Orca Energy Group Inc. announces virtual annual meeting of shareholders

TORTOLA, British Virgin Islands, August 27, 2020:  Orca Energy Group Inc. (“Orca” or the “Company”) (TSX-V: ORC.A, ORC.B) announces that it will hold its annual meeting of shareholders on September 17, 2020 at 8:00 a.m. (Calgary time) in a virtual-only format whereby shareholders may attend and participate in the meeting via live audio webcast. In addition, Orca announces that both Ms. Carole Wainaina and Mr. Ebbie Haan have resigned as directors of the Company.  Orca  wishes to thank Carole and Ebbie for their valuable service and contributions and wish them well in future endeavors.

Annual General Meeting of Shareholders

Orca is holding the meeting in a virtual-only format, conducted via live audio webcast out of an abundance of caution to proactively deal with the unprecedented health impact of COVD-19 and to mitigate risks to the health and safety of our communities, shareholders, employees and other stakeholders. Shareholders will not be able to physically attend the meeting, however, through the virtual-only format shareholders will have an equal opportunity to attend, ask questions and vote their shares at the meeting, regardless of geographic location.  

Registered shareholders will be able to attend the meeting, ask questions and vote, all in real time, online at https://web.lumiagm.com/169227750. Non-registered shareholders (being shareholders who beneficially own shares that are registered in the name of an intermediary such as a bank, trust company, securities broker or other nominee, or in the name of the depositary of which the intermediary is a participant) will also be able to attend the meeting, ask questions and vote in real time online if they have duly appointed themselves as proxyholder and registered themselves for attendance at the meeting.  Non-registered shareholders who have not appointed themselves as proxyholder or registered themselves for attendance at the meeting will be able to attend the meeting online as guests. Guests will not be able to vote or ask questions at the meeting.

We urge shareholders to vote and submit their proxy in advance of the meeting by one of the methods described in Orca’s proxy materials. Shareholders are reminded that completed proxy forms must be received no later than 8:00 a.m. (Calgary time) on September 15, 2020.

Attending and Voting at the meeting

How to Attend the Virtual-Only Meeting

Registered shareholders and duly appointed proxyholders, including non-registered shareholders who have duly appointed themselves as proxyholder, will be able to attend, ask questions and vote at the meeting online at https://web.lumiagm.com/169227750. We recommend that you login at https://web.lumiagm.com/169227750 one hour before the meeting starts. Once you have logged in, select “I have a control number” and then enter your control number (see below) and “orc2020” (case sensitive).

  • Registered shareholders: the control number located on the form of proxy you received is your control number.
  • Duly appointed proxyholders: AST Trust Company (Canada) will provide the proxyholder with a control number after the proxy voting deadline has passed and the proxyholder has been duly appointed AND registered with AST Trust Company (Canada), as described below.

Guests, including non-registered beneficial shareholders who have not duly appointed themselves as proxyholder, can listen to the meeting. Guests are not able to vote or ask questions at the meeting. Login online at https://web.lumiagm.com/169227750, select “I am a guest”, and then complete the online registration form.  

If you attend the meeting online, it is important that you are connected to the internet at all times during the meeting in order to vote when balloting commences. It is your responsibility to ensure that you remain connected for the duration of the meeting. Online check-in will begin one hour prior to the meeting on September 17, 2020 at 7:00 a.m. (Calgary time). You should allow ample time to check-in to the meeting online and complete the related procedure prior to the meeting commencing at 8:00 a.m. (Calgary time).

How to Vote Prior to the meeting

Before the meeting, shareholders of record as of the close of business on August 13, 2020 may vote by completing the form of proxy in accordance with the instructions provided therein. Completed proxy forms must be received no later than 8:00 a.m. (Calgary time) on September 15, 2020. Non-registered shareholders should carefully follow all instructions provided by their intermediaries to ensure that their shares are voted at the meeting. For additional details on how to vote by proxy before the meeting, please see “The Virtual Only Meeting” in the Company’s management information circular dated August 17, 2020 (the “Circular“). For details of the matters to be voted on, please see “Matters to be Acted on at the meeting” in the Circular.

