04:00:36 EDT Fri 24 Apr 2026
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or Name
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Orca Energy Group Inc
Symbol ORC
Shares Issued 18,015,014
Close 2026-04-23 C$ 3.91
Market Cap C$ 70,438,705
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Orca Energy Group applies for MCTO

2026-04-23 22:01 ET - News Release

Mr. Jay Lyons reports

ORCA ENERGY GROUP ANNOUNCES ANTICIPATED LATE FILING OF ANNUAL FINANCIAL STATEMENTS AND VOLUNTARY APPLICATION FOR MANAGEMENT CEASE TRADE ORDER

As a result of delays in the completion of its audit, Orca Energy Group Inc. anticipates that it will experience a short-term delay in filing its audited consolidated annual financial statements for the year ended Dec. 31, 2025, the related management's discussion and analysis (MD&A), and its Form 52-109FV1 chief executive officer and chief financial officer certifications of annual filings. Under National Instrument 51-102, Continuous Disclosure Obligations, the required filings are required to be made not later than April 30, 2026.

On April 13, 2026, the company announced a transaction among the company, Taifa Gas Tanzania Ltd., and Amber Energy Investment LLC-FZ, pursuant to which the company will sell all of the outstanding shares of PAE PanAfrican Energy Corp., its wholly owned Mauritian holding subsidiary. The company has determined that the proposed transaction must be considered during the audit and preparation, respectively, of the financial statements and the required filings, which has caused a temporary delay in the company's provision of necessary documents to the auditor to complete their work in respect of the audit of the financial statements. This temporary delay is due to the timing of year end audit procedures and assessment of the company's assumptions and judgments related to the proposed transaction. As such, the company wishes to pro-actively advise investors that the required filings will not be made on or before the filing deadline.

The company has applied to the Alberta Securities Commission (ASC) pursuant to Part 3 of National Policy 12-203, Management Cease Trade Orders, for a management cease trade order (MCTO). If granted, the MCTO will prohibit trading in securities of the company by the chief executive officer and chief financial officer until such time as the required filings and all continuous disclosure requirements have been filed by the company, and the MCTO has been lifted. During the period in which the MCTO is effective, there will be no impact to the operations of the company and the general public, who are not insiders of the company, would continue to be able to trade in the company's listed securities. The MCTO application has been made but there is no guarantee or assurance that the MCTO will be granted.

The company expects that the audit will be completed in early May with the required filings to be made on or around May 22, 2026. The company plans to issue a news release once the required filings have been filed. During the period of default and until the required filings have been made, the company intends to satisfy the provisions of the alternative information guidelines as required by NP 12-203.

The company confirms that there is no other material information concerning the affairs of the company that has not been generally disclosed as of the date of this news release. The company confirms that there are no insolvency proceedings involving the company.

About Orca Energy Group Inc.

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

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