Core Viewpoint - Sintana has reached an agreement to acquire Challenger's entire issued and to be issued ordinary share capital through a Court-sanctioned scheme of arrangement under the Isle of Man Companies Act 1931 [1] Group 1: Acquisition Details - The acquisition will be implemented via a Court-sanctioned scheme of arrangement [1] - The Court Meeting and General Meeting were held on 26 November 2025 to discuss the acquisition [3] - The Scheme Document was sent to Challenger Shareholders on 3 November 2025 [3] Group 2: Voting Results - At the Court Meeting, 113,276,238 shares (98.04%) voted in favor of the acquisition, while 2,264,198 shares (1.96%) voted against it [5] - At the General Meeting, 113,086,530 votes (97.60%) were in favor of the special resolution to implement the scheme, with 2,780,284 votes (2.40%) against [7] - The total number of Challenger Shares in issue was 249,312,660, with 46.34% of the issued share capital voting at the Court Meeting [9] Group 3: Conditions and Timetable - The outcome of the meetings satisfied Conditions 2.1 and 2.2 as outlined in the Scheme Document [10] - The acquisition is expected to become effective on 11 December 2025, subject to court sanction and other conditions [11] - Challenger plans to apply for the cancellation of its shares on AIM, effective on or shortly after the acquisition becomes effective [13] Group 4: Future Plans - Sintana intends to seek admission of the Sintana Shares to trading on AIM following the acquisition [15] - Challenger will be re-registered as a private limited company after the acquisition [14] - Sintana is engaged in petroleum and natural gas exploration in Namibia and Colombia, focusing on acquiring and developing high-potential assets [16]

Core Points - Sintana Energy Inc. is acquiring Challenger Energy Group plc through a Court-sanctioned scheme of arrangement under the Isle of Man Companies Act 1931 [1] - The Scheme Document has been published, detailing the terms and conditions of the acquisition, including a timetable of principal events [3][4] - The Independent Challenger Directors have recommended that shareholders vote in favor of the Scheme, with irrevocable undertakings for approximately 7.25% of Challenger's ordinary share capital [7] Acquisition Details - The acquisition will be implemented via a Court-sanctioned scheme, requiring majorities at both the Court Meeting and General Meeting [5][14] - The Court Meeting is scheduled for 26 November 2025 at 12:00 p.m., followed by the General Meeting at 12:15 p.m. [5] - Gneiss Energy has advised that the terms of the Acquisition are fair and reasonable [6][8] Shareholder Actions - Shareholders are required to vote in favor of the resolution at the Court Meeting and the Special Resolution at the General Meeting [9] - Hard copies of the Scheme Document and Forms of Proxy are being sent to Challenger Shareholders [4] Timetable of Events - Key dates include the publication of the Scheme Document on 3 November 2025 and the last day of dealings in Challenger Shares on 10 December 2025 [31][16] - The Effective Date of the Scheme is expected to be 11 December 2025, with the admission of New Sintana Shares on 24 December 2025 [33][31] Legal and Advisory Information - Clyde & Co LLP and SW Legal Limited are acting as legal advisers to Challenger, while Pinsent Masons LLP and Fogler Rubinoff LLP are advising Sintana [19] - Pareto has been engaged as the independent financial adviser for Sintana's Special Committee [12]

Core Viewpoint - Sintana Energy Inc. has announced an all-share acquisition of Challenger Energy Group PLC, which will enhance Sintana's exploration portfolio in the Southern Atlantic region, particularly in offshore Uruguay [1][3][10]. Company Overview - Challenger Energy Group PLC is an oil and gas exploration company listed on the AIM market, focusing on offshore Uruguay with interests in two blocks: AREA OFF-1 and AREA OFF-3 [2][11]. - Sintana Energy is engaged in petroleum and natural gas exploration and development in Namibia and Colombia, aiming to acquire and develop high-quality assets [28]. Acquisition Details - Challenger shareholders will receive approximately 0.4705 Sintana Shares for each Challenger Share, valuing the acquisition at approximately £44.72 million (Cdn$83.63 million) [3][4]. - The acquisition represents a premium of approximately 44% to the closing price of 11.5 pence per Challenger Share on October 8, 2025 [9]. - Following the acquisition, Challenger shareholders are expected to own about 25% of Sintana's issued share capital [4][6]. Strategic Rationale - The combination of Sintana and Challenger is expected to create a leading exploration platform with interests in eight licenses across Namibia and Uruguay, providing diversified exposure to various geological plays [8][10]. - The acquisition aligns with Sintana's long-term strategy to expand its portfolio in high-impact exploration opportunities [10]. Regulatory and Approval Process - The acquisition is subject to customary regulatory, stock exchange, and Challenger shareholder approvals, with completion expected by the end of Q4 2025 [7][23]. - Sintana plans to seek admission of its shares to trading on AIM in Q4 2025, although this is not a condition for the acquisition's completion [5][26]. Financial Position - Challenger's cash position as of June 30, 2025, was approximately US$6.6 million, with no income-producing assets following the sale of its Trinidad and Tobago operations [22]. - Sintana has entered into a loan agreement for US$4 million to support working capital needs post-acquisition [26]. Management Changes - Post-acquisition, key management changes are planned, including the appointment of Challenger's CEO as President of Sintana and the transition of Sintana's Executive Chairman to a non-executive role [25].

