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Shaymar Limited – Early Warning Disclosure With Respect to Orca Exploration Group Inc.

newsfilecorp

St. Helier, Jersey–(Newsfile Corp. – March 6, 2020) – Shaymar Limited (“Shaymar“) announces that it has disposed of certain Class B Subordinate Voting Shares (the “Class B Shares“) of Orca Exploration Group Inc. (“Orca“) pursuant to the substantial issuer bid (the “Offer“) recently completed by Orca.

Orca commenced the Offer on January 28, 2020, and the expiration date of the Offer was March 4, 2020. On March 6, 2020, Orca announced the results of the Offer, and indicated that it has acquired an aggregate of 7,692,306 Class B Shares at a price of Cdn. $6.50 per share.

Shaymar tendered 1,700,000 Class B Shares to the Offer. As a result of pro-rationing pursuant to the terms of the Offer, Orca has acquired 697,590 Class B Shares tendered by Shaymar for total consideration payable to Shaymar of Cdn. $4,534,335. Shaymar’s ownership of Class B Shares has thereby decreased to 4,694,870 Class B Shares, which represents approximately 18.9% of the outstanding number of Class B Shares after completion of the Offer. Before the commencement of the Offer, Shaymar had owned 5,392,460 Class B Shares representing approximately 16.6% of the outstanding Class B Shares at that time.

Shaymar did not tender any of its Class A Shares to the Offer. As of the date hereof, Shaymar owns 1,741,975 Class A Shares, representing approximately 99.5% of the outstanding Class A Shares.

Shaymar has disposed of Class B Shares pursuant to the Offer in order to partially realize upon its investment in Orca. In the future, Shaymar may discuss with management, the Board of Directors of Orca and/or other persons any of the transactions listed in clauses (a) to (k) of item 5 of Form 62-103F1 of National Instrument 62-103 – The Early Warning System and Related Take-over Bid and Insider Reporting Issues. Further, Shaymar continually evaluates its investment in Orca, and may, based upon such evaluation, market conditions and other circumstances, increase or decrease its shareholdings pursuant to market transactions, private agreements or otherwise, in each case in accordance with applicable securities laws.

The shares of Shaymar are owned by a trustee on behalf of the W. David Lyons (2008) Settlement.

The address of Orca’s head office is c/o Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola VG1110, British Virgin Islands.

Shaymar’s address is c/o Vistra Trust Company (Jersey) Limited, 4th floor, St. Pauls’ Gate 22-24 New Street, St. Helier, Jersey J31 4TR.

An early warning report will be filed by Shaymar in accordance with applicable securities laws and will be available on SEDAR at www.sedar.com. For further information, or a copy of the early warning report filed by Shaymar, please contact Shaymar in care of David W. Ross at (403) 260-0296.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/53229