Canadian Overseas Petroleum Limited ("COPL"), an international oil and gas exploration and development company focused on sub-Sahara Africa, announces that:
· COPL has closed a non-brokered private placement of Units with institutional investors, family office, high net worth private investors, the Company's Chief Executive Officer and Directors (the "Investors") to raise gross proceeds of £6,000,000 (the "Placing") at a price of 0.2 pence per Unit (the "Placing Price") with each Unit consisting of one common share of no par value in the capital of the Company (each a "Common Share") and one half of one warrant, each whole warrant entitling the holder to purchase a Common Share at 0.26 pence for 12 months from the settlement date of the Placing (each a "Purchase Warrant"). The Placing to the Investors was priced at a 16% discount to the closing price of COPL's Common Shares on December 21, 2020.
· Arthur Millholland, the Company's Chief Executive Officer is participating in the Placing for £115,000 to acquire 57,500,000 Units and Directors and the Company Secretary have subscribed for a total of 15,475,000 Units as detailed herein.
The net proceeds from the Placing will be used for the acquisition of Atomic Oil and Gas LLC announced by the Company on December 16, 2020, other expenditures related to the Atomic acquisition, and for general corporate purposes.
COPL will pay a finder's fee of 7.0% in common shares and 7.5% in common share purchase warrants in relation to the Placing. The finder's common share purchase warrants are exercisable into one Common Share at a price of 0.26p per share for a period of twelve months.
Following the Placing, and including the common shares issued pursuant to the finder's fee, the Company will have a total of 8,069,746,472 Common Shares issued and outstanding. There are no Common Shares held in treasury and therefore the total number of voting rights in the Company is 8,069,746,472 . This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
Arthur Millholland, President and CEO, commented : "This Placing entered into just before the Holiday period speaks volumes to the quality of the assets we will acquire under the Atomic acquisition. My participation in the Placing along with some new shareholders, and the support of existing shareholders who are well known investors in the Oil and Gas E&P space, some of whom I have known for 20 years, certainly confirms the quality of the opportunity we have entered into."
Ryan Gaffney, CFO, added : "This Placing will allow the Company to progress the Atomic acquisition. We believe it will give confidence to the debt investors COPL has been in discussions with to provide the debt required to complete the transaction. We will now focus our attention to the next phase to completion."