{"success":true,"data":{"pressRelease":{"id":"49206","rtpr_id":"nGNX17mrL9","ticker":"ORCB","exchange":"","all_tickers":["ORCB"],"title":"Orca Energy Group Inc. Announces 2025 Year End Audited Financial Results","author":"Globe Newswire","published_at":"2026-05-29T11:34:40.266Z","article_body":"TORTOLA, British Virgin Islands, May 29, 2026 (GLOBE NEWSWIRE) -- Orca Energy\nGroup Inc. (\"Orca\" or \"the Company\" and includes its subsidiaries and\naffiliates) (TSX-V: ORC.A, ORC.B) today announced its audited financial\nresults for the fourth quarter (\"Q4 2025\") and year ended December 31, 2025.\nAll dollar amounts are in United States dollars unless otherwise stated.\n* Revenue decreased by $21.0 million (57%) for Q4 2025 and by $24.4 million\n(22%) for the year ended December 31, 2025, compared to the same prior year\nperiods. The decreases are primarily a result of the increase in the Tanzanian\nPetroleum Development Corporation’s (“TPDC”) share of revenue due to\ndecreased capital expenditures and lower Cost Gas revenue recoveries by the\nCompany as well as a lower current income tax adjustment, particularly in Q4\n2025.\n* Gas deliveries increased by 4.0 MMcfd (6%) for Q4 2025 and by 3.0 MMcfd (4%)\nfor the year ended December 31, 2025, compared to the same prior year periods.\nThe increases were mainly a result of increased consumption by industrial\ncustomers due to a higher demand for services and products. Additionally, the\nend of the Protected Gas regime in Q3 2024 resulted in higher deliveries of\nAdditional Gas to Tanzania Portland Cement PLC (“TPCPLC”) from August 2024\nonward. This was partially offset by the completion of the Julius Nyere\nHydropower Project (the “JNHPP”) in 2024 leading to increased availability\nof hydro power and causing lower lifting from power customers.\n* On August 7, 2024, PanAfrican Energy Tanzania Limited (“PAET”) and Pan\nAfrican Energy Corporation (Mauritius) (“PAEM”) issued a notice of dispute\n(the “Notice of Dispute”) in respect of an investment treaty claim against\nthe GoT for breach of the Agreement on Promotion and Reciprocal Protection of\nInvestment between the Government of the Republic of Mauritius and the GoT\n(the “BIT”), and a contractual dispute against the Government of Tanzania\n(the “GoT”) and TPDC, for breaches of the: (i) the Production Sharing\nAgreement among PAET, TPDC and the GoT (the “PSA”), and (ii) the Gas\nAgreement among the GoT, TPDC, Songas Limited (“Songas”), and PAET (the\n“Gas Agreement”), for damages estimated in excess of $1.2 billion. Initial\nmeetings with both the Advisory and Coordinating Committees were held during\nthe week of October 14, 2024, without any resolution on the key issues in\ndispute. Following a period of negotiations with the GoT, on August 1, 2025,\nPAET issued two sets of arbitration proceedings against the GoT and TPDC\nregistered with the International Centre for Settlement of Investment Disputes\n(“ICSID”) for breach of the PSA and Gas Agreement respectively and PAEM\nissued arbitration proceedings against the GoT for breach of the BIT (the\n“RFAs”). The claims under the RFAs arise out of a series of actions and\nomissions by Tanzania and TPDC that threaten the viability of the Company's\nTanzanian operations and breach multiple obligations under the BIT, PSA and\nthe Gas Agreement. On August 28, 2025, ICSID registered all three RFAs. The\nproceedings under the Gas Agreement and PSA were consolidated by agreement of\nthe parties on December 17, 2025. On February 11, 2026, the arbitral tribunal\nin the Gas Agreement and the PSA arbitration was constituted, and on February\n13, 2026, the arbitral tribunal in the BIT arbitration was constituted. The\ntribunals held the first procedural hearings in the proceedings under the BIT\non April 27, 2026, and in the consolidated proceedings under the Gas Agreement\nand the PSA on May 7, 2026.\n* Net income attributable to shareholders amounted to $8.8 million for the\nyear ended December 31, 2025, compared to net loss attributable to\nshareholders of $21.6 million for the same prior year period. The increase is\nprimarily a result of the reversal of loss allowance and recognition of\ninterest income in 2025 as a result of the Tanzanian Electric Supply Company\nLimited (“TANESCO”) paying the full amount agreed under the Settlement\nAgreement.\n* Net cash flows from operating activities increased by $57.5 million (212%)\nfor the year ended December 31, 2025, compared to the same prior year period,\nmainly as a result of higher payments from TANESCO in 2025 pursuant to the\nSettlement Agreement.\n* Capital expenditure decreased by $14.0 million (94%) for Q4 2025 and by\n$25.9 million (94%) for the year ended December 31, 2025, compared to the same\nprior year periods. The capital expenditures in 2025 primarily related to the\ncosts of flowlines replacements on the SS-5 and SS-9 wells, deferred from 2024\nat the request of the GoT. The capital expenditures in 2024 primarily related\nto the costs of the SS-7 well workover program.\n* The Company exited the period with $27.4 million in working capital\n(December 31, 2024: $21.9 million) and cash and cash equivalents, excluding\nrestricted cash, of $87.0 million (December 31, 2024: $90.1 million). Cash\nheld in hard currencies (USD, Euro, GBP, CDN) was $82.8 million, as at\nDecember 31, 2025 (December 31, 2024: $87.1 million). In addition to total\ncash balance of $87.0 million, $24.7 million was posted as security in respect\nto an appeal initiated by the Company relating to a judgment received from the\nTanzania High Court (Commercial Division) for a claim brought by a contractor\nagainst PAET relating to alleged losses arising from PAET’s termination of a\ncontract relating to the Company’s 3D seismic acquisition program. On May\n11, 2026, $19.3 million was paid in full and final settlement and the\nrestrictions lifted on the remaining security balance of $5.4 million.\n* In February 2025, the Company fully prepaid the $60 million investment (the\n“Loan”) made by International Finance Corporation (“IFC”) in PAET,\npursuant to a loan agreement dated October 29, 2015 between the IFC, PAET and\nthe Company (the “Loan Agreement”). To effect the foregoing prepayment,\nthe Company paid IFC $30.6 million, representing the aggregate outstanding\nprincipal of the Loan together with all accrued interest thereon and all other\namounts owing in connection with the Loan as of February 21, 2025. As of the\ndate hereof, the annual variable participating interest granted by PAET to the\nIFC under the terms of the Loan Agreement remains outstanding. Such\nparticipation interest will continue to accrue until October 15, 2026.\n* On April 15, 2025, PAET and TPDC signed a settlement agreement with TANESCO\n(the “Settlement Agreement”), for TANESCO to pay PAET $52.0 million for\nunpaid amounts owing by TANESCO for deliveries of natural gas from the Songo\nSongo gas field and late payment interest, which unpaid amounts totalled\n$104,164,507.41 as of January 9, 2025, comprising of $33.7 million of\nprincipal amount owing and approximately $70.5 million of default interest.\nThe Settlement Agreement required TANESCO to pay the Tanzanian Shilling\nequivalent of $52.0 million, comprised of the $33.7 million principal amount\nand $18.3 million representing a portion of the default interest owed by\nTANESCO. It was agreed that the remaining balance of the default interest\nowing by TANESCO would be waived if TANESCO paid the settlement amount when\nrequired and in full while remaining current on amounts owed. As at December\n31, 2025, TANESCO has paid the full $52.0 million due under the Settlement\nAgreement, and the Company has duly waived the remaining balance of the\ndefault interest owing by TANESCO. Payments on account of the settlement\namount have been allocated between PAET and TPDC in accordance with the PSA.\nPursuant to the PSA, the Company has retained approximately $35.4 million of\nthe settlement amount with TPDC receiving the balance.\n* The TANESCO long-term receivable as at December 31, 2024 was $22.0 million\nand had been fully provided for. As at December 31, 2025, the Company has\nreceived all amounts due under the Settlement Agreement. Accordingly, the\nprovision has been reversed in full and the long-term receivable balance as at\nDecember 31, 2025 is $ nil. Subsequent to December 31, 2025, the Company has\ninvoiced TANESCO $21.6 million for Q1 2026 gas deliveries and TANESCO has paid\nthe Company $23.8 million.\n* Total working interest proved conventional natural gas reserves (“1P”)\nand total proved plus probable conventional natural gas reserves (“2P”)\ndecreased by 58% and 54%, respectively, as at December 31, 2025 compared to\nthe prior year. The decrease was primarily attributed to 26.2 Bcf of\nproduction in 2025. The net present value of lower reserves and estimated\nfuture cash flows from 2P reserves at a 10% discount rate decreased by 51%\ncompared to the previous year mainly as a result of lower reserves at year end\n2025 and the associated reduction in the number of years outstanding on the\ncurrent Songo Songo development licence.