Thursday, 23 July 2026 02:00 AM
Regulatory
ECO (ATLANTIC) OIL & GAS LTD.
("Eco," "Eco Atlantic," "Company," or together with its subsidiaries, the "Group")
Audited Results for the Year Ended 31 March 2026
Adoption Of Semi-Annual Financial Reporting
TORONTO, ON / ACCESS Newswire / July 23, 2026 / Eco (Atlantic) Oil & Gas Ltd. (AIM:ECO)(TSXV:EOG), the oil and gas exploration company focused on the offshore Atlantic Margins, is pleased to announce its audited results for the year ended 31 March 2026.
Highlights:
Financials (as at 31 March 2026)
The Company had cash and cash equivalents of US$10.7 million and no debt as at 31 March 2026.
The Company had total assets of US$30.7 million, total liabilities of US$12.9 million and total equity of US$17.8 million as at 31 March 2026.
The trading of the common shares of no-par value each in the Company ("Common Shares") were migrated to the London Stock Exchange's SETS trading platform ("SETS"), effective 19 February 2026 to ensure better liquidity and seamless trading.
On 29 January 2026, Eco completed a direct equity subscription raising US$10 million, net (£7.4 million) with new Israeli based institutional investors through the issue of 26,909,091 new Common Shares (the "Subscription Shares") and the issuance of one warrant for each Subscription Share.
Post-period end
Subsequent to the reporting period and through to the date of this announcement, 2,100,000 stock options were exercised into Common Shares for an aggregate amount of US$567,500.
On 21 April 2026 the Company announced the issuance of Common Shares, Restricted Share Units ("RSUs") and stock options to certain directors, officers and consultants of the Company. The RSUs will automatically vest one year after the date of grant and convert into 6,537,500 Common Shares of the Company.
Operations:
Overall Portfolio
On 4 December 2025 Eco Atlantic announced the signing of binding Framework and Option Agreements with Navitas Petroleum LP ("Navitas") for Orinduik Block offshore Guyana (the "Orinduik Block") and Block 1 CBK ("Block 1 CBK") offshore South Africa as well as ongoing and future oil and gas cooperation for the entire portfolio and new ventures (the "Strategic Partnership").
As part of the Strategic Partnership, Navitas paid Eco Atlantic US$2.0 million to enter into an exclusive option agreement for the right to farm-in to the Orinduik Block offshore Guyana (the "Orinduik Option") and Block 1 CBK offshore South Africa (the "Block 1 CBK Option" and together, the "Options").
The Orinduik Option, which may be exercised within twelve months and upon payment of US$2.5 million to Eco, enables Navitas to farm-in to the Orinduik Block to acquire an 80% working interest ("WI") and operatorship, and will carry Eco up to gross US$55m in respect of the work to be performed in the Orinduik Block which may include drilling an exploration well or appraising the existing heavy oil discoveries for potential development and commercialisation.
The Block 1 CBK Option was exercised by Navitas on 20 May 2026, resulting in the farm down of 37.5% of Eco's WI and operatorship of Block 1 CBK to Navitas (the "Agreement"). As part of this Agreement, Navitas will carry Eco's share of the exploration work programme in Block 1 CBK.
The Agreement is conditional on receipt of customary regulatory approvals, from the Petroleum Agency of South Africa and the TSX Venture Exchange (the "TSXV") and receipt of US$4.0 million cash payment from Navitas to Eco.
Namibia
On 13 April 2026, the Company announced it signed an agreement on 10 April 2026 to farm down 60% participating interest ("PI") in its Petroleum Exploration Licenses ("PEL"), 97, 99, and 100, offshore Namibia to BP Namibia Energy Ltd, a wholly owned subsidiary of BP Exploration Operating Company Limited ("BP").
Upon successful completion of the transaction, Eco through its wholly owned subsidiaries will retain a 25% interest in PEL97, PEL99 and PEL100 ("Eco's 25% Retained PI").
Transaction Highlights:
A one-time cash consideration of US$2.7 million payable at transaction completion.
BP will carry 100% of Eco's 25% Retained PI as well as Eco's proportionate share of the NAMCOR (10%) and the Local Partners (5%) PI Carry on PEL97, PEL99 and PEL100 against the current exploration phase.
The proposed exploration work program includes; completing seismic reprocessing on PEL97 and carrying out a 3D Seismic Survey of at least 3,000km2 on PEL99 and PEL100.
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 (i) 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); or (ii) elect to retain its 25% PI of the costs associated with such drilling of a well during the Second Renewal Period.
