SAC.L Regulatory News (SAC)

NEWS RELEASE

SACOIL HOLDINGS LIMITED

(Incorporated in the Republic of South Africa)

(Registration number 1993/000460/06)

JSE share code: SCL

AIM share code: SAC

ISIN: ZAE000127460

("SacOil" or "the Company" or "the Group")

Half Yearly 2011 Financial Results

AIM and JSE listed - SacOil Holdings Limited, the African independent upstream oil and gas company, is pleased to announce its half yearly financial results for the six months ended 31 August 2011.

HIGHLIGHTS

Operational / Management / Corporate

- Successful farmout of a 60% interest in Block III to Total E&P RDC ("Total") ("Block III Disposal") for:

* US$7.5m (£4.6m) cash payment received net to SacOil

* US$54m (£33.02m) contingent bonus payment net to SacOil

* Full carry on exploration costs of at least US$35m (£21.4m) to final investment decision

-Strengthened main board, with the appointments of John Bentley and James William (Bill) Guest as Independent Non-Executive Directors

- Strengthened management team with the appointment of Bradley Cerff as

Vice-President

- Successful admission to AIM

Financial

- US$7.5m (£4.6m) cash received and further potential proceeds of US$54m (£33.02m) in relation to the Block III Disposal (net to SacOil)

- US$10.6m cash (£6.5m) raised through equity

- Headline earnings up 657%

- Tangible Net Asset Value up 379%

- Greenhills plant net profit up 11%

Commenting, Robin Vela, CEO, said:

"The focus over the last six months has been on managing the Company's exposure to the high impact exploration assets in Block III in the highly prospective Albertine Basin, whilst retaining significant potential upside for shareholders. Our attention has also been on procuring funding in order to de-risk and fast track the work program obligations of our asset portfolio and progressing towards early production and revenues from our oil concession blocks, OPL 233 and OPL 281, in Nigeria. We successfully did this through the farm-out to Total and the recently announced Standby Equity Distribution Agreement. Combined, this puts us in a good position to fast track and develop our asset position and opportunities and we look forward to the next six months of the financial year with added confidence."

Interim Statement

Operations

During the period, SacOil, through Semliki Energy SPRL ("Semliki"), a company incorporated in the DRC and in which it holds a 50% interest, successfully concluded the farm-out and transfer of a 60% legal and beneficial participating interest and operatorship of Block III to Total. DIG Oil Proprietary Limited ("DIG") holds the other 50% in Semliki. In return, SacOil gained:

- An immediate gross cash realisation of US$7.5m (£4.6m);

- Future contingent cash bonuses of, in aggregate, US$54.0m (£33.2m) and payable in two tranches;

- Full carry on exploration expenditure costs of at least US$35m (£21.4m) until final investment decision;

- Settlement of a US$1.4m (£0.9m) loan provided to DIG;and

- Knowledge and technical skills transfer via SacOil's representation on the management committee of Block III.

Under the terms of the farm-out, Total has committed to use all reasonable endeavors to meet the Block III Work Programme obligations and to reach final investment decision within three years from 31 March 2011, the date on which the Block III Disposal was completed.

In line with the Company's strategy of managing high impact exploration risk but retaining meaningful upside, the farm-out to Total greatly de-risks the Company's remaining 12.5% effective interest in the Block, both financially through the carry on costs and operationally through the additional understanding and knowledge that Total brings as operator and a partner.

On 31 March 2011, SacOil received 50% of the initial consideration amounting to US$7.5m (£4.6m) as a distribution from Semliki. Semliki also recognisedincomeof R238.1m (£20.6m) in relation to the Block III Disposal.

On 31 March 2011, DIG settled a loan from SacOil amounting to US$1.4m (£0.9m) out of its 50% share of the initial consideration. The loan advanced to DIG by SacOil was in terms of a loan agreement and related to signature bonuses paid by SacOil, on behalf of DIG, directly to the DRC Government on Block III.

Corporate

On 8 April 2011 SacOil was successfully admitted to the AIM market of the London Stock Exchange ("LSE"). Although the Company's primary listing remains on the Johannesburg Securities Exchange ("JSE"), its admission to AIM enables it to gain exposure to the European markets which have a well-developed understanding of the exploration and production industry.