\n* On February 27, 2026, the Company entered into an agreement with Swala Oil\nand Gas (Tanzania) plc (in liquidation) (“Swala”) for the withdrawal\nwithout leave to refile of Swala's proceedings against Orca, PAEM, and PAET\n(collectively, the “Orca Group”) before the High Court of Tanzania in Case\nNo. 11561 of 2025 (the “Tanzanian Proceedings”), and the withdrawal of the\nanti-suit injunction filed by the Orca Group against Swala in the High Court\nof England and Wales Commercial Court. The Orca Group and Swala agreed to\nrefer any such dispute to a confidential arbitration conducted under the\nArbitration Rules of the London Court of International Arbitration, with\nLondon as the place and seat of such arbitration. No provision has been\nrecognized with respect to this matter.\n* On April 10, 2026 the Orca Group filed a Request for Arbitration under the\nLCIA Arbitration Rules (2020) pursuant to Clause 2.6 of the Settlement Deed\nexecuted on February 26, 2026 by the Orca Group and Swala, seeking declaratory\nand monetary reliefs against Swala and a new entity to which Swala assigned\nits claims. Specifically, the claimants seek declarations that the claims\nadvanced by Swala in the Tanzanian Proceedings and assigned to the new Swala\nentity have no legal or factual basis and must fail. Instead, those claims are\nwholly speculative and vexatious and have been manufactured in an attempt to\ncircumvent the comprehensive release contained in the related share sale\nagreement.\n* In February 2025, the Company received the Judgment (the “Judgment”)\nfrom the Tanzanian High Court (Commercial Division) (the “Court”) relating\nto the claim brought by a contractor against PAET. Pursuant to the Judgment,\nthe Court ordered specific and general damages in the aggregate of $23.1\nmillion, plus legal costs and interest at a rate of 7% per annum to be paid by\nPAET to the contractor. PAET initiated the appeal process. PAET was required\nto post security for the full amount of the judgment until the appeal is\nresolved. The appeal was heard in December 2025 and in its decision dated\nFebruary 3, 2026 (the “Appeal Judgment”), the Court partially allowed the\nappeal. The Appeal Judgment awarded the contractor damages in the aggregate of\n$17.9 million, while dismissing several grounds for damages against PAET in\nthe aggregate of $5.2 million. The Company has treated the Judgment as an\nadjusting event to the 2024 financial statements and recognized the resulting\nliability in 2024. On February 9, 2026, PAET filed an application for review\nof the Appeal Judgment and wrote to the Chief Justice of the Judiciary of\nTanzania seeking their urgent intervention. The Company has also filed for a\nstay of execution of the Appeal Judgment. This review was heard in March 2026.\nOn April 30, 2026, the result of the review was announced with all items\ndismissed and the award upheld. The Company recovered $17.9 million of the\nawarded damages from the TPDC profit share under the terms of the PSA in 2025.\n* On September 23, 2025, the Company declared a special dividend of CDN$1.00\nper share on each of its Class A Shares and Class B Shares for a total of\n$14.4 million to holders of record as of September 29, 2025. The dividend was\npaid on October 6, 2025.\n* On February 9, 2026, the Company declared a special dividend of CDN$2.00 per\nshare on each of its Class A Shares and Class B Shares for a total of $28.8\nmillion to holders of record as of February 23, 2026. The dividend was paid on\nFebruary 27, 2026.\n* On January 8, 2026, PAET notified the Tanzanian Petroleum Upstream\nRegulatory Authority (“PURA”) and TPDC that the majority of PAET staff\nhave joined the Tanzanian Union of Industrial Workers (“TUICO”) and that a\nconfidential Collective Bargaining Agreement (the “CBA”) between PAET and\nTUICO has been executed on January 5, 2026. The CBA specifies staff benefits\non individual or collective retrenchment. Whilst PAET has no existing plans\nfor redundancies or retrenchment, the Company calculates the maximum\nprospective payment across all its local workforce based on 2026 staff salary\nlevels to be circa $7 million.\n* On April 13, 2026, Orca announced that it had entered into a definitive\nShare Purchase Agreement (the “Share Purchase Agreement”) with Taifa Gas\nTanzania Limited (“Taifa”) and Amber Energy Investment L.L.C-FZ\n(“Amber” and together with Taifa, the “Purchasers”) pursuant to which\nOrca will sell all of the outstanding shares of PAEM (the “Transaction”).\nUpon closing of the Transaction, Taifa will acquire 49% of PAEM and Amber will\nacquire 51%. The SPA provides for a nominal cash price of US$10.00 for the\nPAEM shares, which is in addition to the other covenants, warranties,\nrepresentations and obligations of the Purchasers under the agreement and the\nstrategic and commercial benefits that would accrue to Orca by exiting its\nTanzanian business. Closing of the Transaction is subject to customary and\ntransaction-specific conditions, including approval or clearance from the\nTanzania Fair Competition Commission and the Tanzanian Minister responsible\nfor petroleum affairs, approval by a simple majority of the votes cast by Orca\nshareholders at the Company’s annual general and special meeting of\nshareholders, acceptance by the TSX Venture Exchange (the “TSXV”) of the\nTransaction and related matters requiring the TSXV’s approval or acceptance,\nand the release of Orca from remaining guarantees and related undertakings in\nfavor of the IFC in respect of obligations of PAEM and PAET. Any party may\nterminate the Share Purchase Agreement for any reason.\nFinancial and Operating Highlights for the Three Months and Year Ended\nDecember 31, 2025\n\n Three Months ended December 31 % Change Year ended December 31 % Change \n (Expressed in $’000 unless indicated otherwise) 2025 2024 Q4/25 vs Q4/24 2025 2024 Ytd/25 vs Ytd/24 \n OPERATING \n Daily average gas delivered and sold (MMcfd) 75.8 71.8 6 % 71.8 68.8 4 % \n Industrial 20.2 19.7 3 % 19.7 16.1 22 % \n Power 55.6 52.1 7 % 52.1 52.7 (1 )% \n Average price ($/mcf) \n Industrial 7.60 7.35 3 % 7.79 8.45 (8 )% \n Power 3.95 3.90 1 % 3.96 3.88 2 % \n Weighted average 4.92 4.85 1 % 5.01 4.95 1 % \n Operating netback ($/mcf) 3.71 3.56 4 % 2.83 3.13 (10 )% \n \n FINANCIAL \n Revenue 15,820 36,855 (57 )% 87,231 111,593 (22 )% \n Net (loss) / income attributable to shareholders (33,154 ) (25,821 ) n/m 8,824 (21,578 ) n/m \n per share – basic and diluted ($) (1.67 ) (1.31 ) n/m 0.45 (1.09 ) n/m \n Net cash flows from operating activities 51 6,254 (99 )% 84,557 27,086 212 % \n per share – basic and diluted ($) 0.00 0.32 (99 )% 4.28 1.37 212 % \n Capital expenditures 845 14,869 (94 )% 1,619 27,548 (94 )% \n Weighted average Class A and Class B Shares (‘000) 19,765 19,772 0 % 19,765 19,780 0 % \n \n December 31, As at December 31, \n 2025 2024 % Change \n Working capital (including cash) (1) 27,411 21,904 25 % \n Cash and cash equivalents (excluding restricted cash) 86,986 90,076 (3 )% \n Outstanding shares (‘000) \n Class A 1,750 1,750 0 % \n Class B 18,015 18,022 0 % \n Total shares outstanding 19,765 19,772 0 % \n \n RESERVES \n Gross Reserves (Bcf) \n Proved 17 40 (58 )% \n Probable 2 1 100 % \n Proved plus probable 19 41 (54 )% \n Net Present Value, discounted at 10% ($ million) \n Proved 29 62 (53 )% \n Proved plus probable 32 65 (51 )% \n \n\nSee Non-GAAP Financial Measures and Ratios.\n\nJay Lyons, Chief Executive Officer, commented:\n\n“2025 was a pivotal year for Orca, marked by strong operational performance,\nthe full repayment of the IFC loan, and the successful settlement of the\nTANESCO receivable. While we continue to navigate a complex operating and\nregulatory environment in Tanzania, we remain focused on protecting\nshareholder value, maintaining disciplined capital allocation, and advancing\nthe proposed transaction announced in April 2026.”\n\nThe Company's complete Audited Consolidated Financial Statements and Notes and\nManagement's Discussion & Analysis for the year ended December 31, 2025 may be\nfound on the Company’s website www.orcaenergygroup.com or on the Company's\nprofile on SEDAR+ at www.sedarplus.ca.\n\nOrca Energy Group Inc.\n\nOrca Energy Group Inc. is an international public company engaged in natural\ngas development and supply in Tanzania through its subsidiary PanAfrican\nEnergy Tanzania Limited. Orca trades on the TSX Venture Exchange under the\ntrading symbols ORC.B and ORC.A.