Africa Oil

VANCOUVER, BC, May 14, 2025 /CNW/ – (AOI–TSX, AOI–Nasdaq-Stockholm) – Africa Oil Corp. (“Africa Oil”, “AOC” or the “Company”) today published its financial and operating results for the three months ended March 31, 2025, and is pleased to declare its second quarterly distribution of $25 million under its enlarged base dividend policy.

Africa Oil President and CEO, Roger Tucker commented: “During the first quarter, Africa Oil significantly transformed its scale and structure by completing the Prime amalgamation. This strategic move has doubled our reserves and high-quality, high-netback production and underpins our new enlarged shareholder returns policy. We are now poised for the Company’s next phase of value creation by monetizing our world-class assets and delivering compelling shareholder returns, as we continue to grow into a leading independent E&P.”

Highlights^*

• Closed the amalgamation transaction to take full control of Prime, doubling AOC’s reserves and production, and implemented a new policy to effectively triple dividend per share.
• During Q1 2025 (presented as if the amalgamation had closed on January 1, 2025):
  • Achieved average daily working interest⁽¹⁾ (“WI”) and entitlement⁽²⁾ production of 33,400 barrels of oil equivalent per day (“boepd”) and 37,700 boepd respectively, in line with expectations.
  • Sold five cargoes (approximately 5 million barrels) at an average sales price of $79.5/bbl versus an average Dated Brent for the same period of $75.7/bbl.
  • Recorded cashflow from operations^(3,4) before working capital adjustment of $99.8 million.
  • Received a distribution of $31.6 million from Impact.
  • Proactively reduced the RBL debt balance by $130.0 million to $620.0 million at the end of Q1 2025, reducing interest expenses.
  • End of Q1 2025 cash balance of $428.4 million, resulting in a net debt position of $191.6 million with a Net Debt/ EBITDAX⁽⁴⁾ of 0.3x as at March 31, 2025.
• During Q1 2025 with the amalgamation closing on March 19, 2025, recorded net income of $50.9 million ($0.11 per share⁵).
• Post end of Q1 2025:
  • Distributed the first quarterly cash dividend of approximately $25.0 million ($0.0371 per share) in April 2025.
  • AOC’s Board has declared the second quarterly dividend of approximately $25.0 million ($0.0371 per share) payable in June 2025 to shareholders of record at the close of business on May 26, 2025.
  • The Company reduced the RBL debt balance by a further $80.0 million and has commenced the process to cancel its $65.0 million Corporate Facility, which remains undrawn.

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* All dollar amounts in this press release are U.S. Dollars unless otherwise indicated.

2025 First Quarter Results
Highlights

The Company completed the Prime amalgamation on March 19, 2025. The following table presents the highlights for Q1 2025.

1. This table includes non-GAAP measures (net debt, EBITDAX, cash flow from operations and free cash flow). Definitions and reconciliations to these non-GAAP measures are provided on pages 14-16 of the Report to Shareholders for the period ended March 31, 2025.
2. WI and entitlement production, EBITDAX, cash flow from operations and free cash flow from operations are presented for Q1 2025 as if the amalgamation had closed on January 1, 2025.
3. Net debt position and production numbers as presented for the comparative periods includes 100% of Prime to be comparable with March 31, 2025.
4. EBITDAX, cash flow from operations and free cash flow are reported for the year 2025 only as if the amalgamation had closed on January 1, 2025

Constructed Prime information for purposes of explaining performance

Constructed Prime information to explain performance is included in the following tables to present on a consolidated basis net income for Q1 2025, and cash flow statement for Q1 2025 as if the amalgamation had closed on January 1, 2025, whereby the Africa Oil interim condensed consolidated statement of net income and comprehensive income and the Africa Oil interim condensed consolidated statement of cash flows for Q1 2025 are combined with the Prime statement of net income and comprehensive income and the Prime statement of cash flows for the period until March 19, 2025. Adjustments are included to conform Prime financial information with Africa Oil accounting policies and for any transactions between Africa Oil and Prime prior to amalgamation for the purpose of presenting constructed Prime information to explain performance.

Interim condensed consolidated statement of net income

1. Adjustments to remove items related to Prime as fully consolidated above.

Interim condensed consolidated statement of cash flows

1. Adjustments to remove items related to Prime as Prime fully consolidated above
2. Reflects impact of net cash movement on the level of BTG Pactual Holding S.à.r.l.  

Outlook

Shareholder Returns

The Company is pleased to announce that its Board has declared the distribution of the Company’s second 2025 quarterly cash dividend of approximately $25.0 million or $0.0371 per share. This dividend will be payable on June 11, 2025, to shareholders of record at the close of business on May 26, 2025.

This dividend qualifies as an ‘eligible dividend’ for Canadian income tax purposes. Dividends for shares traded on the Toronto Stock Exchange (“TSX”) will be paid in Canadian dollars on June 11, 2025; however, all US and foreign shareholders will receive USD funds. Dividends for shares traded on Nasdaq Stockholm will be paid in Swedish Krona in accordance with Euroclear principles on June 16, 2025.

