May 10, 2021 ZENITH ENERGY LTD. ("Zenith" or the "Company") Norwegian institutional investment in ZenithZenith Energy Ltd. ("Zenith" or the "Company") (LSE: ZEN; OSE: ZENA), the listed international oil & gas production company focused on pursuing African development opportunities, is pleased to announce that it has secured Norwegian institutional investment in Zenith by way of a private placement inNorway which has also attracted the participation of a high-net-worth private investor (the "Private Placement"). The Private Placement has resulted in the issuance of 60 million new common shares in the share capital of the Company (the "Private Placement Shares") for a total consideration ofNOK 6,000,000 (approximately £ 522,000 orEUR 600,000 ). It is expected that the Private Placement Shares will be issued today:May 10, 2021 . Subscription Price The subscription price of the Placement Shares wasNOK 0.10 (equivalent to approximately £0.087), a discount of approximately 8.75 percent in respect of the closing price of the Company's common shares admitted to trading on the Euronext Growth of theOslo Stock Exchange onMay 7, 2021 . Issue of Share Purchase Warrants The Company has issued the following share purchase warrants ("Warrants") as part of the Private Placement: o 45 million Warrants with an exercise price ofNOK 0.25 expiring within 12 months from the date of issuance o 15 million Warrants with an exercise price ofNOK 0.325 expiring within 12 months from the date of the issuance Each Warrant will provide the investor the right to one new common share in the share capital of Zenith upon exercise. Use of Proceeds Proceeds from the Private Placement will be deployed to fund planned field development activities to be performed in the recently acquired Ezzaouia, El Bibane and Robbana concessions inTunisia , as well as providing additional general working capital to support Zenith's broader development activities inAfrica . Total Voting Rights The Company wishes to announce, in accordance with theFinancial Conduct Authority's Disclosure Guidance and Transparency Rules and section 3.10 of the Euronext Growth Oslo Rule Book Part II, the following revised information resulting from the issuance of the Private Placement Shares. Class of share Total number of shares Number of voting rights per share Total number of voting rights per class of share Common Shares in issue and admitted to trading on the Main Market of theLondon Stock Exchange 313,400,824 1 313,400,824 Common Shares in issue and admitted to trading on the Euronext Growth Market of the Oslo Børs - representing the total outstanding common share capital of the Company 1,268,889,331 1 1,268,889,331 The above figure for total number of common shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under theFinancial Conduct Authority's Disclosure Guidance and Transparency Rules.Andrea Cattaneo , Chief Executive Officer of Zenith, commented: "In view of an unsolicited expression of interest from a well-respected Norwegian institutional investor wishing to take a position in the share capital of Zenith, the Board is very pleased to accept this investment which enables the entry of what is hoped to be a long-term, potential cornerstone Norwegian institutional investor. I am aware that this private placement might be perceived as in contradiction to my comment included in the market announcement datedApril 30, 2021 in which I stated that additional capital raised by way of private placements would not be anticipated until the end of Q2 2021. However, it is important to underline that this investment has been accepted on a strategic level and in order to reinforce the Zenith's capital markets outlook inNorway , as well as providing additional funding for Zenith to implement its development and acquisition objectives. The management team and I are currently inAfrica and we look forward to reporting on additional progress in due course." Further Information:Zenith Energy Ltd Andrea Cattaneo , Chief Executive Officer Tel: +1 (587) 315 9031 E-mail: info@zenithenergy.caAllenby Capital Limited - Financial Adviser & BrokerNick Harriss Nick Athanas Tel: + 44 (0) 203 328 5656 The information included in this announcement is defined as inside information pursuant to MAR article 7 and is publicly disclosed in accordance with MAR article 17 and section 5 -12 of the Norwegian Securities Trading Act. The announcement is made by the contact person. Notes to Editors:Zenith Energy Ltd. is an international oil and gas production company, listed on theLondon Stock Exchange (LSE:ZEN) and the Euronext Growth Market of theOslo Stock Exchange (OSE:ZENA). Zenith's development strategy is to identify and rapidly seize value-accretive hydrocarbon production opportunities in the oil & gas sector, specifically inAfrica .
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