\n\nThe principal asset of Orca is its indirect interest in the with TPDC and the\nGoT in the United Republic of Tanzania. This PSA covers the production and\nmarketing of certain gas from the Songo Songo development licence offshore\nTanzania. The PSA defines the gas produced from the Songo Songo gas field as\n“Protected Gas” and “Additional Gas”. Under the Gas Agreement, until\nJuly 31, 2024, Protected Gas was owned by TPDC and was sold to Songas and\nTPCPLC. After July 31, 2024, Protected Gas ceased and all production from the\nSongo Songo gas field constitutes Additional Gas which PAET and TPDC are\nentitled to sell on commercial terms until the PSA expires in October 2026.\nSongas is the owner of the infrastructure that enables the gas to be processed\nand delivered to Dar es Salaam, which includes a gas processing plant on Songo\nSongo Island. Additional Gas is all gas that is produced from the Songo Songo\ngas field in excess of Protected Gas.\n\n \n For further information please contact: \n \n Jay Lyons Lisa Mitchell \n Chief Executive Officer Chief Financial Officer \n +44 (0)20 8434 2754 +44 (0)20 8434 2754 \n ir@orcaenergygroup.com ir@orcaenergygroup.com \n \n For media enquiries please contact: \n \n Mark Antelme \n +44 (0)20 8434 2754 \n orca@celicourt.uk \n \n\nNeither the TSX Venture Exchange nor its Regulation Service Provider (as that\nterm is defined in the policies of the TSX Venture Exchange) accepts\nresponsibility for the adequacy or accuracy of this release.\n\nAbbreviations\n\n Bcf billion standard cubic feet \n MMcf million standard cubit feet \n MMcfd million standard cubic feet per day \n \n\nNon-GAAP Financial Measures and Ratios\n\nIn this news release, the Company has disclosed the following non-GAAP\nfinancial measures, non-GAAP ratios and supplementary financial measures:\ncapital expenditures, operating netback, operating netback per mcf, working\ncapital, net cash flows from operating activities per share and weighted\naverage Class A and Class B Shares.\n\nThese non-GAAP financial measures and ratios disclosed in this news release do\nnot have any standardized meaning under IFRS and may not be comparable to\nsimilar financial measures disclosed by other issuers. These non-GAAP\nfinancial measures and ratios should not, therefore, be considered in\nisolation or as a substitute for, or superior to, measures and ratios of the\nCompany’s financial performance defined or determined in accordance with\nIFRS. These non-GAAP financial measures and ratios are calculated on a\nconsistent basis from period to period.\n\nNon-GAAP Financial Measures\n\nCapital expenditures\n\nCapital expenditures is a useful measure as it provides an indication of our\ninvestment activities. The most directly comparable financial measure is net\ncash from (used in) investing activities. A reconciliation to the most\ndirectly comparable financial measure is as follows:\n\n Three Months ended December 31 Year ended December 31 \n $’000 2025 2024 2025 2024 \n Pipelines, well workovers and infrastructure 845 14,869 1,619 27,233 \n Other capital expenditures – – – 315 \n Capital expenditures 845 14,869 1,619 27,548 \n Right of use – – – 57 \n Change in non-cash working capital (238 ) (4,125 ) 9,280 (9,645 ) \n Net cash used by investing activities 607 10,744 10,899 17,960 \n \n\nOperating netback\n\nOperating netback is calculated as revenue less processing and transportation\ntariffs, TPDC’s revenue share, and operating and distribution costs. The\noperating netback summarizes all costs that are associated with bringing the\ngas from the Songo Songo gas field to the market, it is a measure of\nprofitability. A reconciliation to the most directly comparable financial\nmeasure is as follows:\n\n Three Months ended December 31 Year ended December 31 \n $’000 2025 2024 2025 2024 \n Revenue 15,820 36,855 87,231 111,593 \n Production, distribution and transportation expenses (4,725 ) (5,265 ) (17,582 ) (19,990 ) \n Net Production Revenue 11,095 31,590 69,649 91,603 \n Less current income tax adjustment (recorded in revenue) 14,844 (8,061 ) 4,625 (12,817 ) \n Operating netback 25,939 23,529 74,274 78,786 \n Sales volumes MMcf where revenue is recognized 6,977 6,604 26,227 25,185 \n Netback $/mcf 3.71 3.56 2.83 3.13 \n \n\nNon-GAAP Ratios\n\nOperating netback per mcf\n\nOperating netback per mcf represents the profit margin associated with the\nproduction and sale of Additional Gas and is calculated by taking the\noperating netback and dividing it by the volume of Additional Gas delivered\nand sold. This is a key measure as it demonstrates the profit generated from\neach unit of production.\n\nSupplementary Financial Measures\n\nWorking capital\n\nWorking capital is defined as current assets less current liabilities, as\nreported in the Company’s Consolidated Statements of Financial Position. It\nis an important measure as it indicates the Company’s ability to meet its\nfinancial obligations as they fall due.\n\nNet cash flows from operating activities per share\n\nNet cash flows from operating activities per share is calculated as net cash\nflows from operating activities divided by the weighted average number of\nshares, similar to the calculation of earnings per share. Net cash flow from\noperations is an important measure as it indicates the cash generated from the\noperations that is available to fund ongoing capital commitments.\n\nWeighted average Class A and Class B Shares\n\nIn calculating the weighted average number of shares outstanding during any\nperiod the Company takes the opening balance multiplied by the number of days\nuntil the balance changes. It then takes the new balance and multiplies that\nby the number of days until the next change, or until the period end. The\nresulting multiples of shares and days are then aggregated and the total is\ndivided by the total number of days in the period.\n\nForward-Looking Information\n\nThis news release contains forward-looking statements or information\n(collectively, “forward-looking information”) within the meaning of\napplicable securities legislation. All information, other than statements of\nhistorical fact included in this news release, which address activities,\nevents or developments that Orca expects or anticipates to occur in the\nfuture, is forward-looking information. Forward-looking information often\ncontain terms such as may, will, should, anticipate, expect, continue,\nestimate, believe, project, forecast, plan, intend, target, outlook, focus,\ncould and similar words suggesting future outcomes or information regarding an\noutlook. More particularly, this news release contains, without limitation,\nforward-looking information pertaining to the following: anticipated average\ngas sales, including Additional Gas sales, for 2024; the anticipated accrual\nof interest to the IFC under the Loan Agreement; amounts owing to the Company\nfrom TANESCO and the payment thereof; merit, outcomes, position and timing in\nrespect of the Notice of Dispute and RFAs; expectations regarding damages in\nrelation the to the Notice of Dispute and RFAs; merit, outcomes, position and\ntiming in respect of the Company's proceedings against Swala and the Swala\narbitration; expectations in relation to the Swala proceedings and\narbitration; the Company's operations subsequent to October 2026, when the\nSongo Songo development license is set to expire; the impact on availability\nof hydropower resulting from the completion of the JNHPP; the impact on the\nCompany of PAET staff joining TUICO and the implementation of the CBA; the\nestimated amount owed by the Company pursuant to the CBA; the ability of the\nCompany to preserve cash and provide shareholder distributions; the\nanticipated outcomes, benefits, and results of the Transaction; the operations\nand actions of the Company following the closing of the Transaction; the\nexpected closing of the Transaction and the satisfaction of there terms\nthereof; the terms of the Share Purchase Agreement; the consideration to be\nreceived by the Company and the other covenants, warranties, representations\nand obligations of the Purchasers pursuant to the Share Purchase Agreement;\nthe Company's expectation that Songas will continue to provide the Company\naccess to the Songas infrastructure and facilities; the Company's expectation\nthat capital projects will be funded through the Company's working capital;\nthe Company’s expectation that all capital allocation decisions will be\nbased upon prudent economic evaluations and returns; extension of the PSA and\nSongo Songo development licence and the Company’s expectation to continue to\nactively engage with the GoT to progress a licence extension; maintenance of\ngas sale contract discipline by the Company in accordance with its gas supply\nagreements; and the Company’s expectations regarding supply and demand of\nnatural gas. In addition, information relating to “reserves” are by their\nnature forward-looking information, as they involve the implied assessment,\nbased on certain estimates and assumptions that the reserves described can be\nproduced profitably in the future. The recovery and reserve estimates of the\nCompany’s reserves provided herein are estimates only and there is no\nguarantee that the estimated reserves will be recovered. As a consequence,\nactual results may differ materially from those anticipated in forward-looking\ninformation. Although management believes that the expectations reflected in\nthe forward-looking information is reasonable, it cannot guarantee future\nresults, levels of activity, access to resources and infrastructure,\nperformance or achievement since such expectations are inherently subject to\nsignificant business, economic, operational, competitive, political and social\nuncertainties and contingencies.