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 with a cap of US$21 million per Put Option.
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).
The transaction is subject to all customary approvals being obtained from the Government of Namibia in relation to the transfer of PI and transfer of Operatorship to BP and acceptance by the TSXV.
On 16 September 2025 a farm-out of its entire WI in PEL 98 (Block 2213 "Sharon Block") to an arms-length wholly Namibian-owned company, Lamda Energy (Pty) Ltd ("Lamda Energy") (the "Sharon Farm-Out").
Eco received formal Ministerial approval from the Ministry of Industries, Mines and Energy of Namibia for the Section 11 assignment relating to its farm-out of PEL 98 on June 29, 2026.
Eco and Lamda Energy are now completing the remaining transaction documentation, with completion of the Sharon Farm-Out expected shortly.
South Africa
Block 1 CBK
On 3 December 2025 Eco, through its subsidiary Azinam South Africa Limited ("Azinam SA"), signed an exclusive option agreement with its local partner OrangeBasin Energies (Pty) Ltd ("OrangeBasin Energies") to acquire a further 20% participating interest in Block 1 CBK for a cash and shares consideration.
Following a review of geological data by Navitas, on 20 May 2026, Eco signed a definitive agreement to farm down a 37.5% WI in Block 1 CBK offshore South Africa to Navitas.
The Agreement is conditional on receipt of customary regulatory approvals, from the Petroleum Agency of South Africa and the TSX Venture Exchange and receipt of US$4.0 million cash payment from Navitas to Eco.
Upon completion, Navitas will become the Operator of Block 1 CBK with 37.5% WI (and up to 47.5% WI pending exercise of the Eco-OrangeBasin Energies option).
Under the Block 1 CBK Option, Navitas has the right to acquire 50% of this option, which is exercisable at Eco's and Navitas' mutual consent at any point throughout the term of the initial exploration period expiring in February 2028.
Block 3B/4B
At Block 3B/4B, Eco is awaiting conclusion of the appeals process from South Africa's Department of Forestry, Fisheries and the Environment regarding the Environmental Impact Assessment (EIA) process for drilling permits for the block with approval expected to enable the spudding of the first exploration well on the block.
As previously announced on 6 March 2024, Eco secured a fully carried position through the first two exploration wells on Block 3B/4B and will receive from its block JV partners an additional $11.5m upon final drilling permit and spud of the first exploration well.
Falkland Islands
Eco signed a binding agreement on 10 March 2026 with JHI Associates Inc. in which Eco agreed to acquire the entire issued and to be issued shares of JHI not already held by Eco (the "Acquisition").
Following approval by JHI shareholders, on May 18, 2026, Eco confirmed that JHI had successfully obtained, on May 15, 2026, the final order approval from the Ontario Superior Court of Justice (Commercial List), approving a court-approved plan of arrangement (the "Arrangement") as proposed.
At JHI's annual and special meeting of shareholders held on 12 May 2026, 100% of the votes cast were in favour of the plan of Arrangement with Eco, further demonstrating an overwhelming alignment on the transaction.
On 12 January 2026, Navitas signed a non-binding Memorandum of Agreement with JHI for a farm-in to acquire a 65% WI in the PL001 North Falklands Basin License ("PL001"). PL001 is adjacent to the Navitas operated Sea Lion Development.
Guyana
Eco, together with Navitas, is engaging in ongoing, constructive discussions with the Ministry of Natural Resources ("MNR"), Government of Guyana, regarding a new license for Eco and Navitas's appraisal and exploration programme on the Orinduik Block area.
Corporate:
On 27 March 2026, all resolutions were approved and duly passed at the Company Annual General Meeting ("AGM") held in Toronto. Following the AGM, the previously indicated board changes took place, and the board of directors appointed Keith Hill as Non-Executive Chairman, succeeding Peter Nicol, effective 30 March 2026. Peter Nicol remains as a Non-Executive Director.
On 7 November 2025, the Company announced the sudden passing of Mr. Colin Kinley, a board member and Chief Operating Officer of Eco Atlantic. Mr. Kinley had a distinguished career spanning more than 45 years in the mining and oil and gas frontier exploration industries. In addition to his co-founding role with Eco, and the wealth of knowledge and experience he has brought to the Company over the years, he has served as a valued director and senior executive of numerous public companies.
