Completion of Namibian Portfolio Farm-down to BP
Summary by AI BETAClose X
10 November 2026
ECO (ATLANTIC) OIL & GAS LTD.
(“Eco,” “Eco Atlantic,” the “Company,” or together with its subsidiaries, the “Group”)
Completion of Namibian Portfolio Farm-down to BP
Eco (Atlantic) Oil & Gas Ltd. (AIM: ECO, TSX‐V: EOG) (Toronto, Canada), the oil and gas exploration company focused on the offshore Atlantic Margins, is pleased to announce that on 9 November 2026, it received formal Ministerial deeds signature from the Honourable Minister of Industries, Mines and Energy of Namibia for the transfer and assignment deeds, and renewal deeds to enter into the next exploration period, being the final closing step following the Section 11 consent letter received on 1 October 2026 and previously announced on 2 October 2026 for the farm-down of a 60% participating interest (“PI”) in all three of its Petroleum Exploration Licenses (“PELs”) offshore Namibia to BP Namibia Energy Ltd, a wholly owned subsidiary of BP Exploration Operating Company Limited (“BP”) (“Completion”).
Further to the announcements on 13 April 2026 and 02 October 2026 regarding the Farmout Agreement (“FOA”), Eco, through its wholly owned subsidiaries: Azinam Group Limited, Eco Oil & Gas Namibia (Proprietary) Limited (“Eco Namibia”) and Eco Oil & Gas Services (Proprietary) Limited (“Eco Services”) has completed the farm-down of an aggregate of 60% Participating Interest and transferred Operatorship to BP in respect of Block 2012A PEL97 (“Cooper License”), Blocks 2111B and 2211A PEL99 (“Guy License”) and Blocks 2211B and 2311A PEL100 (“Tamar License”) (the "Transaction").
The Transaction now enables the Joint Venture (“JV”) to embark on a comprehensive exploration work program under BP’s operatorship, while substantially reducing Eco’s funding exposure and retaining material upside across the three licenses. The JV is preparing to commence a new large 3D seismic acquisition programme on PEL99 and PEL100, which is expected to commence in the coming weeks, marking an important next step in progressing the exploration potential of the portfolio. Eco intends to use the cash proceeds of the Transaction to support the Company’s ongoing exploration and appraisal activities across its Atlantic Margin portfolio and for general working capital purposes.
Transactions Highlights:
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A one time cash consideration of US$2.7 million to be received by Eco on 16 November 2026 |
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Eco retains a 25% participating interest in PEL97, PEL99, and PEL100 ("Eco’s 25% Retained PI"). |
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BP to carry 100% of Eco’s 25% Retained PI as well as Eco's proportionate share of the NAMCOR (10%) and the Local Partners (5%) participating interests across PEL97, PEL99 and PEL100 during the current exploration phase (the First Renewal Period), |
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The exploration work program now approved by the government of Namibia, and for which Eco is carried, includes; completing seismic reprocessing on PEL97 and acquiring at least 3,000km2 of new 3D Seismic data on PEL99 and PEL100. Preparations are underway for the new 3D seismic acquisition programme, which is expected to commence in the coming weeks. |
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If BP and partners elect to enter the Second Renewal Period of the license term in 2028 and commit to drilling an exploration well, Eco will have the option to either: |
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exercise a Put Option to transfer an additional 10% PI to BP in exchange for a full carry on Eco's remaining 15% PI subject to a cap of US$21 million net to Eco for each well on each of the licenses (PEL97, PEL99, and PEL100); The maximum aggregate Carry consideration payable by BP in respect of each Put Option (should all Put Options namely on PEL97, PEL99, and PEL100 be exercised) is US$63 million subject to a cap of US$21 million per Put Option; or |
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elect to retain its 25% PI of the costs associated with such drilling of a well during the Second Renewal Period. Eco can elect to retain its 25% paying interest and/or to farm out to other potential partners (subject to such partners meeting technical and financial qualifications). |
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The Transaction constitutes an arm’s length transaction for purposes of TSXV policies. No finder’s fees are payable in connection with the Transaction. No insiders of the Company have any interest in the Transaction. The Transaction has received conditional acceptance from the TSX Venture Exchange and remains subject to final acceptance of the TSX Venture Exchange, which is expected following the filing of customary closing documentation. |
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Gil Holzman, President and Chief Executive Officer of Eco Atlantic, commented:
“The successful completion of the farm down of our Namibia portfolio to BP is a landmark achievement not only for Eco but also for Namibia’s oil and gas sector, which has now gained another leading International Oil Company (“IOC”) operator in its prospective offshore acreage. This transaction once again evidences our ability to execute our strategy of derisking our portfolio through partnerships with IOCs and experienced operators while continuing to hold material exposure to prospective acreage with substantially reduced financial commitments.
We are particularly grateful to the Government of Namibia, the Ministry of Industries, Mines and Energy and the Upstream Petroleum Unit for their professionalism, efficiency and collaborative approach in progressing the necessary approvals. The timely completion of this transaction reflects Namibia’s supportive and transparent regulatory environment, which continues to attract international investment and facilitate meaningful partnerships across the sector.
As we enter this next phase alongside BP, NAMCOR, and our local partners we look forward to building on the strong relationships we have established in Namibia and advancing exploration across all three prospective licences, with a large-scale 3D seismic acquisition programme expected to commence in the coming weeks. The combination of international technical expertise, trusted local partnerships, and a supportive regulatory framework positions Eco well for the next stage of exploration and value creation for all our stakeholders.
