Hosken Consolidated Investments Limited Files Early Warning Report in Respect of Acquisition of Common Shares of Africa Energy Corp.

CAPE TOWN, South Africa , April 10, 2025 /CNW/ – Hosken Consolidated Investments Limited (“HCI” or the “Company“) announced today that on March 31, 2025 it acquired, through its wholly-owned subsidiary Deepkloof Limited (“Deepkloof“) (i) 560,915,000 common shares of AEC (the “Private Placement Shares“) at a deemed issue price of C$0.02 per share for total consideration of C$11,218,300 pursuant to a non-brokered private placement (the “Private Placement“); and (ii) 323,345,000 common shares of AEC (the “Shares for Debt Shares“, and together with the Private Placement Shares, the “Shares“) at a deemed issue price of C$0.02 per share for repayment of indebtedness of C$6,466,900 pursuant to a debt settlement agreement (the “Shares for Debt Transaction“, and together with the Private Placement, the “Transactions“).

As a result of the Transactions, HCI, through Deepkloof, is a “control person” of AEC.

Immediately before the Transactions, HCI, through Deepkloof, beneficially owned and controlled 585,028,132 ordinary shares of Impact Oil & Gas Limited (“IOG“), a partially owned subsidiary of Deepkloof, representing approximately 51.36% of the issued and outstanding shares of IOG. IOG in turn beneficially owned and controlled 509,092,771 common shares of AEC, representing approximately 36.16% of the issued and outstanding shares of AEC immediately prior to the Transactions.

Under Canadian securities legislation, HCI is considered to beneficially own the common shares of AEC held by IOG. Accordingly, on completion of the Transactions HCI, through Deepkloof, acquired (a) direct ownership and control of 884,260,000 common shares of AEC, representing approximately 36.91% of the 2,395,812,249 issued and outstanding shares of AEC, and (b) an aggregate direct and indirect beneficial ownership and control of 1,393,352,771 common shares of AEC, representing approximately 58.16% of the 2,395,812,249 issued and outstanding shares of AEC.

HCI’s acquisition of the Shares was made for investment purposes. HCI may from time to time acquire additional securities of AEC and/or IOG and may enter into derivative or other transactions with respect to such securities, based on such evaluation and the market conditions and other relevant circumstances, may increase or decrease its security holdings through market transactions, private agreements or otherwise, subject in each case to applicable securities laws.

This news release is being issued under the early warning reporting provisions of applicable securities laws. An early warning report with additional information in respect of the foregoing matters will be filed and made available on SEDAR+ at www.sedarplus.ca.

About Hosken Consolidated Investments Limited

HCI is a South African black empowerment investment holding company with a US$550 million market capitalization, listed on the JSE Securities Exchange. It is incorporated under the laws of South Africa and its head office is located at Suite 801, The Point, 76 Regent Road, Sea Point, Cape Town, South Africa 8005.

Cautionary Note Regarding Forward-Looking Statements

This press release may include certain “forward-looking statements” under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements using forward-looking terminology, including, for example, the words “believes”, “estimates”, “plans”, “projects”, “anticipates”, “expects”, “intends”, “may”, “will”, or “should” and similar expressions and statements relating to matters that are not historical facts, and may include statements regarding the Company’s current intentions, beliefs or expectations. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

SOURCE Hosken Consolidated Investments Limited