PetroNor E&P ASA

Regulatory Filings • Apr 30, 2014

Listing Approval From Oslo Stock Exchange and Update on Listing Process

Listing Approval From Oslo Stock Exchange and Update on Listing Process

Reference is made to the African Petroleum Corporation Limited

("African Petroleum Corporation" or the "Company") press release on

28 April 2014 and the press release published by the Oslo Stock

Exchange today. African Petroleum Corporation is pleased to

announce that on 30 April 2014 the Board of Directors of Oslo Børs

resolved to admit the shares in African Petroleum Corporation to

listing on Oslo Axess, a regulated market place under the Oslo Stock

Exchange.

Completion of the listing is subject to the following listing

requirements as set out by Oslo Børs:

i) Prior to the first day of listing the Company must satisfy the

requirement for the number of shareholders as set out in section

2.4.2 of the Oslo Axess Listing Rules, have at least 25% spread of the

share ownership among the general public, as specified in section

2.4.1 of the Oslo Axess Listing Rules and publish an approved listing

prospectus; and

ii) The Company must raise a minimum of NOK 30 million

(approximately US$5 million) through its planned primary share issue

(the "Offering") prior to the first day of listing.

Subject to prevailing market conditions, the Company is expecting to

determine the price and volume of the Offering in mid-May with first

day of trading anticipated to be late May 2014. Completion of the

Offering will be conditional upon (i) the satisfaction of the conditions

for admission to listing set by Oslo Børs; (ii) the board of directors of

the Company approving the Offering, including resolving the final

offer price, the number of new shares to be issued by the Company

and the allocation of such shares; and (iii) the Financial Supervisory

Authority of Norway approving the listing/Offering prospectus.

Commenting on today's announcement, Stuart Lake, African

Petroleum Corporation's Chief Executive Officer and Executive

Director said: "This is an exciting time for the Company, listing on the

Oslo Axess is an important milestone and a key component in the

growth and development of African Petroleum Corporation. With a

new board and management team in place, recent licence extensions

in Côte d'Ivoire, Liberia and Sierra Leone, and now having secured a

listing on the Oslo Axess, African Petroleum Corporation is in a strong

position as we prepare for a drilling campaign in 2015 that will look

to unlock the exciting potential in our West African assets and to

create sustainable value for our shareholders in the short, medium

and longer term."

Oslo Axess will be the Company's primary place of listing. Following

commencement of trading on Oslo Axess, the Company will review its

current listing on the National Stock Exchange of Australia ("NSX").

Further announcements relating to the Offering and listing process

will be made in due course.

Pareto Securities has been appointed as Manager and Bookrunner of

the Offering.

For further information, please contact:

Stuart Lake, Chief Executive Officer

Stephen West, Finance Director

Tel: +44 20 3435 7700

Claire Tolcon

Company Secretary

Tel: + 61 8 9388 0744

Media Contacts:

For UK and International media:

Mark Antelme/Charlie Stewart, Bell Pottinger

+44 207 861 3800

For Norwegian media:

Geir Arne Drangeid, First House, +47 913 10 458

Geir Gjervan, First House, +47 908 79 108

About African Petroleum Corporation Limited

African Petroleum Corporation is a dynamic, independent oil and gas

exploration company operating eight licences in four countries

offshore West Africa. The Company's assets are located in fast-

emerging hydrocarbon basins, principally the West African Transform

Margin, where several discoveries have been made in recent years,

including African Petroleum's Narina-1 discovery in February 2012,

which proved a working hydrocarbon system in the Liberian basin.

With a combined net acreage position of 28,295km2 through its

licences in Côte d'Ivoire, Liberia, Senegal and Sierra Leone, the

Company has matured its portfolio rapidly, acquiring more than

15,000km2 of 3D seismic data and successfully drilling three wells,

one of which was the first hydrocarbons discovery offshore Liberian

deep-water basin.