SacOil believes that it has a compelling proposition to aggressively acquire new acreage on the African continent. Being a purely African based company and with extensive experience in the region, it is ideally positioned to take advantage of the opportunities that arise, as well as to fast track, develop and de-risk these assets through to early production, thereby establishing the Company as a balanced portfolio independent African upstream company.

Board and Management

In line with the Company's aim to strengthen its board and management team and to build on its current senior oil and gas experience, during the period John Bentley and James William (Bill) Guest were appointed as independent non-executive directors.

John has over 40 years' experience in the natural resources sector. He has held senior positions in manylisted and private oil & gas and mining companies as well as being instrumental in the listing of companies in both Johannesburg and London. He is currently Chairman of Faroe Petroleum plc, Chairman ofScotgold Resources Ltd, Deputy Chairman of Wentworth Resources Ltd and a Non-Executive Director ofResaca Exploitation Inc and Kea Petroleum plc.

With over 35 years' of international exploration and production experience within the oil industry, Bill brings invaluable technical, business development and senior management experience to the Company. Having spent over 14 years on the main boards of London listed Oil and Gas Exploration and Production companies, he also brings a significant amount of senior public company experience to SacOil.

In May 2011, the Company also appointed Bradley Cerff as its Vice President. Bradley joins from PetroSA where he held the position of Regional Manager for East and West Africa. Bradley has over 15 years' experience in the oil and gas Industry with Masters Degree in Science and Business Administration focused on foreign direct investment in the African oil and gas industries. He is also a member of the Society of Petroleum Engineers.

As from 14 November 2011, Colin Bird will return to being a Non-Executive Director of the Company. Colin was appointed as Executive Director of SacOil in October 2010 mainly to assist the Company in its application for an admission to AIM.

Financial

In order to ensure that the Group is sufficiently funded to fast track its current projects and be able to pursue new opportunities, the Company has secured the following:

- a Standby Equity Distribution Agreement ("SEDA") of US$25m (£16m) ("Commitment Amount") with Yorkville Advisers UK LLP ("YA"). This facility is available to the Company for a period of three years. Under the SEDA, any issue of shares in the capital of the Company to YA constitutes a specific issue of shares for cash in terms of JSE Listings Requirements, and accordingly requires approval by Shareholders; and

- an irrevocable undertaking to subscribe for 111940 298 new SacOil shares at an issue price of 67 cents per share from Timtex Investments Proprietary Limited ("Timtex"). The proceeds of R75 million (£6.5m) have been received by SacOil and are being utilised to further advance the Group's various oil and gas projects and also pursue new opportunities that might arise.

Both the SEDA and the issue to Timtex are subject to shareholder approval at a general meeting of Shareholders to be held on Thursday, 17 November 2011.

Outlook

SacOil has made solid progress on a number of fronts over the last six months. With the farm-out to Total in place and the funds gained though the placing and the SEDA, the Company is well positioned to be able to progress its plans in Nigeria as well as look at additional options to grow its asset portfolio.

The focus of most oil & gas companies in Africa is on high impact but sizable exploration assets. That leaves numerous already discovered and as such relatively de-risked smaller plays for SacOil to take advantage of. For a company of SacOil's size, these opportunities are not only highly commercial but also provide the potential for fast track production and revenue, which in turn creates the foundation for future step growth.

For further information please contact:

AIM Nominated Adviser and Joint Broker

finnCap Ltd

Matthew Robinson / Christopher Raggett +44 (0)20 7220 0500

Joint Broker (United Kingdom)

Shore Capital Stockbrokers Ltd

Jerry Keen / Bidhi Bhoma +44 (0)20 7408 4090

Public Relations (South Africa)

The Riverbed Agency (South Africa)

Raphala Mogase / Bongiwe Moeli +27 (0) 11 783 7903

Public Relations (United Kingdom)

Pelham Bell Pottinger (United Kingdom)

Philip Dennis/Nick Lambert/Rollo Critchton-Stuart +44 (0)20 7861 3232

Notes

Further details on the above are provided in the Interim Consolidated Financial Statements for the six months ended 31 August 2011 which are shown below and are also available on the Company's website:

www.sacoilholdings.com

SACOIL HOLDINGS LIMITED

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST2011

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

STATEMENTS OF CHANGES IN EQUITY

CASH FLOW STATEMENTS

Notes to the Interim Financial Statements for the six months ended 31 August 2011

Basis of preparation

The interim financial statements of the Group for the six months ended 31 August 2011 have been prepared in accordance with the Group's accounting policies, which comply with International Financial Reporting Standards as well as the AC 500 standards as issued by the Accounting Practices Board or its successor and are consistent with those of the previous year. This interim report has been prepared in accordance with and containing the information required by International Accounting Standard 34 - Interim Financial Reporting. The interim report has been prepared on a going concern basis.