\n\nThis forward-looking information involve substantial known and unknown risks\nand uncertainties, certain of which are beyond the Company’s control, and\nmany factors could cause the Company’s actual results to differ materially\nfrom those expressed or implied in any forward-looking information made by the\nCompany, including, but not limited to: uncertainties involving the Notice of\nDispute and RFAs; various uncertainties involved in the extension of the Songo\nSongo development licence and PSA; risk that meetings related to the Notice of\nDispute and RFAs are not held on the anticipated timing; risk of decreased\ndemand for production volumes from the Songo Songo gas field; negative effect\non the Company's rights under the PSA and other agreements relating to its\nbusiness in Tanzania; fluctuations in demand for natural gas and power supply\nin Tanzania; the Company's average gas sales including the sale of Additional\nGas are different than anticipated; uncertainties involving the negotiation of\nnew commercial terms under the Gas Agreement with Songas and necessary\napprovals from TPDC; risk that the Company may incur losses and legal expenses\nas a result of the Notice of Dispute and RFAs; uncertainties regarding quantum\nof damages payable to the Company in respect of the Notice of Dispute and\nRFAs; risk relating to the Swala proceedings and arbitration and the costs and\noutcomes thereof; risk related to the Transaction including risk that the\nCompany or Purchasers are unable to satisfy the conditions to closing; risk\nthat the Company does not achieve the benefits of the Transaction; risk that\nclosing of the Transaction may require concessions or other arrangements with\nTPDC or the GoT that are unacceptable to one or more parties to the Share\nPurchase Agreement; risk that the parties to the Share Purchase Agreement\nresolves to terminate the Share Purchase Agreement; uncertainties regarding\nPAET staff joining TUICO and the implementation of the CBA; risk that not all\ncapital allocation decisions will be based upon prudent economic evaluations\nand returns; inability to extend the Songo Songo development licence and PSA,\nand inability to maintain gas sale contract discipline; uncertainties with\nrespect to negotiations involving the Gas Agreement; changes to forecasts\nregarding future development capital spending and source of capital funding;\nrisk of future restrictions on the movement of cash from Jersey, Mauritius or\nTanzania; occurrence of circumstance or events which significantly impact the\nCompany’s cash flow and liquidity and the Company’s ability cover its\nlong-term and short-term obligations or fund planned capital expenditures;\nprolonged foreign exchange reserves deficiency in Tanzania; the lack of\navailability of US dollars; inability to convert Tanzanian shillings into US\ndollars as and when required; discontinuation of work by the Company with the\nGoT on alternative development plan for longer term field development; lack of\naccess to Songas processing and transportation facilities; risk of reduced\ncurrent and potential production capacity of the Songo Songo gas field; the\nCompany’s expectations regarding the supply and demand of natural gas is\nincorrect; uncertainty associated with the evolution of Tanzanian legislation;\nthe risk of unanticipated effects regarding changes to the Company’s tax\nliabilities and its operations as a result of amendments made to existing\nlegislation, the implementation of further legislation and the Company’s\ninterpretation of the same; the impact of general economic conditions in the\nareas in which the Company operates; civil unrest; the susceptibility of the\nareas in which the Company operates to outbreaks of disease; industry\nconditions; changes in laws and regulations including the adoption of new\nenvironmental laws and regulations; impact of local content regulations and\nvariances in the interpretation and enforcement of such regulations; the lack\nof availability of qualified personnel or management; fluctuations in\ncommodity prices, foreign exchange or interest rates; stock market volatility;\ncompetition for, among other things, capital, oil and gas field services and\nskilled personnel and increased competition; failure to obtain required\nequipment for field development; delays in development plans; effect of\nchanges to the PSA on the Company as a result of the implementation of new\ngovernment policies for the oil and gas industry; inaccurate reserves\nestimates; incorrect forecasts in production and growth potential of the\nCompany’s assets; obtaining required approvals of regulatory authorities;\nrisks associated with negotiating with foreign governments; inability to\nsatisfy debt conditions of financing; risk that the Company will not be able\nto fulfil its contractual obligations; risk that trade and other receivables\nmay not be paid by the Company’s customers when due; the risk that the\nCompany’s Tanzanian operations will not provide near term revenue earnings;\nreduced global economic activity as a result of the continuing impacts of\ngeo-political conflicts or pandemics. In addition, there are risks and\nuncertainties associated with oil and gas operations, therefore the\nCompany’s actual results, performance or achievement could differ materially\nfrom those expressed in, or implied by, this forward-looking information and,\naccordingly, no assurances can be given that any of the events anticipated by\nthis forward-looking information will transpire or occur, or if any of them do\nso, what benefits the Company will derive therefrom. Readers are cautioned\nthat the foregoing list of factors is not exhaustive.\n\nFuture shareholder returns, including but not limited to the payment of\ndividends or other distributions to shareholders, if any, and the level\nthereof is uncertain. Any decision to pay further distributions on the Class A\nShares and Class B Shares (including the actual amount, the declaration date,\nthe record date and the payment date in connection therewith) will be subject\nto the discretion of the Board of Directors of the Company and may depend on a\nvariety of factors, including, without limitation the Company's business\nperformance, financial condition, financial requirements, growth plans,\nexpected capital requirements and other conditions existing at such future\ntime including, without limitation, contractual restrictions and compliance\nwith applicable laws. There can be no assurance that the Company will pay any\ndistributions in the future.\n\nSuch forward-looking information is based on certain assumptions made by the\nCompany in light of its experience and perception of historical trends,\ncurrent conditions and expected future developments, as well as other factors\nthe Company believes are appropriate in the circumstances, including, but not\nlimited to, the anticipated supply and demand of natural gas are in line with\nthe Company’s expectations; the Company’s average Additional Gas sales are\nin line with forecasts; all capital allocation decisions will be based upon\nprudent economic evaluations and returns; accurate assessment by the Company\nof the merits of its claim under the Notice of Dispute and the RFAs; that the\namount of damages recoverable by the Company under the Notice of Dispute and\nRFAs will be in line with expectations; extension of the Songo Songo\ndevelopment licence and maintenance of gas sale contract discipline on a\ngo-forward basis pursuant to the Company’s gas supply agreements; that the\noutcomes, benefits, and results of the Transaction are in line with the\nCompany's expectations; the ability of the Company and the Purchasers to\nsatisfy the terms and conditions of the Share Purchase Agreement; that the\nTransaction will receive required Tanzanian regulatory and TSXV approvals;\nthat the impact of PAET staff joining TUICO and the amounts payable pursuant\nto the CBA are in line with the Company's expectations; the Company's\nrelationship