For more information about African Petroleum Corporation, please see

www.africanpetroleum.com.au

Disclaimer

The information contained herein shall not constitute an offer to sell

or the solicitation of an offer to buy, nor shall there be any sale of the

securities referred to herein in any jurisdiction in which such offer,

solicitation or sale would be unlawful prior to registration, exemption

from registration or qualification under the securities laws of any such

jurisdiction. In particular, the securities referenced herein have not

been, and will not be, registered under the U.S. Securities Act of 1933,

as amended (the "Securities Act"), and may not be offered or sold in

the United States absent registration or pursuant an exemption from

the registration requirements of the Securities Act and applicable U.S.

state securities laws. The Company does not intend to register any

part of the offering in the United States or to conduct a public offering

of securities in the United States.

This press release may not be released to any U.S. wire service or

distributed or sent into the United States, Canada, Japan or any other

jurisdiction in which such distribution would be unlawful or would

require registration or other measures.

Any offering of securities will be made to investors in any EEA Member

State by means of a prospectus (prepared in compliance with the laws

of Norway) that may be obtained from the Company or the Manager

and that contains detailed information about African Petroleum

Corporation and management, as well as financial statements. This

document is a press release and not a prospectus for the purposes of

Directive 2003/71/EC (together with any applicable implementing

measures in any Member State, the "Prospectus Directive"). Investors

should not subscribe for any securities referred to in this document

except on the basis of information contained in the prospectus to be

published in connection with the Offering. In any EEA Member State

other than Norway that has implemented the Prospectus Directive,

this communication is only addressed to and is only directed at

qualified investors in that Member State within the meaning of the

Prospectus Directive, i.e., only to investors who can receive the offer

without an approved prospectus in such EEA Member State.

This press release may not be distributed to any person in the United

Kingdom except persons (i) who have professional experience in

matters relating to investments falling within Article 19(5) (investment

professionals) of the Financial Services and Markets Act 2000

(Financial Promotions) Order 2005 ("FPO"), (ii) who fall within the

categories of persons referred to in Article 49(2)(a) to (d) (high net

worth companies, unincorporated associations, etc.) of the FPO or (iii)

to whom it may otherwise be lawfully communicated (together

"relevant persons").

This press release is not an offer to sell, or the solicitation of an offer

to buy, any of the Company's securities to or from investors in

Australia. This press release is not a prospectus, product disclosure

statement or other offer document under Australian law. As noted

above, a prospectus will be prepared by the Company in compliance

with the laws of Norway but this will not be a prospectus or an offer

document under Australian law. Any offers relating to Company

securities in Australia will be made only to persons who are

professional investors or sophisticated investors (as those terms are

used in s708(11) and s708(8) respectively of the Australian

Corporations Act 2001 ("Corporations Act")) or other persons

specified in s708 of the Corporations Act who do not require or need

to be given a prospectus or other disclosure document under Chapter

6D of the Corporations Act to lawfully receive an offer to subscribe for

or acquire securities in the Company.

This press release contains forward-looking statements. Forward-

looking statements are statements that are not historical facts and

may be identified by words such as "believe," "expect," "anticipate,"

"intends," "estimate," "will," "may," "continue," "should" and similar

expressions. The forward-looking statements in this release are based

upon various assumptions, many of which are based, in turn, upon

further assumptions. Although African Petroleum Corporation believes

that these assumptions were reasonable when made, these

assumptions are inherently subject to significant known and unknown

risks, uncertainties, contingencies and other important factors which

are difficult or impossible to predict and are beyond its control. Such

risks, uncertainties, contingencies and other important factors could

cause actual events to differ materially from the expectations

expressed or implied in this release by such forward-looking

statements.

The information, opinions and forward-looking statements contained

in this release speak only as at its date, and are subject to change

without notice African Petroleum Corporation disclaims any obligation

to update and revise any forward-looking statements, whether as a

result of new information, future events or otherwise.

This information is subject to disclosure requirements pursuant to

section 5-12 of the Norwegian Securities Trading Act.