To execute the payment of the dividend, a temporary administrative cross border transfer closure will be applied by Euroclear from May 22, 2025, up to and including May 26, 2025, during which period shares of the Company cannot be transferred between the TSX and Nasdaq Stockholm.

Payment to shareholders who are not residents of Canada will be net of any Canadian withholding taxes that may be applicable. For further details, please visit: https://africaoilcorp.com/investor-summary/total-shareholder-returns/.

Future dividend declarations are subject to customary Board approval and consents.

Nigeria

The Company remains focused on working with its JV partners to sustain and enhance production through targeted drilling and optimisation initiatives on its three producing fields in deepwater Nigeria.

At Egina, two producers were drilled in Q1 2025 with both expected to come onstream in Q2 2025. On Akpo, a well intervention and the drilling of one development well are planned for Q2 2025.  A planned break to the rig campaign is planned from Q4 2025 to allow for interpretation of the available 4D seismic data and drilled well results to enable maturation of future infill drilling candidates.

The Company’s Nigerian portfolio includes infrastructure-led exploration assets that in case of commercial discovery success, could potentially present attractive short cycle, high return investment opportunities that would benefit from the existing facilities. One such opportunity, which is being progressed towards drilling is the Akpo Far East prospect with an unrisked, best estimate, gross field prospective resource volume of 143.6 MMboe. The targeted hydrocarbons are predicted to be light, high gas-oil ratio (“GOR”) oil equivalent to those found in the Akpo field. If successful, initial production could be achieved from existing production manifolds with the potential to materially increase reserves on the Akpo Field.

At Agbami, further planned maintenance including a full field shutdown in Q4 2025, is expected to support long-term performance with 4D seismic interpretation continuing in support of the upcoming drilling campaign. Rig and well long lead items contracting is underway, alongside the placement of orders for subsea trees, in preparation for the commencement of the infill drilling campaign in 2027.

For Preowei, studies of the fast-track seismic data are continuing to further derisk the identified upside opportunities to enhance recoverable volumes. In parallel, the reengagement of the front-end engineering and design (“FEED”) contractor is planned in order to carry out additional evaluation aimed at optimizing the Preowei engineering, procurement, construction and installation (“EPCI”) phase costs.

Namibia Orange Basin Appraisal and Exploration Campaign

The Venus Field is expected to be the first development area in Block 2913B. The Venus development plan is for up to 40 subsea wells tied back to a floating production, storage and offloading (“FPSO”) platform that can handle peak output of 160,000 barrels per day of oil.

Key near-term project preparation and decision-making processes are:

• • Front-End Engineering Designs (“FEED”): Q2 – Q4 2025
  • ESIA submission to authorities: Q4 2025
  • Final Investment Decision (“FID”) could be made during H1 2026

The latest exploration drilling campaign was completed on April 25, 2025, with the drilling rig demobilized. The Company expects the next drilling campaign to commence during Q4 2025 and notes that TotalEnergies has publicly identified Olympe-1X, on Block 2912, as a possible target for this campaign.

South Africa Orange Basin, Block 3B/4B

Following the granting of an Environmental Authorization for exploration activities (drilling of up to 5 exploration wells) by the Department of Mineral Resources and Energy for the Republic of South Africa on September 16, 2024, the legislative notification and appeals process continues to progress with the relevant regulatory agencies. The operator has stated that with the approval process progressing the current plan is to drill the first exploration well on Block 3B/4B in 2026 and has identified Nayla, a prospect that lies in the northwest of the license area as the potential drilling target.

Equatorial Guinea, EG-18 and EG-31

The Company is in active dialogue with industry parties to attract farm in parties on both blocks, with the aspiration of completing the exercise by the end of Q3 2025.

If the Company is successful in attracting farminee partner(s) for these blocks, subject to customary consents and approvals including governmental and regulatory permissions, the Company anticipates that newly formed JVs could plan for exploration drilling in late 2026 or during 2027. However, there is no guarantee the Company can secure farminee partners on acceptable terms and it does not intend to undertake exploration drilling on a sole risk basis if it is unsuccessful in its farm down campaign.

Summary of 2025 Management Guidance and Actuals

The Company’s full-year 2025 Management Guidance is unchanged and is repeated here for completeness. These estimates are based on a 2025 average Brent price of $75.0 per barrel. At an average Brent price of $85.0 per barrel the mid-point of the cash flow from operations guidance range is estimated to increase by approximately 19%, and at an average of $65.0 per barrel the mid-point is estimated to decrease by approximately 12%.

Notes

1. Aggregate oil equivalent production data comprised of light and medium crude oil and conventional natural gas production net to Prime’s W.I. in Agbami, Akpo and Egina fields. These production rates only include sold gas volumes and not those volumes used for fuel, reinjected or flared.
2. Entitlement production is calculated using the economic interest methodology and includes cost recovery oil, tax oil, royalty oil and profit oil and is different from working interest production that is calculated based on project volumes multiplied by Prime’s effective working interest in each license.
3. Cash flow from operations before working capital and interest payments.
4. Non-GAAP measures. Definitions and reconciliations to these non-GAAP measures are provided on pages 14-16 of the Report to Shareholders for the period ended March 31, ,2025.
5. Based on the Q1 2025 weighted average number of shares outstanding of 449,431,803.