with the GoT and TPDC; that the Company will have sufficient cash\nflow, debt or equity sources or other financial resources required to fund its\ncapital and operating expenditures and requirements as needed; that there will\ncontinue to be no restrictions on the movement of cash from Mauritius, Jersey\nor Tanzania; availability of US dollars and that the Company will continue to\nbe able to convert Tanzanian shillings into US dollars as required; that the\nCompany will successfully negotiate agreements; receipt of required regulatory\napprovals; the ability of the Company to increase production as required to\nmeet demand; infrastructure capacity; commodity prices will not deteriorate\nsignificantly; the ability of the Company to obtain equipment and services in\na timely manner to carry out exploration, development and exploitation\nactivities; future capital expenditures; availability of skilled labor; timing\nand amount of capital expenditures; uninterrupted access to infrastructure;\nthat the impact of increasing competition is consistent with expectations;\nconditions in general economic and financial markets; effects of regulation by\ngovernmental agencies; current or, where applicable, proposed industry\nconditions, laws and regulations will continue in effect or as anticipated as\ndescribed herein; the effect of new environmental and climate-change related\nregulations will not negatively impact the Company; the Company is able to\nmaintain strong commercial relationships with the GoT and other state and\nparastatal organizations; the current and future administration in Tanzania\ncontinues to honor the terms of the PSA and the Company's other principal\nagreements; and other matters.\n\nThe forward-looking information contained in this news release is made as of\nthe date hereof and the Company undertakes no obligation to update publicly or\nrevise any forward-looking statements or information, whether as a result of\nnew information, future events or otherwise, unless so required by applicable\nsecurities laws.\n\n(https://www.globenewswire.com/NewsRoom/AttachmentNg/41642dad-814b-48f7-8730-28619919faea)\n\n\n\nGlobeNewswire, Inc. 2026","article_body_html":"","raw_payload":{"data":{"id":"nGNX17mrL9","title":"Orca Energy Group Inc. Announces 2025 Year End Audited Financial Results","author":"Globe Newswire","ticker":"ORCB","created":"2026-05-29T11:34:40.266Z","tickers":["ORCB"],"exchange":"","article_body":"TORTOLA, British Virgin Islands, May 29, 2026 (GLOBE NEWSWIRE) -- Orca Energy\nGroup Inc. (\"Orca\" or \"the Company\" and includes its subsidiaries and\naffiliates) (TSX-V: ORC.A, ORC.B) today announced its audited financial\nresults for the fourth quarter (\"Q4 2025\") and year ended December 31, 2025.\nAll dollar amounts are in United States dollars unless otherwise stated.\n* Revenue decreased by $21.0 million (57%) for Q4 2025 and by $24.4 million\n(22%) for the year ended December 31, 2025, compared to the same prior year\nperiods. The decreases are primarily a result of the increase in the Tanzanian\nPetroleum Development Corporation’s (“TPDC”) share of revenue due to\ndecreased capital expenditures and lower Cost Gas revenue recoveries by the\nCompany as well as a lower current income tax adjustment, particularly in Q4\n2025.\n* Gas deliveries increased by 4.0 MMcfd (6%) for Q4 2025 and by 3.0 MMcfd (4%)\nfor the year ended December 31, 2025, compared to the same prior year periods.\nThe increases were mainly a result of increased consumption by industrial\ncustomers due to a higher demand for services and products. Additionally, the\nend of the Protected Gas regime in Q3 2024 resulted in higher deliveries of\nAdditional Gas to Tanzania Portland Cement PLC (“TPCPLC”) from August 2024\nonward. This was partially offset by the completion of the Julius Nyere\nHydropower Project (the “JNHPP”) in 2024 leading to increased availability\nof hydro power and causing lower lifting from power customers.\n* On August 7, 2024, PanAfrican Energy Tanzania Limited (“PAET”) and Pan\nAfrican Energy Corporation (Mauritius) (“PAEM”) issued a notice of dispute\n(the “Notice of Dispute”) in respect of an investment treaty claim against\nthe GoT for breach of the Agreement on Promotion and Reciprocal Protection of\nInvestment between the Government of the Republic of Mauritius and the GoT\n(the “BIT”), and a contractual dispute against the Government of Tanzania\n(the “GoT”) and TPDC, for breaches of the: (i) the Production Sharing\nAgreement among PAET, TPDC and the GoT (the “PSA”), and (ii) the Gas\nAgreement among the GoT, TPDC, Songas Limited (“Songas”), and PAET (the\n“Gas Agreement”), for damages estimated in excess of $1.2 billion. Initial\nmeetings with both the Advisory and Coordinating Committees were held during\nthe week of October 14, 2024, without any resolution on the key issues in\ndispute. Following a period of negotiations with the GoT, on August 1, 2025,\nPAET issued two sets of arbitration proceedings against the GoT and TPDC\nregistered with the International Centre for Settlement of Investment Disputes\n(“ICSID”) for breach of the PSA and Gas Agreement respectively and PAEM\nissued arbitration proceedings against the GoT for breach of the BIT (the\n“RFAs”). The claims under the RFAs arise out of a series of actions and\nomissions by Tanzania and TPDC that threaten the viability of the Company's\nTanzanian operations and breach multiple obligations under the BIT, PSA and\nthe Gas Agreement. On August 28, 2025, ICSID registered all three RFAs. The\nproceedings under the Gas Agreement and PSA were consolidated by agreement of\nthe parties on December 17, 2025. On February 11, 2026, the arbitral tribunal\nin the Gas Agreement and the PSA arbitration was constituted, and on February\n13, 2026, the arbitral tribunal in the BIT arbitration was constituted. The\ntribunals held the first procedural hearings in the proceedings under the BIT\non April 27, 2026, and in the consolidated proceedings under the Gas Agreement\nand the PSA on May 7, 2026.\n* Net income attributable to shareholders amounted to $8.8 million for the\nyear ended December 31, 2025, compared to net loss attributable to\nshareholders of $21.6 million for the same prior year period. The increase is\nprimarily a result of the reversal of loss allowance and recognition of\ninterest income in 2025 as a result of the Tanzanian Electric Supply Company\nLimited (“TANESCO”) paying the full amount agreed under the Settlement\nAgreement.\n* Net cash flows from operating activities increased by $57.5 million (212%)\nfor the year ended December 31, 2025, compared to the same prior year period,\nmainly as a result of higher payments from TANESCO in 2025 pursuant to the\nSettlement Agreement.\n* Capital expenditure decreased by $14.0 million (94%) for Q4 2025 and by\n$25.9 million (94%) for the year ended December 31, 2025, compared to the same\nprior year periods. The capital expenditures in 2025 primarily related to the\ncosts of flowlines replacements on the SS-5 and SS-9 wells, deferred from 2024\nat the request of the GoT. The capital expenditures in 2024 primarily related\nto the costs of the SS-7 well workover program.\n* The Company exited the period with $27.4 million in working capital\n(December 31, 2024: $21.9 million) and cash and cash equivalents, excluding\nrestricted cash, of $87.0 million (December 31, 2024: $90.1 million). Cash\nheld in hard currencies (USD, Euro, GBP, CDN) was $82.8 million, as at\nDecember 31, 2025 (December 31, 2024: $87.1 million). In addition to total\ncash balance of $87.0 million, $24.7 million was posted as security in respect\nto an appeal initiated by the Company relating to a judgment received from the\nTanzania High Court (Commercial Division) for a claim brought by a contractor\nagainst PAET relating to alleged losses arising from PAET’s termination of a\ncontract relating to the Company’s 3D seismic acquisition program. On May\n11, 2026, $19.3 million was paid in full and final settlement and the\nrestrictions lifted on the remaining security balance of $5.4 million.\n* In February 2025, the Company fully prepaid the $60 million investment (the\n“Loan”) made by International Finance Corporation (“IFC”) in PAET,\npursuant to a loan agreement dated October 29, 2015 between the IFC, PAET and\nthe Company (the “Loan Agreement”). To effect the foregoing prepayment,\nthe Company paid IFC $30.6 million, representing the aggregate outstanding\nprincipal of the Loan together with all accrued interest thereon and all other\namounts owing in connection with the Loan as of February 21, 2025. As of the\ndate hereof, the annual variable participating interest granted by PAET to the\nIFC under the terms of the Loan Agreement remains outstanding. Such\nparticipation interest will continue to accrue until October 15, 2026.