How to Vote at the meeting

Registered shareholders and duly appointed proxyholders (including non-registered shareholders who have duly appointed themselves a proxyholder) that attend the meeting online will be able to vote by completing a ballot online during the meeting through the live webcast platform.

If you use your control number to login to the meeting, any vote you cast at the meeting will revoke any proxy you previously submitted. If you do not wish to revoke a previously submitted proxy, you should not vote during the meeting.

Guests (including non-registered shareholders who have not duly appointed themselves as proxyholder or registered for attendance at the meeting) can login and listen to the meeting but will not be able to vote during the meeting.

Registration of a Proxyholder for Online Meeting Participation

Shareholders who wish to appoint someone other than the Orca proxyholders named in the form of proxy as their proxyholder to attend the meeting as their proxy and vote their shares must submit their form of proxy appointing that person as proxyholder AND must register that proxyholder online, as described below. Please ensure that the person you appoint is aware that he or she has been appointed. The appointee should then register as described below.

Registering of the proxyholder is an additional step to be completed AFTER you submit your form of proxy. Failure to register the proxyholder will result in the proxyholder not receiving a control number, which is required for them to attend and vote at the meeting.

  • Step 1 – Submit your form of proxy: To appoint someone as proxyholder other than the Orca proxyholders, insert that person’s name in the blank space provided in the form of proxy and follow the instructions for submitting such form of proxy. This must be completed before registering the proxyholder, which is an additional step completed once you have submitted your form of proxy.
  • Step 2 – Register your proxyholder: To register a third party proxyholder, shareholders MUST call AST Trust Company (Canada) at 1-866-751-6315 (within North America) or 212-235-5754 (outside North America) by 8:00 a.m. (Calgary time) on September 15, 2020 and provide AST Trust Company (Canada) with the required proxyholder contact information so that AST Trust Company (Canada) may provide the proxyholder with a control number. Without a control number, proxyholders will not be able to vote or ask questions at the meeting. They will only be able to attend the meeting online as a guest.   

If you are a non-registered shareholder and wish to vote yourself at the meeting, you must insert your own name in the space provided on the voting instruction form sent to you by the intermediary, follow the applicable instructions provided by your intermediary AND register yourself as your proxyholder with AST Trust Company (Canada), as described above. By doing so, you are instructing your intermediary to appoint you as proxyholder. It is important that you comply with the signature and return instructions provided by your intermediary.

Failing of the proxyholder to register with AST Trust Company (Canada) will result in the proxyholder not receiving a control number, which is required to vote at the meeting.

Non-registered shareholders who have not duly appointed themselves as proxyholder will not be able to vote at the meeting but will be able to participate as guests.

General Proxy Matters

For additional information regarding submissions of forms of proxy and voting instructions forms before the meeting, the voting deadline, how to revoke proxies and other general proxy matters, please refer to the sections “The Virtual Only Meeting“, “Revocation of Proxies“, “Voting by Proxies” and “Advice to Beneficial Shareholders” in the Circular.

For media enquiries:

Celicourt (PR)

Mark Antelme

Jimmy Lea

 Orca@celicourt.uk

+44-20 8434 2643

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward Looking Information

Certain information regarding Orca set forth in this news release, including but not limited to: the date and time the Company plans to hold the meeting constitutes “forward-looking information” within the meaning of applicable Canadian securities laws. The words “may”, “will”, “would”, “should”, “could”, “expects”, “plans”, “intends”, “trends”, “indications”, “anticipates”, “believes”, “estimates”, “predicts”, “likely” or “potential” or the negative or other variations of these words or other comparable words or phrases, are intended to identify forward-looking information. Forward-looking information, by its very nature, involves inherent risks and uncertainties and is based on several assumptions, both general and specific. Orca cautions that its assumptions may not materialize and that current economic conditions render such assumptions, although believed reasonable at the time they were made, subject to greater uncertainty. Such forward-looking information is not a guarantee of future performance and involves known and unknown risks, uncertainties and other factors which may cause the actual results or performance of Orca to be materially different from the outlook or any future results or performance implied by such information. The forward-looking information contained in this new release is provided as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless so required by applicable Canadian securities laws.

