Duma Energy Corp announced that it has entered into an agreement, dated August 7, 2012 (the “Agreement”), to acquire Namibia Exploration, Inc. (“NEI”), a company organized under the laws of the State of Nevada, USA. As a result of the completion of the acquisition, NEI would become a wholly-owned subsidiary of Duma. NEI holds the rights to a 39% working interest in an onshore Namibian petroleum concession measuring approximately 5.3 million acres.
“The Owambo Basin in Namibia, where our concession is located, is in the northern part of the country near the border of Angola. The exploration potential of this large concession is high and the preliminary data is encouraging,” stated Jeremy G. Driver, Chairman and CEO of Duma. He went on to say, “This acquisition fits our stated strategy of producing domestic cash flow in order to fund high impact international opportunities.”
“Africa remains a vastly under-explored continent despite increasing discoveries in recent years of world class oil and gas reserves by companies such as Kosmos and Tullow PLC. Major and independent players such as Chevron and Hyperdynamics have secured huge acreage positions and are budgeting billions of dollars for exploration,” said Pasquale Scaturro, Hydrocarb’s President and Chief Operating Officer. Mr. Scaturro further stated, “The Owambo Basin concession is over 5 million acres, roughly the size of Massachusetts. It has all of the key ingredients for becoming a major oil province, including good reservoir and source rocks that extend into southern Angola, one of the top oil producers in Africa. The commercial terms of our Petroleum Contract are highly favorable and since our concessions are onshore, operating and exploration costs are a fraction of those offshore.”
As a consequence of the completion of the acquisition, Duma, through NEI, will have acquired and been assigned a 39% working interest (43.33% cost responsibility) in and to an onshore African petroleum concession (the “Concession”) located in the Republic of Namibia which is approximately 5.3 million acres in size and covered by Petroleum Exploration License No. 0038 as issued by the Republic of Namibia Ministry of Mines and Energy.
Duma will then hold its indirect working interest in the Concession in partnership with the National Petroleum Corporation of Namibia Ltd. (“NPC Namibia”) and Hydrocarb Namibia Energy Corporation (“Hydrocarb Namibia”), a company chartered in the Republic of Namibia and which is a majority owned subsidiary of Hydrocarb Corporation (“Hydrocarb”), a company organized under the laws of the State of Nevada, USA. Hydrocarb Namibia, as operator of the Concession, will then hold a 51% working interest (56.67% cost responsibility) in the Concession and NPC Namibia will then hold a 10% carried working interest in the Concession. The assignment of the 39% working interest to NEI from Hydrocarb Namibia is subject to the prior approval of the government of the Republic of Namibia.
Pursuant to the terms of the Agreement, Duma is required to issue shares of stock as consideration for the acquisition in accordance with particular milestones based upon market capitalization levels which must be reached within 10 years after the closing of the Agreement. The shares of Duma to be issued pursuant to the Agreement have not been registered under the Securities Act of 1933, as amended (the “Act”), or under the securities laws of any state in the United States, and were issued in reliance upon an exemption from registration under the Act. The securities may not be offered or sold in the United States absent registration under the Act or an applicable exemption from such registration requirements.