The interim financial statements have not been audited or reviewed by the Group's auditors and is the responsibility of the directors of the Company. These interim financial statements have been prepared under the supervision of the Company's Finance Director, Carina de Beer.

All monetary information and figures presented in these interim financial statements are stated in thousands of Rand (R'000), unless otherwise indicated and are presented in the functional currency of the Company being South African Rand.

Notes

1. The Group reported a net asset value of 86.55 (2010: 13.39) cents per ordinary share ("share"), a net tangible asset value of 64.18 (2010:13.39) cents per share, a loss of 4.57 (2010: 2.21) cents per share and headline earnings of 5.69 (2010: 2.21) cents per share.

2. The Company's chemical processing plant in Mpumalanga, better known as Greenhills, increased sales by 17% and gross profits by 11%. Sales and production levels were maintained although increased maintenance costs have negatively impacted on profits.

3. Corporate costs mainly include costs paid ("AIM Costs") in relation to the Company's successful admission to the Alternative Investment Market ("AIM") of the London Stock Exchange ("LSE") on 8 April 2011.

4. Included in equity settled expenses are 12 021 122 call options ("Call Options") issued to Renaissance BJM Securities Proprietary Limited (South Africa) ("Rencap") in relation to funding provided to enable SacOil to fulfil its obligations in relation to, inter alia, signature bonuses and farm in fees payable to the Nigerian Government on oil concessions OPL 281 and OPL 233. The average strike price of these call options is R1.46 and the call options expires at 28 February 2012.

Also included in equity settled expenses is a cash settlement of an equity conversion in relation to a facility of US$30.9 million ("Facility") provided to SacOil by Rencap ("Equity Conversion").

The management of SacOil elected a cash settlement of the equity conversion to avoid dilution of existing shareholders' interests in SacOil.

The AIM Costs, the Call Options and the Equity Conversion of the Facility were approved by SacOil shareholders ("Shareholders") at a general meeting of Shareholders held on 31 March 2011.

5. The net surplus on disposal of intangible assets consists of two components. Firstly, a loss on disposal of intangible assets in an amount of R139.6m (US$20.4m), which represents the disposal by Semliki SPRL ("Semliki"); a 50% owned subsidiary of SacOil incorporated in the Democratic Republic of the Congo, of a 60% interest in the Block III oil concession rights ("Block III Disposal") to Total E&P RDC ("Total") calculated taking into account an initial consideration received in an amount of R102m (US$7.5m). The Block III Disposal was completed on 31 March 2011 ("Completion Date") and the initial consideration was duly received by Semliki.

Secondly, included the net surplus on disposal of intangible assets, is an adjustment of R238.1m (US$33.7m) in relation to the Block III Disposal. In recognising the income, the management of SacOil considered new and updated information on Block III which justified an adjustment of the value of the first contingent bonuspayable by Total to Semliki in terms of the Block III Disposal.

The amount of R238.1m (US$33.7m) was recognised in other financial assets on the statement of financial position as at 31 August 2011.

6. Business Combinations

6.1 Fair value of assets acquired and liabilities assumed in a business combination on 20 September 2011

6.2 Non-controlling interest

Non-controlling interest is measured at the non-controlling interest's proportionate share of the acquiree's identifiable net assets.

6.3 Equity issued as part of consideration paid

On 22 July 2010 SacOil entered into a sale of shares agreement in terms of which SacOil acquired from the SacOil Proprietary Limited ("SPL") Vendors 50% of the entire issued share capital of, and all claims of the SPL Vendors against, SPL on the date that all the conditions precedent have been met, for a consideration of R439.9m (US$57,7m), to be settled through the issue of 209 456 000 new SacOil shares at an issue price of 210 cents per ordinary share. The fair value of the shares issued to the vendors is 74 cents per ordinary share being the market price of SacOil ordinary shares the day before the announcement of the transaction, being 23 July 2010.