Orca Energy Group Inc. Announces Completion of its Q2 2020 Interim Filings

TORTOLA, BRITISH VIRGIN ISLANDS – August 13, 2020: Orca Energy Group Inc. (“Orca” or “the Company” and includes its subsidiaries and affiliates) (TSX-V: ORC.A, ORC.B) today announces it has filed its condensed consolidated interim financial statements and management’s discussion and analysis for the three and six month periods ended June 30, 2020 with the Canadian securities regulatory authorities. All amounts are in United States dollars (“$”) unless otherwise stated.

Click here to download the full press release.

Orca Exploration Group Inc. Changes its Name to Orca Energy Group Inc.

TORTOLA, BRITISH VIRGIN ISLANDS – August 12, 2020 – Orca Exploration Group Inc. (“Orca” or the “Company” including its subsidiaries and affiliates) (TSX-V: ORC.A, ORC.B) today is announcing that it has changed its legal name to Orca Energy Group Inc. The Company’s stock trading symbol will remain as ORC on the TSX Venture Exchange (the “Exchange“) and the Company’s stock commenced trading under its new name following receipt of final approval from the Exchange.

The Company’s board of directors approved the corporate name change and a Certificate of Name Change was issued on August 10, 2020. No action will be required by existing shareholders or holders of certificates representing Class A Common Shares (“Class A Shares“) or Class B Subordinate Voting Shares (“Class B Shares“) with respect to the name change.

The Company’s CUSIP number is G6769T107 and the ISIN is VGG6769T1075 for the Class A Shares. The Company’s CUSIP number is G6769T115 and the ISIN is VGG6769T1158 for the Class B Shares.

Orca Exploration Group Inc.

Orca is an international public company engaged in natural gas exploration, development and supply in Tanzania through its subsidiary PanAfrican Energy Tanzania Limited. Orca trades on the TSX Venture Exchange under the trading symbols ORC.A and ORC.B.

For further information please contact:

Nigel Friend, CEO
nfriend@orcaexploration.com

Blaine Karst, CFO
bkarst@orcaexploration.com

For media enquiries:
Celicourt (PR)
Mark Antelme
Jimmy Lea
Jemima Lowe

Orca@celicourt.uk
+44-20 8434 2643

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Orca Energy Group Inc. Provides Operational and Corporate Update

TORTOLA, British Virgin Islands, August 10, 2020:  Orca Energy Group Inc. (“Orca” or the “Company”) (TSX-V: ORC.A, ORC.B) is pleased to provide the following operational update on its current activities in Tanzania and the appointment of two corporate brokers. All currency amounts in this news release are in United States Dollars ($) unless otherwise stated.

Tanzania

On August 3, 2020 Orca signed a contract with China Petroleum and Technology Development Company (“CPTDC”) for the design, supply, installation and commissioning of natural gas compressors within the Songas gas processing facility on Songo Songo Island. The compressors will work in harmony with the previously installed refrigeration to address declining reservoir pressure and ensure maximum production levels can be sustained, subject to demand, through to the end of the Production Sharing Agreement in 2026.  The compressors are forecast to cost a total of $38 million of which circa $6 million was expended in 2019 and $19 million will be incurred over the remainder of 2020.  The compressors are scheduled to be operational by the end of Q2 2022. 

