Orca Exploration Group Inc. (“Orca”, the “Company”, “we”, “us” or “our”) hereby offers, upon the terms and subject to the conditions described herein, to purchase for cancellation a number of Orca’s Class B Subordinate Voting Shares (the “Class B Shares”) for an aggregate purchase price not exceeding C$50,000,000. Only Class B Shares will be taken up and purchased for cancellation pursuant to the Offer. Holders of Orca’s Class A Common Shares (the “Class A Shares” and collectively with the Class B Shares, the “Shares”) are entitled to participate in the Offer by depositing their Class A Shares to the Offer. Only those Class A Shares taken up by the Company will be converted into Class B Shares immediately prior to take up.

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