Under DRC law hydrocarbon rights must be held by an entity incorporated in the DRC. The Block III Production Sharing Agreement required the Block III Contractant to constitute a DRC public limited liability company within six months of the date of the Block III Production Sharing Agreement ("PSA") coming into force and effect. On 19 November 2010 the Company and DIG incorporated Semliki, a private company incorporated in the DRC. The Company and DIG each hold 50 per cent of the issued share capital of Semliki. The statutes of Semliki provide that the Company and DIG shall transfer to the DRC or a public entity nominated by the DRC 15 per cent of the issued share capital of Semliki. Semliki will launch an application to be converted into a public limited liability company in due course.

The DRC Government has furnished its consent for the initial incorporation of Semliki as a private limited liability company (as distinct from a public limited liability company) and for the current shareholding arrangement. To date the DRC Government has not made an election as to whether it intends to hold its interest in Semliki directly or through Cohydro or an alternative public entity. If the DRC Government elects not to hold its participating interest through Cohydro then it may be necessary to amend the provisions of the Block III Production Sharing Agreement.

The rights and obligations of the Block III Contractant under the Block III PSA were transferred to Semliki by operation of DRC law with effect from 19 November 2010.

6.4 Revenue and results of Semliki

Included in the Group's results is a profit reported by Semliki in an amount of R100, 5m of which 50% is attributable to non-controlling shareholders. Neither SPL nor Semliki reported any profits or losses since the acquisition date to 28 February 2011.

6.5 Acquisition related costs

These costs have been expensed in the year of acquisition and are included in comprehensive income.

For full details on the Company's investment in Block III please refer to:

http://www.sacoilholding.com/im/fi les/listing/

7. Included in other financial assets is an amount of R52.9 million owed to SacOil by Energy Equity Resources Limited ("EER") in relation to capital costs paid by SacOil on behalf of EER with respect to oil concession blocks OPL 281 and OPL 233 in Nigeria. In terms of an agreement entered into between EER and SacOil ("Loan Agreement"), all acquisition costs paid by SacOil on behalf of EER bears interest at 25% calculated from the date of incurring such costs to the date of recovery. The loan is repayable in three equal annual instalments, the first such instalment becoming due 60 business days after first oil production by taking that proportion of EER's entitlement to petroleum that equals one third of the outstanding capital plus interest accrued. The second and third instalments will become payable on the same principle from EER's subsequent entitlement to petroleum. The loan is secured by a cession and pledge over EER's equity interests in both OPL 281 and OPL 233 in favour of SacOil.

8. Shareholders are referred to the announcement released on the Securities Exchange News Service ("SENS") of the JSE Limited ("JSE") and on the Regulatory News Service ("RNS") of the LSE on Friday, 2 September 2011, regarding the specific issue of ordinary shares to Timtex Investments (Proprietary) Limited ("Timtex"), an associate of Encha Group Limited ("Encha") ("the Specific Issue").

On Tuesday, 30 August 2011,Timtex signed an irrevocable undertaking to subscribe for 111 940 298 new SacOil shares at an issue price of 67 cents per share, being the closing price of SacOil ordinary shares on 29 August 2011, the day before Timtex signed the irrevocable undertaking. The issue price is at a premium of 8.06% to the 30-day volume weighted average price of SacOil on 29 August 2011. Timtex currently holds 4.96% in the issued capital of SacOil and is an associate company of Encha holding 35.88% in the issued capital of SacOil.

The proceeds of R75m from the Specific Issue have been received by SacOil and is utilised to fast-track the Group's various oil and gas projects and also pursue new opportunities that might arise.

9. Dividends

The Board has resolved not to declare any dividends to Shareholders for the period under review.

