Result of MX Oil AGM

Northcote Energy Ltd / Index: AIM / Epic: NCT / ISIN: VGG6622A1057 / Sector: Oil & Gas

12 June 2015

Northcote Energy Ltd ('Northcote' or 'the Company')

Result of MX Oil AGM

Northcote (AIM: NCT) is pleased to note the passing of all resolutions at the AGM held on 11 June 2015 by MX Oil (AIM: MXO). Among the resolutions passed was Resolution #7 in relation to the granting of warrants exercisable over ordinary shares of MXO to Northcote, as part of an agreement between the two companies announced on 1 August 2014. 

Following the resolution the shareholders of MXO have approved the issue to Northcote of the following warrants in MX Oil, which vest on the date MXO receives or enters into any agreement allowing it or its affiliates to explore for, develop or produce oil and gas in Mexico:

· 30,000,000 warrants with a 2pence exercise price

· 8,793,103 warrants at a 3pence exercise price will vest in three equal tranches as follows:

o 2,931,035 once the 60 day average mid-market price of trades at 6 pence per share;

o 2,931,034 once the 60 day average mid-market price of trades at 12 pence per share;

o 2,931,034 once the 60 day average mid-market price of trades at 18 pence per share.

MX Oil and its local partner Geo Estratos ('Geo') have been formally listed as interested parties in Phase III of Mexico's Bid Round 1 by the National Hydrocarbons Commission ('CNH'). Phase III is focused on the tender for mature onshore conventional fields in Mexico. By being formally recognised as two of 16 interested parties in Phase III, MX Oil and Geo are expected to access the relevant data rooms imminently in order to undertake due diligence on concessions of interest. In addition to the warrants, Northcote has the right to participate with MX Oil, on an unpromoted basis, as a partner in the exploration, drilling, development or production of any of its oil and gas projects in Mexico at a level of up to 20% of MX Oil's original interest in a project for a period of ten years.

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For further information visit www.northcoteenergy.com or contact the following:

Notes:

Northcote's agreement with MX Oil is just one part of its multi-pronged strategy to pursue opportunities in the vast reopening Mexican energy sector. Its other interests in Mexico include a joint venture with local services provider, Gaia Ecologica S.A. DE C.V., as well as other opportunities Northcote is pursuing independently. Mexico is one of three areas of interest for Northcote, alongside its existing onshore US asset base, and opportunities it is reviewing in the Indonesian oil and gas sector in tandem with its partners.