Core Viewpoint - Sintana Energy Inc. has received a 12-month extension for Petroleum Exploration License 79 in Namibia, allowing further exploration and development activities until July 2026, amidst significant regional exploration activity [2][6]. Group 1: License and Joint Venture Details - PEL 79 is governed by a joint venture that includes Sintana Energy (49% ownership), National Petroleum Corporation of Namibia (67% operator), and Giraffe Energy Investments (33% interest) [2][3]. - The license covers blocks 2815 and 2915 in Namibia's Orange Basin, which is strategically located near other active licenses operated by BW Energy, Rhino Resources, and Shell [3][6]. Group 2: Exploration Potential - PEL 79 has a substantial prospect inventory supported by over 4,760 km of 2D seismic and 1,137 km² of 3D seismic data, along with one well showing gas indications intersecting the Kudu source rock [3][6]. - Adjacent exploration activities by Rhino Resources have resulted in significant discoveries, including the Capricornus-1X well, which produced over 11,000 barrels per day of light oil from a 38-meter net oil-bearing reservoir [5][6]. Group 3: Future Outlook - The extension of PEL 79 is expected to enhance Sintana's ability to capitalize on the geological and commercial potential of the area, with anticipated material progress across its Namibian offshore portfolio in the coming quarters [6][7].

Core Insights - Sintana Energy Inc. has received a 12-month extension for Petroleum Exploration License 79 (PEL 79) in Namibia, now valid until July 2026, allowing further exploration activities [2][6] - The joint venture partners include the National Petroleum Corporation of Namibia (NAMCOR) and Giraffe Energy Investments, with Sintana holding a 49% interest in Giraffe [2][3] - PEL 79 is strategically located near other licenses with significant oil discoveries, enhancing its potential value [3][5] Exploration and Development - PEL 79 is supported by extensive seismic data, including over 4,760 km of 2D seismic and 1,137 km² of 3D seismic, along with a well that has shown gas indications [3] - The area is experiencing increased drilling activity, with nearby operators like Rhino Resources having made significant oil discoveries, including a flow test of over 11,000 barrels per day from the Capricornus-1X well [5][6] - Sintana anticipates material progress across its Namibian offshore portfolio in the coming quarters, leveraging the extension of PEL 79 [6]

Group 1 - Sintana Energy Inc. has approved grants of a total of 4.3 million equity incentive awards, which include 100,000 common stock options and 4.2 million restricted share units for several directors and officers [1] - The stock options have an exercise price of CA $0.73, vest in three equal tranches over the next 24 months, and will expire on June 27, 2035 [1] Group 2 - Sintana Energy is engaged in petroleum and natural gas exploration and development activities across six large, highly prospective onshore and offshore petroleum exploration licenses in Namibia, an onshore joint venture in Angola, and a project in Colombia's Magdalena Basin [2]

Core Viewpoint - Sintana Energy Inc. has formed a strategic partnership with Corcel, plc to explore opportunities in Angola, specifically acquiring a 5% net interest in KON-16 in the Kwanza Basin [1][2]. Group 1: Partnership Details - Sintana will acquire a 5% net interest in KON-16 through a 5.88% equity stake in a Special Purpose Vehicle (SPV) that holds Corcel's 85% gross interest in KON-16 [2]. - The total consideration for the transaction is US$2.5 million, with an initial deposit of US$500,000 and the balance due at closing, expected in Q3 2025 [2]. - Sintana will also receive a future 2.5% Net Profits Interest (NPI) on Corcel's interest in KON-16, capped at $50 million, after which the NPI will reduce to 1.5% [2]. Group 2: Exploration Potential - KON-16 is considered a significant opportunity in the Kwanza Basin, with a history of successful exploration and multiple targets estimated to contain several hundred million barrels of recoverable oil [3]. - The partnership includes a Joint Study and Bid Agreement to evaluate and pursue further oil and gas exploration and production opportunities in Angola [4]. Group 3: Strategic Intent - The partnership reflects Sintana's strategy to collaborate with top-tier partners and invest in high-impact projects with substantial resource potential requiring minimal additional capital [6]. - The acquisition of interest in KON-16 is aimed at expanding Sintana's exposure in the West African conjugate margin [6].