\n* On April 15, 2025, PAET and TPDC signed a settlement agreement with TANESCO\n(the “Settlement Agreement”), for TANESCO to pay PAET $52.0 million for\nunpaid amounts owing by TANESCO for deliveries of natural gas from the Songo\nSongo gas field and late payment interest, which unpaid amounts totalled\n$104,164,507.41 as of January 9, 2025, comprising of $33.7 million of\nprincipal amount owing and approximately $70.5 million of default interest.\nThe Settlement Agreement required TANESCO to pay the Tanzanian Shilling\nequivalent of $52.0 million, comprised of the $33.7 million principal amount\nand $18.3 million representing a portion of the default interest owed by\nTANESCO. It was agreed that the remaining balance of the default interest\nowing by TANESCO would be waived if TANESCO paid the settlement amount when\nrequired and in full while remaining current on amounts owed. As at December\n31, 2025, TANESCO has paid the full $52.0 million due under the Settlement\nAgreement, and the Company has duly waived the remaining balance of the\ndefault interest owing by TANESCO. Payments on account of the settlement\namount have been allocated between PAET and TPDC in accordance with the PSA.\nPursuant to the PSA, the Company has retained approximately $35.4 million of\nthe settlement amount with TPDC receiving the balance.\n* The TANESCO long-term receivable as at December 31, 2024 was $22.0 million\nand had been fully provided for. As at December 31, 2025, the Company has\nreceived all amounts due under the Settlement Agreement. Accordingly, the\nprovision has been reversed in full and the long-term receivable balance as at\nDecember 31, 2025 is $ nil. Subsequent to December 31, 2025, the Company has\ninvoiced TANESCO $21.6 million for Q1 2026 gas deliveries and TANESCO has paid\nthe Company $23.8 million.\n* Total working interest proved conventional natural gas reserves (“1P”)\nand total proved plus probable conventional natural gas reserves (“2P”)\ndecreased by 58% and 54%, respectively, as at December 31, 2025 compared to\nthe prior year. The decrease was primarily attributed to 26.2 Bcf of\nproduction in 2025. The net present value of lower reserves and estimated\nfuture cash flows from 2P reserves at a 10% discount rate decreased by 51%\ncompared to the previous year mainly as a result of lower reserves at year end\n2025 and the associated reduction in the number of years outstanding on the\ncurrent Songo Songo development licence.\n* On February 27, 2026, the Company entered into an agreement with Swala Oil\nand Gas (Tanzania) plc (in liquidation) (“Swala”) for the withdrawal\nwithout leave to refile of Swala's proceedings against Orca, PAEM, and PAET\n(collectively, the “Orca Group”) before the High Court of Tanzania in Case\nNo. 11561 of 2025 (the “Tanzanian Proceedings”), and the withdrawal of the\nanti-suit injunction filed by the Orca Group against Swala in the High Court\nof England and Wales Commercial Court. The Orca Group and Swala agreed to\nrefer any such dispute to a confidential arbitration conducted under the\nArbitration Rules of the London Court of International Arbitration, with\nLondon as the place and seat of such arbitration. No provision has been\nrecognized with respect to this matter.\n* On April 10, 2026 the Orca Group filed a Request for Arbitration under the\nLCIA Arbitration Rules (2020) pursuant to Clause 2.6 of the Settlement Deed\nexecuted on February 26, 2026 by the Orca Group and Swala, seeking declaratory\nand monetary reliefs against Swala and a new entity to which Swala assigned\nits claims. Specifically, the claimants seek declarations that the claims\nadvanced by Swala in the Tanzanian Proceedings and assigned to the new Swala\nentity have no legal or factual basis and must fail. Instead, those claims are\nwholly speculative and vexatious and have been manufactured in an attempt to\ncircumvent the comprehensive release contained in the related share sale\nagreement.\n* In February 2025, the Company received the Judgment (the “Judgment”)\nfrom the Tanzanian High Court (Commercial Division) (the “Court”) relating\nto the claim brought by a contractor against PAET. Pursuant to the Judgment,\nthe Court ordered specific and general damages in the aggregate of $23.1\nmillion, plus legal costs and interest at a rate of 7% per annum to be paid by\nPAET to the contractor. PAET initiated the appeal process. PAET was required\nto post security for the full amount of the judgment until the appeal is\nresolved. The appeal was heard in December 2025 and in its decision dated\nFebruary 3, 2026 (the “Appeal Judgment”), the Court partially allowed the\nappeal. The Appeal Judgment awarded the contractor damages in the aggregate of\n$17.9 million, while dismissing several grounds for damages against PAET in\nthe aggregate of $5.2 million. The Company has treated the Judgment as an\nadjusting event to the 2024 financial statements and recognized the resulting\nliability in 2024. On February 9, 2026, PAET filed an application for review\nof the Appeal Judgment and wrote to the Chief Justice of the Judiciary of\nTanzania seeking their urgent intervention. The Company has also filed for a\nstay of execution of the Appeal Judgment. This review was heard in March 2026.\nOn April 30, 2026, the result of the review was announced with all items\ndismissed and the award upheld. The Company recovered $17.9 million of the\nawarded damages from the TPDC profit share under the terms of the PSA in 2025.\n* On September 23, 2025, the Company declared a special dividend of CDN$1.00\nper share on each of its Class A Shares and Class B Shares for a total of\n$14.4 million to holders of record as of September 29, 2025. The dividend was\npaid on October 6, 2025.\n* On February 9, 2026, the Company declared a special dividend of CDN$2.00 per\nshare on each of its Class A Shares and Class B Shares for a total of $28.8\nmillion to holders of record as of February 23, 2026. The dividend was paid on\nFebruary 27, 2026.\n* On January 8, 2026, PAET notified the Tanzanian Petroleum Upstream\nRegulatory Authority (“PURA”) and TPDC that the majority of PAET staff\nhave joined the Tanzanian Union of Industrial Workers (“TUICO”) and that a\nconfidential Collective Bargaining Agreement (the “CBA”) between PAET and\nTUICO has been executed on January 5, 2026. The CBA specifies staff benefits\non individual or collective retrenchment. Whilst PAET has no existing plans\nfor redundancies or retrenchment, the Company calculates the maximum\nprospective payment across all its local workforce based on 2026 staff salary\nlevels to be circa $7 million.\n* On April 13, 2026, Orca announced that it had entered into a definitive\nShare Purchase Agreement (the “Share Purchase Agreement”) with Taifa Gas\nTanzania Limited (“Taifa”) and Amber Energy Investment L.L.C-FZ\n(“Amber” and together with Taifa, the “Purchasers”) pursuant to which\nOrca will sell all of the outstanding shares of PAEM (the “Transaction”).\nUpon closing of the Transaction, Taifa will acquire 49% of PAEM and Amber will\nacquire 51%. The SPA provides for a nominal cash price of US$10.00 for the\nPAEM shares, which is in addition to the other covenants, warranties,\nrepresentations and obligations of the Purchasers under the agreement and the\nstrategic and commercial benefits that would accrue to Orca by exiting its\nTanzanian business. Closing of the Transaction is subject to customary and\ntransaction-specific conditions, including approval or clearance from the\nTanzania Fair Competition Commission and the Tanzanian Minister responsible\nfor petroleum affairs, approval by a simple majority of the votes cast by Orca\nshareholders at the Company’s annual general and special meeting of\nshareholders, acceptance by the TSX Venture Exchange (the “TSXV”) of the\nTransaction and related matters requiring the TSXV’s approval or acceptance,\nand the release of Orca from remaining guarantees and related undertakings in\nfavor of the IFC in respect of obligations of PAEM and PAET. Any party may\nterminate the Share Purchase Agreement for any reason.