Exercise of Warrants and Operations Update
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The following amendments have been made to the announcement headed "Exercise of Warrants and Operations Update" released on 18 October 2023 at 07:00 under RNS No 4503Q.
In the paragraph headed "Tim Leslie Exercise" the following corrections have been made: Total holding is 17,012,245 Commons Shares and the corresponding percentage of current issued share capital of the Company is 6.0%.
All other details remain unchanged. The full amended text is shown below.
ARROW ANNOUNCES EXERCISE OF WARRANTS BY LARGEST SHAREHOLDERS AND MANAGEMENT AND AN PROVIDES UPDATE ON RCE-6
CALGARY, October 18, 2023 - Arrow Exploration Corp. (AIM: AXL; TSXV: AXL) ("Arrow" or the "Company"), the high-growth operator with a portfolio of assets across key Colombian hydrocarbon basins, is pleased to announce the exercise of warrants in exchange for Common Shares in the Company ("Common Shares") by its largest shareholders and management. The warrants were issued in conjunction with the Q4 2021 financing and had an exercise price of GBP 0.09 per Common Share.
Canacol Exercise
The Company's largest shareholder, Canacol Energy Ltd. ("Canacol"), has exercised 18,357,602 warrants and is accordingly being issued the corresponding 1,8357,602 Common Shares. As a result of this exercise Canacol will hold a total of 60,072,807 Common Shares which represents 21.2% of the current issued share capital of the Company.
As per Canacol's press release dated October 16, 2023, Canacol intends to hold their current interest in the Company.
Tim Leslie Exercise
Another of the Company's largest shareholders, Tim Leslie, has exercised 10,204,082 warrants and is accordingly being issued the corresponding 10,204,082 Common Shares. As a result of this exercise, Tim Leslie will hold a total of 17,012,245 Common Shares which represents 6.0% of the current issued share capital of the Company.
Management Exercise
The Company's management have also exercised all warrants belonging to them as set out in the table below.
| Management | Number of warrants exercised | Number of New Common Shares Issued | Aggregate number of Common Shares held following exercise | Total number of Common Shares held as a percentage of current issued share capital |
|---|---|---|---|---|
| Gage Jull | 1,997,836 | 1,997,836 | 5,993,508 | 2.1% |
| Marshall Abbott | 1,789,900 | 1,789,900 | 5,369,702 | 1.9% |
| Joe McFarlane | 1,932,814 | 1,932,814 | 5,798,443 | 2.0% |
At this time the Company's Management team plans to hold their current position in the Company.
Current Issued Share Capital
Following the issue of the new Common Shares described above, and pursuant to 3,600,000 Common Shares that have been issued under the Company's current blocklisting in the month of October to date, the issued share capital of the Company will be comprised by 283,408,275 Common Shares with one vote per share.
This figure of 283,408,275 has been used in the calculations above and may be used as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
The Company expects to have further warrants exercised at the end of the October under its Blocklisting and will therefore provide a revised Total Voting Rights figure at the end of the October once remaining warrants have either been exercised or expired.
Advance to Management
The Board of Directors have determined to provide loans to each of Messrs. Jull, Abbott and McFarlane (the "Executives"). The amount to be advanced to each Executive is $225,000 which will be repaid from future remuneration or other sources. The loans are due on demand, or when the Executive ceases to be employed by the Company, or when the Executive sells any Common Shares.
The Executives will execute loan agreements in respect of the advances and have agreed to provide security acceptable to the Company. The advances will bear interest at the Bank of Canada prime rate. Terms of the loans were reviewed and approved by the independent directors of the Company. Under Canadian Securities law the advances are subject to Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) but are exempt from the requirement for formal valuation or minority shareholder approval as the Company is not listed on a specified market as defined in the Instrument and the fair market value of the loans is less than 25% of the market capitalization of the Company.
Admission of Shares to trading on AIM
Save for the 28,561,684 new Common Shares to be issued to Canacol and Tim Leslie described above, all of the Common Shares issued and to be issued pursuant to the warrant exercises have already been admitted to trading on AIM pursuant to the Blocklisting as announced in the RNS dated 7 November 2022.
Accordingly, an additional application has been made for 28,561,684 new Common shares to be admitted to trading on AIM ("Admission"), with Admission expected to occur on or around 19 October 2023.
Operations Update
At the Rio Cravo Este (RCE) pad, the Company continues with the 2023 drilling program. The RCE-6 well spud on October 4th, and drilling operations are progressing as expected. Once the RCE-6 well is complete the company plans to drill two further wells at the RCE pad. Further updates will be issued once the well has been completed.
About Arrow Exploration Corp.
Details of the person discharging managerial responsibilities / person closely associated
| Name | 1. Marshall Abbott 2. Gage Jull 3. Joe McFarlane | |
| Reason for the notification | ||
| Position/status | 1. Director 2. Director 3. PDMR (non-director) | |
| Initial notification /Amendment | Initial notification | |
| Name | Arrow Exploration Corp. | |
| LEI | 9845000FDF0856QD9031 | |
| Nature of the transaction | 1. Exercise of warrants for common shares 2. Exercise of warrants for common shares 3. Exercise of warrants for common shares | |
| Price(s) and volume(s) | Exercise | |
| Name | Exercise price | Warrants |
| 1. Marshall Abbott | GBP 0.09 | 1,789,900 |
| 2. Gage Jull | GBP 0.09 | 1,997,836 |
| 3. Joe McFarlane | GBP 0.09 | 1,932,814 |
| Aggregated information | N/A | |
| Date of the transaction | 1. 16 October 2023 2. 16 October 2023 3. 16 October 2023 | |
| Place of the transaction | Outside a trading venue | |
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.