Africa Oil Corp.
Acquisition by Plan of Arrangement
We acted as lead and corporate counsel to Africa Oil Corp. in respect of the acquisition of Lion Energy Corp., a publicly traded oil and gas company listed on the TSX Venture Exchange, which closed in June 2011. Lion Energy Corp.’s oil and gas assets are located in Kenya and Puntland (Somalia). The acquisition of Lion Energy Corp. consolidates Africa Oil Corp.’s interests in the East African rift basins in Kenya and Puntland (Somalia).
The acquisition transaction was effected pursuant to a plan of arrangement under the British Columbia Business Corporations Act pursuant to which Africa Oil Corp. acquired all of the issued and outstanding common shares of Lion Energy Corp. in exchange for common shares of Africa Oil Corp. at a ratio of 0.20 common shares of Africa Oil Corp. for each common share of Lion Energy Corp.
The signing of a definitive agreement with Lion Energy Corp. was announced on Sunday, April 3, 2011. Based on the closing price of Africa Oil Corp.’s common shares on Monday, June 20, 2011, the closing date of the transaction, the common shares of Africa Oil Corp. issued under the transaction were valued at approximately $24.6 million.