The oil company Boston International has announced that it has entered into preliminary discussions with the shareholders of Topic SA with a view to acquiring all (or at least a majority) of the issued share capital of Topic in exchange for the issuance new common shares of the Company (the “Potential Acquisition”).
Topic is a private oil and gas exploration and production company, incorporated in Tunisia, which holds interests in three offshore and onshore oil and gas blocks in Tunisia:
– a 100% working interest in the oil and gas block off the coast of Tunisia.
– a 100% operating interest in the Halk el Menzel offshore concession block, which includes the Halk el Menzel oil field in production and which covers an offshore area of 570 km(2) in the Gulf of Hammamet, in the north of the Tunisia. The national oil company, Entreprise Tunisienne d’Activités Pétrolières (ETAP), retains an option to acquire 50% of the concession in the event of a new discovery in the concession area;
– a 15% interest (30% active interest) in the onshore exploration block Jelma, covering an area of 7,216 km(2) located in the center-west of Tunisia – the block being currently exploited by the Tunisian Petroleum Activities Company (ETAP), which holds an 85% stake; And
– a 43.75% stake in the Zelfa offshore concession block, covering an area of 100 km(2) and also located in the Gulf of Hammamet, in northern Tunisia, Topic being the operator.
The potential acquisition, if completed, would result in the company’s current shareholders having a minority stake in the wider group and would constitute a reverse takeover (“RTO”) under the listing rules of the Financial Conduct Authority. (FCA) The company has therefore requested the immediate suspension of the listing of its ordinary shares issued on the official list of the London Stock Exchange.
The potential acquisition remains subject to, among other things, the completion of customary due diligence and regulatory approvals, and there is therefore no certainty that the potential acquisition will occur.
Boston International President Christopher Pitman commented on the transaction as follows:
“This potential transaction offers shareholders an exciting opportunity to participate in the exploration, evaluation and development of offshore and onshore oil reserves in Tunisia, as well as in the North Africa region.”
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