Africa Energy Corp. Announces Proposed Non-Brokered Private Placement

About this update from Africa Energy Corp.

/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OF AMERICA/ VANCOUVER, BC, June 23, 2026 /CNW/ - Africa Energy Corp. (TSXV: AFE) (Nasdaq First North: AEC) ("Africa Energy" or the "Company") announces that, subject to filings with and approval from the TSX Venture Exchange (the "TSXV"), it intends to complete a non-brokered private placement (the "Offering") of common shares in the capital of the Company (each, a "Common Share") at a price of C$0.135 per Common Share for aggregate gross proceeds of up to US$4,500,000 (the "Offering"). View PDF Version Insiders of the Company (as defined in the policies of the TSXV) are expected to subscribe for greater than 25% of the Offering. The proposed offering price has been reserved by the issuance of this news release in accordance with TSXV Policy 4.1, section 1.6(b). As a result of such insider participation, the Offering may constitute a "Related Party Transaction" as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company expects to rely on exemptions from the formal valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as the fair market value of the insider participation in the Offering is not expected to exceed 25% of the Company's market capitalization. The net proceeds from the Offering will be used for general working capital purposes and to advance the development of the Company's interest in Block 11B/12B offshore South Africa. In connection with the Offering, the Company may pay finder's fees as permitted by the policies of the TSXV. The securities issued under the Offering to residents of Canada will be subject to a hold period of four months and one day from the closing date under applicable Canadian securities laws and, to the extent applicable, the concurrent exchange hold period pursuant to the policies of the TSXV. Completion of the Offering remains subject to customary closing conditions and final acceptance by the TSXV. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under th...

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