Gil Holzman, President and Chief Executive Officer of Eco Atlantic, commented:
"The past twelve-month period has been truly transformational for Eco, marked by significant progress across our Atlantic Margin portfolio. Our farm-down agreement with BP in Namibia alongside our strategic framework agreement with Navitas represented major milestones for the Company, validating the quality of our licenses, further derisking our operations, and positioning Eco alongside four of the world's leading oil and gas companies (TotalEnergies, Qatar Energy, Navitas & BP), all while maintaining meaningful, carried working interests across our highly prospective projects.
"We have also seen significant progress in South Africa, where Navitas' farm-in to Block 1 CBK continues to progress having been well-received by in-country stakeholders. This transaction once again further derisks our operations while maintaining sizeable exposure for Eco to the frontier Orange Basin. At Block 3B/4B, we and our partners have continued to await a decision regarding the Environmental Impact Assessment for the first exploration well, but have been encouraged to see the South African government's renewed focus on developing local oil and gas resources. We look forward to providing further updates on both blocks in due course.
"The period also saw Eco increase its exposure to one of the most exciting emerging exploration and production jurisdictions globally through our acquisition of JHI and subsequent increased interest in PL001 offshore the Falkland Islands, which lies adjacent to the Navitas-operated Sea Lion Field under development. This acquisition, which we expect to close soon, alongside Navitas' farm-in to PL001 means Eco is once again closely aligned with a proven operator in a highly prospective region.
"In Guyana, Eco was pleased to welcome Navitas as potential partners in the Orinduik Block, where both parties have already begun conducting joint technical workshops. Both ourselves and Navitas continue to hold positive talks with the MNR following our application for a new licence over the block which we expect to complete in Q3 2026.
"Financially, we remain in a strong position, ending the year debt free with a healthy cash balance, further strengthened by our successful US$10 million fundraising and migration to the London Stock Exchange's SETS trading platform. We were also pleased to strengthen our Board during the year with Keith Hill's appointment as Non-Executive Chairman, bringing decades of international exploration and corporate leadership experience to support Eco's next phase of growth. I would also like to once again recognise the immense contribution of our late co-founder and Chief Operating Officer, Colin Kinley, whose expertise and vision helped shape Eco into the company it is today.
"Overall, this period demonstrated our ability to build and enhance a diversified portfolio of high-quality Atlantic Margin assets with the world's leading E&P companies as partners, whilst preserving capital discipline and maintaining significant upside for shareholders. As we enter the next phase of growth, with multiple regulatory approvals, deal completions, and exploration activity expected across the portfolio, Eco is exceptionally well-positioned to deliver long-term value, and we look forward to updating shareholders as we deliver these important catalysts in the near future."
Adoption Of Semi-Annual Financial Reporting
Eco is also pleased to announce that it has elected to adopt semi-annual financial reporting in reliance on Coordinated Blanket Order 51-933 - Exemptions to Permit Semi-Annual Reporting for Certain Venture Issuers (the "Blanket Order") adopted by the Canadian Securities Administrators. This news release is being filed pursuant to the Blanket Order.
The Blanket Order allows eligible venture issuers to voluntarily move from a quarterly to a semi-annual financial reporting framework. The Company's fiscal year ends on March 31.
Subject to satisfying the applicable eligibility requirements of the Blanket Order, the Company expects to transition from quarterly to semi-annual financial reporting and accordingly does not expect to file interim financial statements and associated management's discussion and analysis ("MD&A") for the three-month period ending June 30, 2026.
The Company will continue to file audited annual financial statements and unaudited six-month interim financial reports in accordance with applicable securities laws, and will continue to provide timely disclosure regarding material changes and material facts in accordance with applicable securities laws.
The Company's unaudited financial statements for the three and six month periods ended 30 September 2025 is available for download on the Company's website at www.ecooilandgas.com and on SEDAR+ at www.sedarplus.ca.
The following are the Company's Balance Sheet, Income Statements, Cash Flow Statement and selected notes from the annual Financial Statements. All amounts are in US Dollars, unless otherwise stated.