\nFinancial and Operating Highlights for the Three Months and Year Ended\nDecember 31, 2025\n\n Three Months ended December 31 % Change Year ended December 31 % Change \n (Expressed in $’000 unless indicated otherwise) 2025 2024 Q4/25 vs Q4/24 2025 2024 Ytd/25 vs Ytd/24 \n OPERATING \n Daily average gas delivered and sold (MMcfd) 75.8 71.8 6 % 71.8 68.8 4 % \n Industrial 20.2 19.7 3 % 19.7 16.1 22 % \n Power 55.6 52.1 7 % 52.1 52.7 (1 )% \n Average price ($/mcf) \n Industrial 7.60 7.35 3 % 7.79 8.45 (8 )% \n Power 3.95 3.90 1 % 3.96 3.88 2 % \n Weighted average 4.92 4.85 1 % 5.01 4.95 1 % \n Operating netback ($/mcf) 3.71 3.56 4 % 2.83 3.13 (10 )% \n \n FINANCIAL \n Revenue 15,820 36,855 (57 )% 87,231 111,593 (22 )% \n Net (loss) / income attributable to shareholders (33,154 ) (25,821 ) n/m 8,824 (21,578 ) n/m \n per share – basic and diluted ($) (1.67 ) (1.31 ) n/m 0.45 (1.09 ) n/m \n Net cash flows from operating activities 51 6,254 (99 )% 84,557 27,086 212 % \n per share – basic and diluted ($) 0.00 0.32 (99 )% 4.28 1.37 212 % \n Capital expenditures 845 14,869 (94 )% 1,619 27,548 (94 )% \n Weighted average Class A and Class B Shares (‘000) 19,765 19,772 0 % 19,765 19,780 0 % \n \n December 31, As at December 31, \n 2025 2024 % Change \n Working capital (including cash) (1) 27,411 21,904 25 % \n Cash and cash equivalents (excluding restricted cash) 86,986 90,076 (3 )% \n Outstanding shares (‘000) \n Class A 1,750 1,750 0 % \n Class B 18,015 18,022 0 % \n Total shares outstanding 19,765 19,772 0 % \n \n RESERVES \n Gross Reserves (Bcf) \n Proved 17 40 (58 )% \n Probable 2 1 100 % \n Proved plus probable 19 41 (54 )% \n Net Present Value, discounted at 10% ($ million) \n Proved 29 62 (53 )% \n Proved plus probable 32 65 (51 )% \n \n\nSee Non-GAAP Financial Measures and Ratios.\n\nJay Lyons, Chief Executive Officer, commented:\n\n“2025 was a pivotal year for Orca, marked by strong operational performance,\nthe full repayment of the IFC loan, and the successful settlement of the\nTANESCO receivable. While we continue to navigate a complex operating and\nregulatory environment in Tanzania, we remain focused on protecting\nshareholder value, maintaining disciplined capital allocation, and advancing\nthe proposed transaction announced in April 2026.”\n\nThe Company's complete Audited Consolidated Financial Statements and Notes and\nManagement's Discussion & Analysis for the year ended December 31, 2025 may be\nfound on the Company’s website www.orcaenergygroup.com or on the Company's\nprofile on SEDAR+ at www.sedarplus.ca.\n\nOrca Energy Group Inc.\n\nOrca Energy Group Inc. is an international public company engaged in natural\ngas development and supply in Tanzania through its subsidiary PanAfrican\nEnergy Tanzania Limited. Orca trades on the TSX Venture Exchange under the\ntrading symbols ORC.B and ORC.A.\n\nThe principal asset of Orca is its indirect interest in the with TPDC and the\nGoT in the United Republic of Tanzania. This PSA covers the production and\nmarketing of certain gas from the Songo Songo development licence offshore\nTanzania. The PSA defines the gas produced from the Songo Songo gas field as\n“Protected Gas” and “Additional Gas”. Under the Gas Agreement, until\nJuly 31, 2024, Protected Gas was owned by TPDC and was sold to Songas and\nTPCPLC. After July 31, 2024, Protected Gas ceased and all production from the\nSongo Songo gas field constitutes Additional Gas which PAET and TPDC are\nentitled to sell on commercial terms until the PSA expires in October 2026.\nSongas is the owner of the infrastructure that enables the gas to be processed\nand delivered to Dar es Salaam, which includes a gas processing plant on Songo\nSongo Island. Additional Gas is all gas that is produced from the Songo Songo\ngas field in excess of Protected Gas.\n\n \n For further information please contact: \n \n Jay Lyons Lisa Mitchell \n Chief Executive Officer Chief Financial Officer \n +44 (0)20 8434 2754 +44 (0)20 8434 2754 \n ir@orcaenergygroup.com ir@orcaenergygroup.com \n \n For media enquiries please contact: \n \n Mark Antelme \n +44 (0)20 8434 2754 \n orca@celicourt.uk \n \n\nNeither the TSX Venture Exchange nor its Regulation Service Provider (as that\nterm is defined in the policies of the TSX Venture Exchange) accepts\nresponsibility for the adequacy or accuracy of this release.\n\nAbbreviations\n\n Bcf billion standard cubic feet \n MMcf million standard cubit feet \n MMcfd million standard cubic feet per day \n \n\nNon-GAAP Financial Measures and Ratios\n\nIn this news release, the Company has disclosed the following non-GAAP\nfinancial measures, non-GAAP ratios and supplementary financial measures:\ncapital expenditures, operating netback, operating netback per mcf, working\ncapital, net cash flows from operating activities per share and weighted\naverage Class A and Class B Shares.\n\nThese non-GAAP financial measures and ratios disclosed in this news release do\nnot have any standardized meaning under IFRS and may not be comparable to\nsimilar financial measures disclosed by other issuers. These non-GAAP\nfinancial measures and ratios should not, therefore, be considered in\nisolation or as a substitute for, or superior to, measures and ratios of the\nCompany’s financial performance defined or determined in accordance with\nIFRS. These non-GAAP financial measures and ratios are calculated on a\nconsistent basis from period to period.\n\nNon-GAAP Financial Measures\n\nCapital expenditures\n\nCapital expenditures is a useful measure as it provides an indication of our\ninvestment activities. The most directly comparable financial measure is net\ncash from (used in) investing activities. A reconciliation to the most\ndirectly comparable financial measure is as follows:\n\n Three Months ended December 31 Year ended December 31 \n $’000 2025 2024 2025 2024 \n Pipelines, well workovers and infrastructure 845 14,869 1,619 27,233 \n Other capital expenditures – – – 315 \n Capital expenditures 845 14,869 1,619 27,548 \n Right of use – – – 57 \n Change in non-cash working capital (238 ) (4,125 ) 9,280 (9,645 ) \n Net cash used by investing activities 607 10,744 10,899 17,960 \n \n\nOperating netback\n\nOperating netback is calculated as revenue less processing and transportation\ntariffs, TPDC’s revenue share, and operating and distribution costs. The\noperating netback summarizes all costs that are associated with bringing the\ngas from the Songo Songo gas field to the market, it is a measure of\nprofitability. A reconciliation to the most directly comparable financial\nmeasure is as follows:\n\n Three Months ended December 31 Year ended December 31 \n $’000 2025 2024 2025 2024 \n Revenue 15,820 36,855 87,231 111,593 \n Production, distribution and transportation expenses (4,725 ) (5,265 ) (17,582 ) (19,990 ) \n Net Production Revenue 11,095 31,590 69,649 91,603 \n Less current income tax adjustment (recorded in revenue) 14,844 (8,061 ) 4,625 (12,817 ) \n Operating netback 25,939 23,529 74,274 78,786 \n Sales volumes MMcf where revenue is recognized 6,977 6,604 26,227 25,185 \n Netback $/mcf 3.71 3.56 2.83 3.13 \n \n\nNon-GAAP Ratios\n\nOperating netback per mcf\n\nOperating netback per mcf represents the profit margin associated with the\nproduction and sale of Additional Gas and is calculated by taking the\noperating netback and dividing it by the volume of Additional Gas delivered\nand sold. This is a key measure as it demonstrates the profit generated from\neach unit of production.\n\nSupplementary Financial Measures\n\nWorking capital\n\nWorking capital is defined as current assets less current liabilities, as\nreported in the Company’s Consolidated Statements of Financial Position. It\nis an important measure as it indicates the Company’s ability to meet its\nfinancial obligations as they fall due.\n\nNet cash flows from operating activities per share\n\nNet cash flows from operating activities per share is calculated as net cash\nflows from operating activities divided by the weighted average number of\nshares, similar to the calculation of earnings per share. Net cash flow from\noperations is an important measure as it indicates the cash generated from the\noperations that is available to fund ongoing capital commitments.\n\nWeighted average Class A and Class B Shares\n\nIn calculating the weighted average number of shares outstanding during any\nperiod the Company takes the opening balance multiplied by the number of days\nuntil the balance changes. It then takes the new balance and multiplies that\nby the number of days until the next change, or until the period end. The\nresulting multiples of shares and days are then aggregated and the total is\ndivided by the total number of days in the period.