Management Conference Call

Senior management will hold a conference call to discuss the results on Friday, May 16, 2025, at 09:00 (EST) / 14:00 (GMT) / 15:00 (CET). The conference call may be accessed by dial in or via webcast.

Participants should use the following link to register for the live webcast:

https://webcasting.buchanan.uk.com/broadcast/680f944fc26db8001247cb6f

Participants can also join via telephone with the instructions available on the following link:

https://url.de.m.mimecastprotect.com/s/FC-zC46A74ulzjgU3Hyc4JuC-?domain=urldefense.com

1. Click on the call link and complete the online registration form.
2. Upon registering you will receive the dial-in info and a unique PIN to join the call as well as an email confirmation with the details.            

Additional Information

This information is information that Africa Oil is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 5:00 p.m. EST on May 14, 2024.

Advisory Regarding Oil and Gas Information

The terms boe (barrel of oil equivalent) is used throughout this press release. Such terms may be misleading, particularly if used in isolation. Production data are based on a conversion ratio of six thousand cubic feet per barrel (6 Mcf: 1bbl). This conversion ratio is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency of 6:1, utilizing a conversion on a 6:1 basis may be misleading as an indication of value. Petroleum references in this press release are to light and medium gravity crude oil and conventional natural gas in accordance with NI 51-101 and the COGE Handbook.

Estimates of reserves in this press release were prepared using guidelines outlined in the Canadian Oil and Gas Evaluation Handbook and in accordance with National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities. The reserves estimates disclosed in this press release are estimates only and there is no guarantee that the estimated reserves will be recovered.

Forward-Looking Information

Certain statements and information contained herein constitute "forward-looking information" (within the meaning of applicable Canadian securities legislation), including statements related to: the enlarged base dividend distribution; the declaration of the $25 million quarterly dividend; schedules and costs of drilling activity including those offshore Namibia and Nigeria; the outcome and timing of exploration, appraisal and development activities including those offshore Namibia and Nigeria; the development of the Venus discovery; the ability of Africa Oil to secure farminee partners on acceptable terms in Equatorial Guinea; the ability of Africa Oil to deliver further growth or increased shareholder returns including by monetizing its assets; the ability of Africa Oil to grow into a leading independent E&P; the continuing benefits from funded, high value growth opportunities, including the Venus oil project in the Orange Basin; expectations regarding free-cash flow; the ability of Africa Oil to influence its JV partners to sustain and enhance production in Nigeria; and statements regarding access to business opportunities in Africa Oil’s regions of focus and unlocking new sources of growth capital. Such statements and information (together, "forward-looking statements") relate to future events or the Company's future performance, business prospects or opportunities.

All statements other than statements of historical fact may be forward-looking statements. Statements concerning proven and probable reserves and resource estimates may also be deemed to constitute forward-looking statements and reflect conclusions that are based on certain assumptions that the reserves and resources can be economically exploited. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as "seek", "anticipate", "plan", "continue", "estimate", "expect, "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions) are not statements of historical fact and may be "forward-looking statements". Forward-looking statements involve known and unknown risks, ongoing uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including statements pertaining to performance of commodity hedges, uninsured risks, regulatory and fiscal changes, availability of materials and equipment, unanticipated environmental impacts on operations, duration of the drilling program, availability of third party service providers and defects in title, the sustainability of Africa Oil across oil and gas price cycles, the enhanced visibility and certainty over the use of capital, and statements regarding capital priorities.  Forward-looking statements are based on a number of assumptions, including but not limited to, the ability of Africa Oil to delivery further growth, the ability to have a Board comprised at all times of a majority of independent non-executive directors, high value growth opportunities will continue to be funded, and the ability to access business opportunities in Africa Oil’s regions of focus. No assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. The Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as required by applicable laws. These forward-looking statements involve risks and uncertainties relating to, among other things, changes in macro-economic conditions and their impact on operations, changes in oil prices, reservoir and production facility performance, contractual performance, results of exploration and development activities, cost overruns, uninsured risks, regulatory and fiscal changes including defects in title, claims and legal proceedings, availability of materials and equipment, availability of skilled personnel, the need to obtain required approvals from regulatory authorities, timeliness of government or other regulatory approvals, actual performance of facilities, joint venture partner underperformance, availability of financing on reasonable terms, availability of third party service providers, equipment and processes relative to specifications and expectations and unanticipated environmental, health and safety impacts on operations, satisfaction of the conditions to consummate the Proposed Reorganization; failure to complete the Proposed Reorganization; the amount of costs, fees, expenses and charges related to the Proposed Reorganization; and the failure to realize the anticipated benefits of the Proposed Reorganization. Actual results may differ materially from those expressed or implied by such forward-looking statements.

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