Balance Sheet
| March 31, |
|
| March 31, |
| |||
| 2026 |
|
| 2025 |
| |||
Assets |
|
|
|
|
|
| ||
Current Assets |
|
|
|
|
|
| ||
Cash and cash equivalents |
|
| 10,754,585 |
|
|
| 4,726,152 |
|
Short-term investments |
|
| 71,939 |
|
|
| 69,676 |
|
Government receivable |
|
| 41,847 |
|
|
| 58,933 |
|
Amounts owing by license partners |
|
| - |
|
|
| 206,818 |
|
Accounts receivable and prepaid expenses |
|
| 89,231 |
|
|
| 54,550 |
|
Total Current Assets |
|
| 10,957,602 |
|
|
| 5,116,129 |
|
|
|
|
|
|
|
|
| |
Non- Current Assets |
|
|
|
|
|
|
|
|
Investment in associate |
|
| 4,434,677 |
|
|
| - |
|
Petroleum and natural gas licenses |
|
| 15,289,017 |
|
|
| 16,447,274 |
|
Total Non-Current Assets |
|
| 19,723,694 |
|
|
| 16,447,274 |
|
Total Assets |
|
| 30,681,296 |
|
|
| 21,563,403 |
|
|
|
|
|
|
|
|
| |
Liabilities |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities |
|
| 2,099,596 |
|
|
| 1,178,785 |
|
Total Current Liabilities |
|
| 2,099,596 |
|
|
| 1,178,785 |
|
|
|
|
|
|
|
|
| |
Warrant liability |
|
| 10,798,993 |
|
|
| - |
|
Total Liabilities |
|
| 12,898,589 |
|
|
| 1,178,785 |
|
|
|
|
|
|
|
|
| |
Equity |
|
|
|
|
|
|
|
|
Share capital |
|
| 122,596,984 |
|
|
| 107,129,936 |
|
Restricted share units reserve |
|
| 920,654 |
|
|
| 1,038,722 |
|
Warrants |
|
| - |
|
|
| 10,600,927 |
|
Stock options |
|
| 3,409,325 |
|
|
| 3,209,329 |
|
Foreign currency translation reserve |
|
| (1,567,560 | ) |
|
| (1,527,171 | ) |
Accumulated deficit |
|
| (107,576,696 | ) |
|
| (100,067,125 | ) |
|
|
|
|
|
|
|
| |
Total Equity |
|
| 17,782,707 |
|
|
| 20,384,618 |
|
|
|
|
|
|
|
|
| |
Total Liabilities and Equity |
|
| 30,681,296 |
|
|
| 21,563,403 |
|
Income Statement
| Year ended |
| ||||||
| March 31, |
| ||||||
| 2026 |
|
| 2025 |
| |||
Operating expenses (gain) |
|
|
|
|
|
| ||
Operating costs, net |
|
| 2,880,601 |
|
|
| 2,816,892 |
|
Impairment of Sharon license |
|
| 1,533,257 |
|
|
| - |
|
Compensation costs |
|
| 1,630,983 |
|
|
| 1,230,813 |
|
Professional fees |
|
| 1,023,219 |
|
|
| 540,221 |
|
General and administrative costs |
|
| 1,060,919 |
|
|
| 708,805 |
|
Interest income |
|
| (37,795 | ) |
|
| (92,074 | ) |
Share-based compensation |
|
| 633,937 |
|
|
| 426,897 |
|
Foreign exchange loss |
|
| 248,207 |
|
|
| 41,577 |
|
Income from option grant to Navitas |
|
| (2,000,000 | ) |
|
| - |
|
Gain on farm-out of Block 3b/4b |
|
| - |
|
|
| (3,395,582 | ) |
|
|
|
|
|
|
|
| |
Operating loss |
|
| (6,973,328 | ) |
|
| (2,277,549 | ) |
|
|
|
|
|
|
|
| |
Other Non-Operating Charges |
|
|
|
|
|
|
|
|
Fair value change in warrant liability |
|
| (4,970,920 | ) |
|
| - |
|
Reversal of impairment on investment in associate |
|
| 4,434,677 |
|
|
| - |
|
Net loss for the year, after taxes |
|
| (7,509,571 | ) |
|
| (2,277,549 | ) |
|
|
|
|
|
|
|
| |
Foreign currency translation adjustment |
|
| (40,389 | ) |
|
| 41,298 |
|
Comprehensive loss for the year |
|
| (7,549,960 | ) |
|
| (2,236,251 | ) |
|
|
|
|
|
|
|
| |
Basic and diluted net loss per share: |
|
| (0.023 | ) |
|
| (0.006 | ) |
Weighted average number of ordinary shares used in computing basic and diluted net loss per share |
|
| 319,949,321 |
|
|
| 358,131,654 |
|
Cash Flow Statement
| March 31, |
| ||||||
| 2026 |
|
| 2025 |
| |||
Cash flow from operating activities |
|
|
|
|
|
| ||
Net loss from operations |
|
| (7,509,571 | ) |
|
| (2,277,549 | ) |
Items not affecting cash: |
|
|
|
|
|
|
|
|
Share-based compensation |
|
| 633,937 |
|
|
| 426,897 |
|
Loss on farm out of Sharon License |
|
| 1,533,257 |
|
|
|
|
|
Fair value change in warrant liability |
|
| 4,970,920 |
|
|
|
|
|
Write up of investment in associate |
|
| (4,434,677 | ) |
|
| - |
|
Gain on farm-out |
|
| - |
|
|
| (3,395,582 | ) |
Changes in non???cash working capital: |
|
|
|
|
|
|
|
|
Government receivable |
|
| 17,086 |
|
|
| (31,963 | ) |
Accounts payable and accrued liabilities |
|
| 920,811 |
|
|
| 15,239 |
|
Accounts receivable and prepaid expenses |
|
| (34,681 | ) |
|
| (16,011 | ) |
Advance from and amounts owing to license partners |
|
| 206,818 |
|
|
| (239,192 | ) |
