the producing Akpo and Egina fields. Agbami and Akpo, have been in production since 2009. The Total-operated Egina field started production in December 2018 and ramped up to plateau production of approximately 200,000 barrels of oil per day during the first half of 2019.
Also in November 2019, the Company announced that it had agreed the terms of the BTG Loan. The BTG Loan together with the available cash would provide the necessary funds for the Company to cover its Prime deal completion payments and 2020 budget.
In January 2020, the Company announced the closing of the acquisition of a 50% ownership interest in Prime. BTG Pactual E&P B.V. would continue to own the remaining 50% of Prime. The total cash payment by the Company to close the acquisition, including the Nigerian Government's consent fee, amounted to $519.5 million. This included a deferred payment of $24.8 million which was subsequently made in June 2020. The Company has filed a Form 51-102F4 (Business Acquisition Report) in respect of the acquisition on the SEDAR website at www.sedar.com.
In February 2020, the Company announced that Prime had distributed a $125.0 million dividend with a net payment to Africa Oil of $62.5 million related to the Company's 50% interest. The Company applied $45.2m of the dividend to pay down the BTG Loan, reducing the outstanding balance to $204.8m.
Also in February 2020, the Company announced that the government of South Africa, approved the acquisition of a 20% participating interest in the Block 3B/4B Exploration Right from Azinam by the Company's wholly-owned subsidiary, Africa Oil SA Corp. Block 3B/4B is located in the Orange Basin offshore South Africa and covers an area of 17,581 square kilometres in water depths ranging from 300 to 2,500 meters. The Company has assumed operatorship for the joint venture. Azinam retained a 20% participating interest and Ricocure (Pty) Ltd retained a 60% participating interest.
Also in February 2020, the Company participated in a $25 million capital raising by Africa Energy whose proceeds were to finance the drilling of up to three exploration wells on Block 11B/12B offshore South Africa and for general corporate purposes. The Company subscribed for 20,930,000 common shares for a total of approximately $5.0 million.
Also in February 2020, the Company participated in a $40 million capital raising by Impact. The Company subscribed for approximately 45.0 million ordinary shares at an issue price of 20 pence per ordinary share, for an investment of approximately $12.0 million. Impact expects to use the proceeds to fund its interest in potentially high impact 2020 drilling campaigns. These include drilling the Venus-1 exploration well on Block 2913B offshore Namibia, and Luiperd-1 well on Block 11B/12B offshore South Africa.
In April 2020, 0845379 B.C. Ltd., the Company's former wholly-owned subsidiary was wound-up and formally dissolved.
In March 2020, the Company announced that Prime had distributed a $50 million dividend with a net payment to the Company of $25 million related to the Company's 50% interest in Prime.
In May 2020, the Company announced that Prime had distributed a $50 million dividend with a net payment to the Company of $25 million related to the Company's 50% interest in Prime. The Company applied $10.2 million of the dividend to pay down the BTG Loan, reducing the outstanding balance to $194.6 million.
In May 2020, notices of force majeure were submitted by Tullow, the operating partner on Blocks 10BB and 13T in Kenya on behalf of the Kenya Joint Venture Partners, to the Kenyan Ministry of Petroleum and Mining. The declarations were the result of the impact of the COVID-19 pandemic on the operations, including the Kenyan government's restrictions on domestic and international travel, and tax changes that could adversely impact the project economics.
In August 2020, the Kenya Joint Venture Partners submitted a letter to the Kenyan Ministry of Petroleum and Mining to withdraw the notices of Force Majeure that were declared in May 2020.
Also, in August 2020, the Company announced that Prime had distributed a $50 million dividend with a net payment to the Company of $25 million related to the Company's 50% interest in Prime. The Company applied $17.7 million of the dividend to pay down the BTG Loan, reducing the outstanding balance to $176.9 million.
In September 2020, the Kenya Joint Venture Partners announced that an extension was granted by the Government of Kenya on Blocks 10BB and 13T. Under the terms of the extension, the Kenya Joint Venture Partners received the right to extend the second exploration period for the 10BB and 13T license blocks until December 31, 2020, with a further extension until December 31, 2021 contingent on an agreed work program and budgets.
Also in September 2020, the Company participated in a private placement offering, in which the Company invested $6,764,800 and acquired 20,000,000 common shares of Africa Energy for $0.338244 per common share. Africa Oil decreased its interest in Africa Energy from 31.3% to 19.85% of the outstanding shares of Africa Energy. The Company recognized a dilution gain of $21.1 million during the three months ended December 31, 2020 relating to Africa Energy Corp's subscription agreement with Impact.
In October 2020, the Company announced that the redetermination of the Prime RBL was approved by the banking syndicate with a total principal for 2020 of $522 million, which was $108 million less than management's initial guidance of $630 million as announced in February 2020. The Company also announced that Prime had distributed a $50 million dividend with a net payment to the Company of $25 million related to its 50% interest in Prime. The Company applied $12.1 million of the dividend to reduce the outstanding balance of the BTG Loan to $164.8 million.
In November 2020, the Company announced that Tim Thomas, the Company's Chief Operating Officer elected to retire. Mr. Thomas will cease to be an employee of the Company at the end of the first quarter of 2021, and he will assist the Company on a consultancy basis commencing early in the second quarter of 2021. Also in November 2020, 0903658 B.C. Ltd., the Company's former wholly-owned subsidiary was wound-up.
In December 2020, the Company announced drill stem test results for the Luiperd-1X well, the second major discovery on Block 11B/12B located in the Outeniqua Basin 175 kilometers off the southern coast of South Africa. The Company also announced that the Kenya Joint Venture Partners received extensions to their Blocks 10BB and 13T exploration licenses in Kenya to the end of 2021. This followed the approval of the work program and budget for 2021 by the Ministry of Mines and Petroleum.
Also, in December 2020, the Company announced that Prime had distributed a $75.0 million dividend with a net payment to the Company of $37.5 million related to the Company's 50% interest in Prime. The Company applied $23.8 million of this dividend to reduce the outstanding balance of the BTG Loan to $141.0 million. The Company has received a total dividend amount of $200 million since the closing of the Prime acquisition on January 14, 2020.
Also in December the Kenya Joint Venture partners received extensions to their 10BB/13T blocks exploration licenses in Kenya to the end of 2021. This follows the approval of the work program and budget for 2021 by the Ministry of Mines and Petroleum. The license extensions will allow the Joint Venture partners to re-assess Lokichar Development Project and design an economic project at low oil prices whilst preserving the phased development concept. The successful completion of this work will enable the submission of Field Development Plans to the Government of Kenya.