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VANCOUVER, BC, Aug. 4, 2020 /CNW/ - Reconnaissance Energy Africa
Ltd. (the "Company" or
"ReconAfrica") (TSX-V: RECO) (OTC: RECAF)
(Frankfurt: 0XD) is pleased to
announce that it has entered into a letter agreement (the
"Agreement") with Haywood Securities Inc. ("Haywood")
as agent (the "Agent") and has obtained a receipt for a
preliminary short form prospectus (the "Preliminary
Prospectus") with the securities regulators in each of the
Provinces of Canada, other than
the Province of Québec, pursuant to which the Company proposes to
complete a public offering (the "Offering") of units (the
"Units") for gross proceeds of a minimum of C$6,000,000 and a maximum of C$10,000,000. Closing of the Offering is expected
to occur on or about August 19, 2020
(the "Closing Date").
Each Unit will consist of one common share (a "Common
Share") in the capital of the Company and one common share
purchase warrant (a "Warrant") of the Company at a price of
C$0.70. Each Warrant will entitle the
holder to acquire one Common Share at a price of C$1.00 for a period of five years from the
Closing Date. The Warrants will be subject to acceleration of the
expiry date to a date 30 calendar days following notice to be
provided to the holders of the Warrants by the Company in the event
that the daily volume weighted average trading price of the Common
Shares on the TSX Venture Exchange (the "Exchange") for any
period of 20 consecutive trading days equals or
exceeds C$3.00.
Pursuant to the Agreement, the Company will grant to the Agent
an option to cover over-allotments and for market stabilization
purposes to sell up to an additional 15% of the maximum number of
Units issued pursuant to the Offering on the same terms and
conditions as the Offering, exercisable in whole or in part, for a
period of 30 days from and including the Closing Date.
The net proceeds from the Offering will be used for the
transportation costs of shipping the Company's drilling rig over to
Namibia and to commence the
three-well exploration program in the Kavango Basin along with
working capital.
Completion of the Offering is subject to certain conditions
including, but not limited to, the receipt of all necessary
approvals, including the approval of the Exchange and applicable
securities regulatory authorities.
The Company has applied to list the Common Shares, the Warrant
Shares and the Warrants issuable in connection with the Offering on
the Exchange. Listing will be subject to the Company fulfilling all
of the listing requirements of the Exchange, including adequate
distribution of the Warrants.
A copy of the Preliminary Prospectus is available on the
Company's profile at www.sedar.com.
This news release does not constitute an offer to sell or a
solicitation of an offer to sell any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities Act") or
any state securities laws and may not be offered or sold within
the United States or to, or for
the account or benefit of, U.S. Persons unless registered under the
U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available.
ReconAfrica is a junior oil and gas company engaged
in the opening of the newly discovered deep Kavango Sedimentary
Basin, in northeastern Namibia and
northwestern Botswana, where the
Company holds petroleum licences comprising approximately 8.75
million contiguous acres.
Cautionary Note Regarding Forward-Looking
Statements: Certain statements contained in this news
release constitute forward-looking statements, including with
respect to completion of the Offering being subject to certain
conditions including the receipt of all necessary approvals,
including acceptance of the Exchange and applicable securities
regulatory authorities, including approval for the listing of the
Common Shares, the Warrant Shares and the Warrants, any potential
acceleration of the expiry date of the Warrants, and the use of
proceeds. These statements relate to future events or future
performance. Such statements include, without limitation,
statements regarding: the closing of the Offering and the use of
proceeds therefrom. The use of any of the words "could",
"intend", "expect", "believe", "will", "projected", "estimated" and
similar expressions and statements relating to matters that are not
historical facts are intended to identify forward-looking
statements and are based on ReconAfrica's current belief or
assumptions as to the outcome and timing of such future events.
Actual future results may differ materially. Various assumptions or
factors are typically applied in drawing conclusions or making the
forecasts or projections set out in forward-looking statements.
Those assumptions and factors are based on information currently
available to ReconAfrica. The forward-looking statements contained
in this news release are made as of the date hereof and ReconAfrica
undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, except as required by applicable securities laws.
Because of the risks, uncertainties and assumptions contained
herein, investors should not place undue reliance on
forward-looking statements. The foregoing statements expressly
qualify any forward-looking statements contained herein.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this
release.
SOURCE Reconnaissance Energy Africa Ltd.