Cash flow from operating activities |
|
| (3,696,100 | ) |
|
| (5,518,161 | ) |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
Cash flow from investing activities |
|
|
|
|
|
|
|
|
Short-term investments |
|
| (2,263 | ) |
|
| (56,569 | ) |
Acquisition of Block 1 |
|
| (375,000 | ) |
|
| (150,000 | ) |
Proceeds from Block 3B/4B farm-out |
|
| - |
|
|
| 7,442,579 |
|
Cash flow from investing activities |
|
| (377,263 | ) |
|
| 7,236,010 |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
Cash flow from financing activities |
|
|
|
|
|
|
|
|
Private placement, net |
|
| 10,142,185 |
|
|
| - |
|
Cash flow from financing activities |
|
| 10,142,185 |
|
|
| - |
|
|
|
|
|
|
|
|
| |
Increase in cash and cash equivalents |
|
| 6,068,822 |
|
|
| 1,717,849 |
|
Foreign exchange differences |
|
| (40,389 | ) |
|
| 41,298 |
|
Cash and cash equivalents, beginning of year |
|
| 4,726,152 |
|
|
| 2,967,005 |
|
|
|
|
|
|
|
|
| |
Cash and cash equivalents, end of year |
|
| 10,754,585 |
|
|
| 4,726,152 |
|
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.
ENDS
For more information, please visit www.ecooilandgas.com or contact the following.
Eco Atlantic Oil and Gas | c/o Celicourt +44 (0) 20 7770 6424 |
Gil Holzman, President & Chief Executive Officer Alice Carroll, VP Business Development & Corporate Affairs |
|
Strand Hanson (Financial & Nominated Adviser) | +44 (0) 20 7409 3494 |
James Harris, James Bellman, Edward Foulkes |
|
Canaccord Genuity (Joint Broker) | +44 (0) 20 7523 8000 |
Henry Fitzgerald-O'Connor, Rory Blundell, Charlie Hammond |
|
Berenberg (Joint Broker) | +44 (0) 20 3207 7800 |
Matthew Armitt |
|
Celicourt (PR) | +44 (0) 20 7770 6424 |
Mark Antelme, Charles Denley-Myerson |
|
About Eco Atlantic:
Eco Atlantic is a TSX-V and AIM-quoted Atlantic Margin-focused oil and gas exploration company with offshore licence 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, the Company holds Operatorship and an 85% Working Interest in three offshore Petroleum Licences: 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 75% Operated Interest in Block 1 CBK, in the Orange Basin, totalling approximately 37,510km2.
Forward-Looking Information
This news release contains forward-looking information within the meaning of applicable securities laws, including statements regarding the Company's expected reliance on Coordinated Blanket Order 51-933 - Exemptions to Permit Semi-Annual Reporting for Certain Venture Issuers and its anticipated transition to semi-annual financial reporting, receipt of regulatory approvals, the exercise of options (if at all), and the closing of potential transactions. Such forward-looking statements or information are provided for the purpose of providing information about management's current expectations and plans relating to the future, including successful negotiation of farm-in agreement, results of exploration as proposed or at all. Forward-looking statements or information typically contain statements with words such as "anticipate", "believe", "expect", "plan", "intend", "estimate", "propose", "project", "potential" or similar words suggesting future outcomes or statements regarding future performance and outlook. Readers are cautioned that assumptions used in the preparation of such information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of the Company. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them as actual results may differ materially from the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include risks and uncertainties identified under the headings "Risk Factors" in the Company's management's discussion and analysis and other disclosure documents available on the Company's profile on SEDAR+ at www.sedarplus.ca. The forward-looking statements contained in this press release are made as of the date hereof, and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, except as required by law.
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 information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
SOURCE: Eco (Atlantic) Oil & Gas Ltd.