10. Segmental information

The Group's business model has not advanced to a stage where accurate and meaningful segmental information can be presented. Currently, the only operation generating revenue is the Greenhills plant, which is a non-core asset. Sales volumes for the six months to August 2011 are as follows:

By order of the board

Melinda Gous

Fusion Corporate Secretarial Services Proprietary Limited

Company secretary

Johannesburg

14 November 2011

JSE Sponsor

The Standard Bank of South Africa Limited

AIM Nominated Adviser and Joint Broker

finnCap Ltd

CORPORATE INFORMATION

Registered office and physical address:

2nd Floor, The Gabba

Dimension Data Campus

57 Sloane Street

Bryanston

2021

Postal address:

PostNet Suite 211

Private Bag X75

Bryanston

2021

Contact details:

Tel: +27 (0) 11 575 7232

Fax: +27 (0) 11 576 2258

Email: info@sacoilholdings.com

Website: www.sacoilholdings.com

Advisers

Company Secretary

Fusion Corporate Secretarial Services Proprietary Limited

Transfer Secretaries South Africa

Link Market Services South Africa Proprietary Limited

Transfer secretaries United Kingdom

Computershare Investor Services (Jersey) Limited

Corporate legal advisers

Bowman Gilfillan

Auditors

BDO South Africa Inc.

Notes to oil and gas disclosure

In accordance with AIM Guidelines, Bradley Cerff, is the qualified person that has reviewed the technical information contained in this news release. Bradley has over 15 years' experience in the oil and gas Industry with Masters Degrees in Science and Business Administration focused on Foreign Direct Investment in the African oil and gas industries. He is also a member of the Society of Petroleum Engineers.

About SacOil

SacOil is a South African based JSE and AIM listed African independent upstream oil and gas company focused exclusively on operations in Africa, where it has a competitive advantage at the point of entry. In the assets that SacOil owns, it is committed to developing the assets to a level that adds value to the shareholders.To date it has operations in the DRC (and since partnered with Total), Nigeria and South Africa and the directors continue to evaluate a number of opportunities to secure new value accretive acreage in other established and prolific African hydrocarbon basins.

Democratic Republic of Congo Assets

The Democratic Republic of Congo has vast tracts of untapped raw mineral ores and some of the richest mineral deposits in the world.

- Block III, DRC

In Block III through the joint Venture with Total, it is envisaged that the work program committed to will demonstrate prospectively and eventually lead to oil production.

Block III is situated in the Albertine Graben, DRC and comprises an area of 3,177 km2, which is mostly lowland (Semliki river plain) and is flanked by rift margins. Block III is on trend with Lake Albert discoveries in Uganda. The largest discovery in the Escarpment/Near-shore Play is Kingfisher (200MMbbl) and the largest discovery in the Victoria Nile Delta Play is Giraffe-Buffalo (300MMbbl). Over 800 million barrels of recoverable oil have been discovered in the Albertine Graben, and the total resource base is estimated at two billion barrels. To date, the majority of the exploration has been within the borders of Uganda, but the DRC concessions are considered to be highly prospective, with Block III being close to recent significant discoveries.

Nigerian Assets

Nigeria has become Africa's biggest producer of crude oil and it is believed that the Niger Delta holds some of the world's richest oil deposits.

- OPL 233, Nigeria

OPL 233 is a 126 km2 shallow water block with a water depth of less than 30 ft and is located immediately off the coast of the central delta region of Nigeria, some 120 km due south-southeast from the Forcados terminal. The block is adjacent to giant Apoi field (>600MMbo) and is flanked by a number of oil and gas fields and discoveries. The AGR-TRACS (an oil and gas industry recognised independent expert) petrophysical interpretation of the Olobia-I well-logs indicates 103 ft of net oil and 54 ft of gas and condensate across five reservoir pay zones. The block is sparsely covered by 2D seismic data with upside in Block 233 potentially significant.

On OPL 233, SacOil with its partners are committed to acquiring 3D seismic data which appraise the existing discovery and is envisaged to give a better understanding of the prospectivity of the remaining block. The data will also be used to update the existing CPR.

- OPL 281 Nigeria

OPL 281 is an onshore block covering some 138 km², and is located in the western delta region of Nigeria approximately 25 km due east from the Forcados terminal. Two discovery wells have been drilled to date on the block, namely Obote-I in 1970 which encountered hydrocarbons at four levels between 8,720 ft and 12,350 ft, while Ekoro-I drilled in 1967 discovered eight hydrocarbon sands between 8,260 ft and 10,761 ft. The block has discovered but undeveloped hydrocarbon resources with a contingent resource for the block estimated at 100 mmboe (P50 as reported by TRACS, an oil and gas industry recognised independent expert.

In relation to OPL 281, SacOil with its Joint Venture partners are in the process of evaluating and appraising the oil discoveries on block through the reprocessing of seismic data and the drilling of an appraisal well.