Beyond Namibia, we remain focused on progressing and completing our other transformational farm-outs and M&A transactions in our other key jurisdictions: the Falkland Islands and Guyana."
Details of the Transaction
Completion follows the satisfaction of customary conditions precedent including the receipt of requisite regulatory approvals (Section 11 and grant of First Renewal Period) from the government of Namibia.
Following Completion, the PEL097 interests of the JV partners are as follows: BP Namibia Energy Ltd has become the Operator of the Block, holding a 60% Participating Interest; Eco Oil & Gas Namibia (PTY) Limited, holds a 25% Participating Interest; NAMCOR retains a 10% Participating Interest; Tangi Trading Enterprise CC, retains a Participating Interest of 5%.
Following Completion, the PEL099 interests of the JV partners are as follows: BP Namibia Energy Ltd has become the Operator of the Block, holding a 60% Participating Interest; Eco Oil & Gas Namibia (PTY) Limited, holds a 25% Participating Interest; NAMCOR retains a 10% Participating Interest; Lotus Exploration (Pty) Ltd, retains a Participating Interest of 5%.
Following Completion, the PEL100 interests of the JV partners are as follows: BP Namibia Energy Ltd has become the Operator of the Block, holding a 60% Participating Interest; Eco Oil & Gas Services (PTY) Limited, holds a 25% Participating Interest; NAMCOR retains a 10% Participating Interest; Moonshade Investments (Pty) Ltd, will retain a Participating Interest of 5%.
**ENDS**
For more information, please visit www.ecooilandgas.com or contact the following.
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Eco Atlantic Oil and Gas |
c/o Celicourt +44 (0) 20 7770 6424 |
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Gil Holzman, President & Chief Executive Officer Alice Carroll, VP Business Development & Corporate Affairs |
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Strand Hanson (Financial & Nominated Adviser) |
+44 (0) 20 7409 3494 |
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James Harris, James Bellman, Edward Foulkes |
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Canaccord Genuity (Joint Broker) |
+44 (0) 20 7523 8000 |
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Henry Fitzgerald-O'Connor, Rory Blundell, Charlie Hammond |
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Berenberg (Joint Broker) |
+44 (0) 20 3207 7800 |
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Matthew Armitt |
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Celicourt (PR) |
+44 (0) 20 7770 6424 |
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Mark Antelme, Kathleen Beams |
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Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended by virtue of the Market Abuse (Amendment) (EU Exit) Regulations 2019. This news release contains material information within the meaning of applicable Canadian securities laws. For the purposes of applicable UK legislation, this announcement contains inside information.
About Eco Atlantic:
Eco Atlantic is a TSX-V and AIM-quoted Atlantic Margin-focused oil and gas exploration company with offshore license interests in Guyana, Namibia, and South Africa. Eco aims to deliver material value for its stakeholders through its role in the energy transition to explore for low carbon intensity oil and gas in stable emerging markets close to infrastructure.
In Offshore Guyana, in the proven Guyana-Suriname Basin, the Company operates a 100% Working Interest in the 1,354 km2 Orinduik Block. In Namibia, following the completion of the farm-down to BP, the Company holds a 25% Working Interest in three offshore Petroleum Licenses: PELs: 97, 99, and 100, representing a combined area of 22,893 km2 in the Walvis Basin. In Offshore South Africa, Eco holds a 5.25% Working Interest in Block 3B/4B and a 37.5% Working Interest in Block 1 CBK, in the Orange Basin, totalling approximately 37,510km2.
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Figure 1: Map of PEL97, PEL99, PEL100 in Walvis Basin, Offshore Namibia |
Forward-Looking Statements
Statements contained in this document that are not historical facts are forward-looking statements that involve various risks and uncertainty affecting the business of Eco. Such statements can be generally, but not always, identified by words such as “expects”, “plans”, “anticipates”, “intends”, “estimates”, “forecasts”, “schedules”, “prepares”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. All estimates and statements that describe Eco’s operations are forward-looking statements under applicable securities laws and necessarily involve risks and uncertainties including, without limitation: risks associated with oil and gas exploration, development, exploitation and production, geological risks, marketing and transportation, availability of adequate funding, volatility of commodity prices, environmental risks, competition from other producers, and changes in the regulatory and taxation environment. Actual results may vary materially from the information provided in this document, and there is no representation by the Company that the actual results realized in the future will be the same in whole or in part as those presented herein. Eco undertakes no obligation, except as otherwise required by law, to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors change.
In particular, this announcement contains forward-looking statements relating to: the commencement, timing and scope of the 3D seismic acquisition programme on PEL99 and PEL100 and the seismic reprocessing on PEL97; BP’s carry of Eco’s interests during the current exploration phase; entry into the Second Renewal Period, any commitment to drill exploration wells and the exercise of any Put Option; that final acceptance of the TSX Venture Exchange will be obtained and the Company’s intended use of the proceeds of the Transaction. These forward-looking statements are based on assumptions that management believes are reasonable, including that: BP and the other parties will perform their obligations under the FOA and the applicable joint operating agreements; the approved work programme will proceed as planned; seismic vessels, equipment and personnel will be available when required; and the licences will remain in good standing. Forward-looking statements are subject to known and unknown risks and uncertainties, including that: the work programme may be delayed, modified or not carried out; BP and the joint venture partners may not elect to enter the Second Renewal Period or commit to drilling; costs may exceed the carry caps; that final acceptance of the TSX Venture Exchange may not be obtained on a timely basis and the general risks of oil and gas exploration, including geological risk, availability of adequate funding, commodity price volatility, environmental risks, and changes in the regulatory and fiscal regime in Namibia.
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