Orca’s careful management of the operational team on Songo Songo Island has enabled it to maintain production throughout the COVID-19 pandemic.  Orca’s Additional Gas sales averaged 50.6 million standard cubic feet a day (“MMcfd”) for Q2 2020 (Q2 2019: 56.6 MMcfd) and 53.5 MMcfd for the six months ended June 30, 2020 (six months ended June 30, 2019: 59.5 MMcfd).  Gas sales were impacted by sustained and significant rainfalls that enabled the Tanzania Electricity Supply Company (“TANESCO”) to operate its hydro facilities at high utilization rates.  The country is now entering the dry season and gas demand is expected to increase for the remainder of the year.  Despite the lower demand for gas from the power sector, TANESCO has continued to pay back its arrears during the first six months of the year.  Orca continues to benefit from a strong balance sheet, with cash and short-term bonds of $106.1 million as at June 30, 2020.

The Company is preparing for the workover of onshore well SS-10 in early 2021.  A decision on whether to conduct remedial work on two of the older onshore wells, SS-3 and SS-4 will be taken on completion of a major subsurface review of the Songo Songo gas field that will be finalized during Q4 2020.  This review, which includes a re-build of the static and dynamic reservoir models, will enable the Company to assess whether the workover of SS-3 and SS-4, or the drilling of new infill wells will be preferable over the remainder of the license period.  The review will also incorporate the latest trends in pressure measurements to allow a full re-assessment on the contingent and prospective resource potential and associated economics of drilling and developing the natural gas in the areas known as Songo Songo North and Songo Songo West.

Corporate

To further increase Orca’s visibility and help communicate Orca’s strategy, the Company has engaged Canaccord Genuity Limited (“Canaccord”) and Investec Bank plc (“Investec”) to provide advisory and corporate broking services. As part of the mandate, Canaccord and Investec will introduce Orca to respective institutional investor bases, particularly in Europe and Africa. 

Nigel Friend, CEO of Orca commented:

“Despite the challenging macro backdrop, we are very pleased with Orca’s performance in the first six months of 2020.  We are well placed to finance and deliver a number of essential capital projects which are critical to sustaining gas production in Tanzania through to the end of the license period. The Government of Tanzania has shown a long-term commitment to natural gas through its investment in gas infrastructure and we will continue to develop the Songo Songo field with our partner, the Tanzania Petroleum Development Corporation, to fuel economic growth and prosperity in country. 

We are delighted to have engaged Canaccord and Investec who are expected to help the Company expand its institutional investor bases in Europe and Africa. They will also assist us with communicating the success of our project in Tanzania and the long-term investment case of the Company.  I look forward to keeping our shareholders appraised of developments over the coming months.”

For media enquiries:
Celicourt (PR)
Mark Antelme
Jimmy Lea

 Orca@celicourt.uk
+44-20 8434 2643

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward Looking Information

Certain information regarding Orca set forth in this news release, including but not limited to: the compressors’ ability to ensure maximum production levels are sustained through to the end of the Production Sharing Agreement in 2026; the forecast cost of the compressors and Orca’s ability to pay in the remainder of 2020; the compressors’ scheduled operational date; expected gas demand; the workover of onshore well SS-10 and the potential remedial work on wells SS-3 and SS-4; the completion of the subsurface review of the Songo Songo gas field in Q4 2020; and Canaccord and Investec’s ability to introduce Orca to institutional investor bases; the Company’s position in the market; and Orca’s intention to continue to develop the Songo Songo field constitute “forward-looking information” within the meaning of applicable Canadian securities laws. The words “may”, “will”, “would”, “should”, “could”, “expects”, “plans”, “intends”, “trends”, “indications”, “anticipates”, “believes”, “estimates”, “predicts”, “likely” or “potential” or the negative or other variations of these words or other comparable words or phrases, are intended to identify forward-looking information. Forward-looking information, by its very nature, involves inherent risks and uncertainties and is based on several assumptions, both general and specific. Orca cautions that its assumptions may not materialize and that current economic conditions render such assumptions, although believed reasonable at the time they were made, subject to greater uncertainty. Such forward-looking information is not a guarantee of future performance and involves known and unknown risks, uncertainties and other factors which may cause the actual results or performance of Orca to be materially different from the outlook or any future results or performance implied by such information.

The forward-looking information contained in this new release is provided as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless so required by applicable Canadian securities laws.