News

Oryx Petroleum and AOG Announce Share Issuance and Partial Debt Extinguishment

14 October 2016

Calgary, Alberta, October 14, 2016

23 million shares issued to AOG with proceeds to extinguish $9.1 million of indebtedness

Oryx Petroleum Corporation Limited (“Oryx Petroleum” or the “Corporation”) and The Addax and Oryx Group PLC (“AOG”) today announce that AOG Upstream BV, an affiliate of AOG, acquired ownership and control of 23,032,871 common shares of Oryx Petroleum (“Common Shares”), representing 10% of the issued and outstanding Common Shares prior to giving effect to the issuance, for aggregate consideration of $9,129,885 ($0.3964 per Common Share). The per share consideration is equivalent to C$0.5221 based on the Bank of Canada CAD:USD noon exchange rate on October 4, 2016. Following completion of the issuance, there are 253,361,581 Common Shares of Oryx Petroleum issued and outstanding. All dollar amounts set forth in this news release are in United States dollars, except where otherwise indicated.

In accordance with the subscription agreement dated October 5, 2016 (the “Subscription Agreement”) between the Corporation and AOG Upstream BV, the full proceeds from the issue and sale of the 23,032,871 Common Shares has been used to repay, on the date of this press release, principal and accrued interest under the Loan Agreement dated March 11, 2015 (the “Loan Agreement”) between AOG International Holdings Limited, an affiliate of AOG, as lender, and Oryx Petroleum Middle East Limited, a wholly-owned subsidiary of the Corporation, as borrower. After the repayment contemplated in this press release, $94.4 million of principal and accrued interest remains outstanding under the Loan Agreement.

The Common Shares have been issued by private placement pursuant to the exemption in Section 2.3 of National Instrument 45-106 – Prospectus Exemptions on the basis that: (i) AOG Upstream BV is purchasing the Common Shares as principal, and (ii) AOG Upstream BV is a person, other than an individual or investment fund, that has net assets of at least C$5,000,000 as shown on its most recently prepared financial statements. AOG and its affiliates, through direct and indirect ownership, remain the controlling shareholder of Oryx Petroleum and beneficially own, control or direct 134,381,060 Common Shares representing approximately 53.0% of the Corporation’s outstanding Common Shares.