Reconnaissance Energy closes $20.37-million offering

Executive Summary

• ReconAfrica closed an upsized underwritten public offering of units at C$0.60 per unit, raising gross proceeds of $20,373,740.
• Proceeds will fund appraisal and exploration on the Ngulu PSC offshore Gabon, road/rig/site maintenance in Namibia, Phase 1 commitments in Angola, and general working capital.
• The company appointed Mark Friesen as Vice‑President, Investor Relations & Capital Markets and granted incentive stock options for 625,000 common shares at $0.60 each.

Key Details

• Offering Structure: Each unit = 1 common share + 1 common share purchase warrant (exercise price $0.72, exercisable until Sept 29 2027).
• Pricing & Size: Units sold at C$0.60 per unit; total gross proceeds $20.373 M; includes overallotment option exercised.
• Lead Underwriter: Research Capital Corp. (sole bookrunner); syndicate also included Canaccord Genuity Corp. and Haywood Securities Inc.
• Warrant Trading Symbol: RECO.WT.B on TSX‑V, expected to commence trading ~Oct 3 2025 pending exchange acceptance.
• Underwriter Compensation:
• Cash commission 6.0% of gross proceeds (except certain sales at 3.0%) = $1,088,428.80.
• Broker warrants issued equal to 6.0% of units sold (excluding specific sales) = 1,744,524 broker warrants (exercise price $0.60, exercisable until Sept 29 2027).
• Advisory fee: $56,500 plus 34,500 advisory broker warrants on same terms.
• Related Party Participation: Insiders purchased 18,400 units; transaction exempt from MI 61‑101 valuation/approval thresholds (<25% market cap).
• Financial Advisor Fees: Research Capital received $120,000 cash (plus taxes) and 166,667 units for advisory services related to the Gabon PSC.
• Use of Proceeds:
• Acquire geological & geophysical studies; reprocess 3‑D seismic data on Ngulu block (offshore Gabon).
• Fund appraisal/exploration expenses for Ngulu PSC.
• Cover road, rig, and site maintenance costs in Namibia.
• Support Phase 1 commitments in Angola.
• General working capital.
• Corporate Appointment: Mark Friesen appointed Vice‑President, Investor Relations & Capital Markets effective Oct 1 2025.
• Incentive Stock Options: Granted to officers, employees, consultants – 625,000 common shares at $0.60 exercise price; five‑year term expiring Sept 30 2030; resale restrictions until Jan 30 2026 per TSX‑V policy.

Notable Quotes

“We are pleased to announce the successful closing of this offering… This financing strengthens our ability to advance our high‑impact drilling program focused on the highly anticipated Kavango West 1X well in Namibia and execute on our new business plan on the Ngulu block, offshore Gabon.” – Brian Reinsborough, President & CEO, ReconAfrica.