Africa Oil Corp.

  • Date: 2016-01-21

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FORM 51-102F3 MATERIAL CHANGE REPORT Item 1 Name and Address of Company Africa Oil Corp. (the “Company”) 2000 – 885 West Georgia Street Vancouver, BC V6C 3E8 Telephone Number: (604) 689-7842 Item 2 Date of Material Change January 11, 2016 Item 3 News Release The news release was disseminated in Canada on January 11, 2016 through the facilities of CCN Matthews and subsequently filed on SEDAR. Item 4 Summary of Material Change The Company announced that the previously announced (November 9, 2015) farmout with Maersk Olie og Gas A/S (“Maersk”) has received approval from the Government of Kenya. Accordingly, completion of the farmout of Blocks 10BB, 13T and 10BA may proceed. At completion of the Maersk farmout, the new respective interests in each of Africa Oil’s blocks will be: Kenya Block 10BB Kenya Block 13T Kenya Block 10BA Ethiopia Rift Basin Ethiopia South Omo Kenya Block 12A Kenya Block 9 *-denotes Operator

Africa Oil – 25% Africa Oil – 25% Africa Oil – 25% Africa Oil – 25%* Africa Oil – 15% Africa Oil – 20% Africa Oil – 50% *

Maersk – 25% Maersk – 25% Maersk – 25% Maersk – 25% Maersk – 15% Tullow – 65%* Marathon – 50%

Item 5 Full Description of Material Change Please see the attached News Release Item 6 Reliance on subsection 7.1(2) or (3) of National Instrument 51-102 Not applicable. Item 7 Omitted Information Not applicable. Item 8 Executive Officer Keith Hill – President Tel: (604) 689-7842 Item 9 Date of Report January 11, 2016

Tullow – 50%* Tullow – 50%* Tullow – 50%* Marathon – 50% Tullow - 50%* Marathon - 15%

Marathon – 20%

Suite 2000 885 West Georgia Street Vancouver, B.C. Canada V6C 3E8 Ph. 604-689-7842 Fx. 604-689-4250 [email protected] africaoilcorp.com

NEWS RELEASE AFRICA OIL RECEIVES KENYAN GOVERNMENT APPROVAL OF MAERSK OIL FARM IN January 11, 2016 (AOI-TSX, AOI-Nasdaq Stockholm) … Africa Oil Corp. (“Africa Oil” or the “Company”) is pleased to report that the previously announced (November 9, 2015) farmout with Maersk Olie og Gas A/S (“Maersk”) has received approval from the Government of Kenya. Accordingly, completion of the farmout of Blocks 10BB, 13T and 10BA may proceed. At completion of the Maersk farmout, the new respective interests in each of Africa Oil’s blocks will be: Kenya Block 10BB Kenya Block 13T Kenya Block 10BA Ethiopia Rift Basin Ethiopia South Omo Kenya Block 12A Kenya Block 9 *-denotes Operator

Africa Oil – 25% Africa Oil – 25% Africa Oil – 25% Africa Oil – 25%* Africa Oil – 15% Africa Oil – 20% Africa Oil – 50%*

Maersk – 25% Maersk – 25% Maersk – 25% Maersk – 25% Maersk – 15% Tullow – 65%* Marathon – 50%

Tullow – 50%* Tullow – 50%* Tullow – 50%* Marathon – 50% Tullow - 50%* Marathon - 15%

Marathon – 20%

Keith Hill, Africa Oil’s President and CEO, commented, “We are very pleased to have received approval from the Government of Kenya. We feel Maersk will be an excellent partner in terms of technical and financial strength and experience critical to moving the development project forward. This transaction puts Africa Oil in the enviable position of not requiring any additional equity financing prior to first oil and will allow us to weather the current difficult oil price environment should it continue into 2016.” About Africa Oil Corp. Africa Oil Corp. is a Canadian oil and gas company with assets in Kenya and Ethiopia. The Company is listed on the Toronto Stock Exchange and on Nasdaq Stockholm under the symbol "AOI". Additional Information The information in this release is subject to the disclosure requirements of Africa Oil Corp. under the Swedish Securities Market Act and/or the Swedish Financial Instruments Trading Act. This information was publicly communicated on January 11, 2015 at 2:00 a.m. Eastern Time. Forward Looking Statements Certain statements made and information contained herein constitute "forward-looking information" (within the meaning of applicable Canadian securities legislation). Such statements and information (together, "forward looking statements") relate to future events or the Company's future performance, business prospects or opportunities. Forward-looking statements include, but are not limited to, statements with respect to estimates of reserves and or resources, future production levels, future capital expenditures and their allocation to exploration and development activities, future drilling and other exploration and development activities, ultimate recovery of reserves or resources and dates by which certain areas will be explored, developed or reach expected operating capacity, that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management.

-2All statements other than statements of historical fact may be forward-looking statements. Statements concerning proven and probable reserves and resource estimates may also be deemed to constitute forward-looking statements and reflect conclusions that are based on certain assumptions that the reserves and resources can be economically exploited. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as "seek", "anticipate", "plan", "continue", "estimate", "expect, "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions) are not statements of historical fact and may be "forwardlooking statements". Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forwardlooking statements. The Company believes that the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. The Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as required by applicable laws. These forward-looking statements involve risks and uncertainties relating to, among other things, changes in oil prices, results of exploration and development activities, uninsured risks, regulatory changes, defects in title, availability of materials and equipment, timeliness of government or other regulatory approvals, actual performance of facilities, availability of financing on reasonable terms, availability of third party service providers, equipment and processes relative to specifications and expectations and unanticipated environmental impacts on operations. Actual results may differ materially from those expressed or implied by such forward-looking statements. ON BEHALF OF THE BOARD “Keith C. Hill” President and CEO

For further information, please contact: Sophia Shane, Corporate Development (604) 689-7842.