\n\nForward-Looking Information\n\nThis news release contains forward-looking statements or information\n(collectively, “forward-looking information”) within the meaning of\napplicable securities legislation. All information, other than statements of\nhistorical fact included in this news release, which address activities,\nevents or developments that Orca expects or anticipates to occur in the\nfuture, is forward-looking information. Forward-looking information often\ncontain terms such as may, will, should, anticipate, expect, continue,\nestimate, believe, project, forecast, plan, intend, target, outlook, focus,\ncould and similar words suggesting future outcomes or information regarding an\noutlook. More particularly, this news release contains, without limitation,\nforward-looking information pertaining to the following: anticipated average\ngas sales, including Additional Gas sales, for 2024; the anticipated accrual\nof interest to the IFC under the Loan Agreement; amounts owing to the Company\nfrom TANESCO and the payment thereof; merit, outcomes, position and timing in\nrespect of the Notice of Dispute and RFAs; expectations regarding damages in\nrelation the to the Notice of Dispute and RFAs; merit, outcomes, position and\ntiming in respect of the Company's proceedings against Swala and the Swala\narbitration; expectations in relation to the Swala proceedings and\narbitration; the Company's operations subsequent to October 2026, when the\nSongo Songo development license is set to expire; the impact on availability\nof hydropower resulting from the completion of the JNHPP; the impact on the\nCompany of PAET staff joining TUICO and the implementation of the CBA; the\nestimated amount owed by the Company pursuant to the CBA; the ability of the\nCompany to preserve cash and provide shareholder distributions; the\nanticipated outcomes, benefits, and results of the Transaction; the operations\nand actions of the Company following the closing of the Transaction; the\nexpected closing of the Transaction and the satisfaction of there terms\nthereof; the terms of the Share Purchase Agreement; the consideration to be\nreceived by the Company and the other covenants, warranties, representations\nand obligations of the Purchasers pursuant to the Share Purchase Agreement;\nthe Company's expectation that Songas will continue to provide the Company\naccess to the Songas infrastructure and facilities; the Company's expectation\nthat capital projects will be funded through the Company's working capital;\nthe Company’s expectation that all capital allocation decisions will be\nbased upon prudent economic evaluations and returns; extension of the PSA and\nSongo Songo development licence and the Company’s expectation to continue to\nactively engage with the GoT to progress a licence extension; maintenance of\ngas sale contract discipline by the Company in accordance with its gas supply\nagreements; and the Company’s expectations regarding supply and demand of\nnatural gas. In addition, information relating to “reserves” are by their\nnature forward-looking information, as they involve the implied assessment,\nbased on certain estimates and assumptions that the reserves described can be\nproduced profitably in the future. The recovery and reserve estimates of the\nCompany’s reserves provided herein are estimates only and there is no\nguarantee that the estimated reserves will be recovered. As a consequence,\nactual results may differ materially from those anticipated in forward-looking\ninformation. Although management believes that the expectations reflected in\nthe forward-looking information is reasonable, it cannot guarantee future\nresults, levels of activity, access to resources and infrastructure,\nperformance or achievement since such expectations are inherently subject to\nsignificant business, economic, operational, competitive, political and social\nuncertainties and contingencies.\n\nThis forward-looking information involve substantial known and unknown risks\nand uncertainties, certain of which are beyond the Company’s control, and\nmany factors could cause the Company’s actual results to differ materially\nfrom those expressed or implied in any forward-looking information made by the\nCompany, including, but not limited to: uncertainties involving the Notice of\nDispute and RFAs; various uncertainties involved in the extension of the Songo\nSongo development licence and PSA; risk that meetings related to the Notice of\nDispute and RFAs are not held on the anticipated timing; risk of decreased\ndemand for production volumes from the Songo Songo gas field; negative effect\non the Company's rights under the PSA and other agreements relating to its\nbusiness in Tanzania; fluctuations in demand for natural gas and power supply\nin Tanzania; the Company's average gas sales including the sale of Additional\nGas are different than anticipated; uncertainties involving the negotiation of\nnew commercial terms under the Gas Agreement with Songas and necessary\napprovals from TPDC; risk that the Company may incur losses and legal expenses\nas a result of the Notice of Dispute and RFAs; uncertainties regarding quantum\nof damages payable to the Company in respect of the Notice of Dispute and\nRFAs; risk relating to the Swala proceedings and arbitration and the costs and\noutcomes thereof; risk related to the Transaction including risk that the\nCompany or Purchasers are unable to satisfy the conditions to closing; risk\nthat the Company does not achieve the benefits of the Transaction; risk that\nclosing of the Transaction may require concessions or other arrangements with\nTPDC or the GoT that are unacceptable to one or more parties to the Share\nPurchase Agreement; risk that the parties to the Share Purchase Agreement\nresolves to terminate the Share Purchase Agreement; uncertainties regarding\nPAET staff joining TUICO and the implementation of the CBA; risk that not all\ncapital allocation decisions will be based upon prudent economic evaluations\nand returns; inability to extend the Songo Songo development licence and PSA,\nand inability to maintain gas sale contract discipline; uncertainties with\nrespect to negotiations involving the Gas Agreement; changes to forecasts\nregarding future development capital spending and source of capital funding;\nrisk of future restrictions on the movement of cash from Jersey, Mauritius or\nTanzania; occurrence of circumstance or events which significantly impact the\nCompany’s cash flow and liquidity and the Company’s ability cover its\nlong-term and short-term obligations or fund planned capital expenditures;\nprolonged foreign exchange reserves deficiency in Tanzania; the lack of\navailability of US dollars; inability to convert Tanzanian shillings into US\ndollars as and when required; discontinuation of work by the Company with the\nGoT on alternative development plan for longer term field development; lack of\naccess to Songas processing and transportation facilities; risk of reduced\ncurrent and potential production capacity of the Songo Songo gas field; the\nCompany’s expectations regarding the supply and demand of natural gas is\nincorrect; uncertainty associated with the evolution of Tanzanian legislation;\nthe risk of unanticipated effects regarding changes to the Company’s tax\nliabilities and its operations as a result of amendments made to existing\nlegislation, the implementation of further legislation and the Company’s\ninterpretation of the same; the impact of general economic conditions in the\nareas in which the Company operates; civil unrest; the susceptibility of the\nareas in which the Company operates to outbreaks of disease; industry\nconditions; changes in laws and regulations including the adoption of new\nenvironmental laws and regulations; impact of local content regulations and\nvariances in the interpretation and enforcement of such regulations; the lack\nof availability of qualified personnel or management; fluctuations in\ncommodity prices, foreign exchange or interest rates; stock market volatility;\ncompetition for, among other things, capital, oil and gas field services and\nskilled personnel and increased competition; failure to obtain required\nequipment for field development; delays in development plans; effect of\nchanges to the PSA on the Company as a result of the implementation of new\ngovernment policies for the oil and gas industry; inaccurate reserves\nestimates; incorrect forecasts in production and growth potential of the\nCompany’s assets; obtaining required approvals of regulatory authorities;\nrisks associated with negotiating with foreign governments; inability to\nsatisfy debt conditions of financing; risk that the Company will not be able\nto fulfil its contractual obligations; risk that trade and other receivables\nmay not be paid by the Company’s customers when due; the risk that the\nCompany’s Tanzanian operations will not provide near term revenue earnings;\nreduced global economic activity as a result of the continuing impacts of\ngeo-political conflicts or pandemics. In addition, there are risks and\nuncertainties associated with oil and gas operations, therefore the\nCompany’s actual results, performance or achievement could differ materially\nfrom those expressed in, or implied by, this forward-looking information and,\naccordingly, no assurances can be given that any of the events anticipated by\nthis forward-looking information will transpire or occur, or if any of them do\nso, what benefits the Company will derive therefrom. Readers are cautioned\nthat the foregoing list of factors is not exhaustive.\n\nFuture shareholder returns, including but not limited to the payment of\ndividends or other distributions to shareholders, if any, and the level\nthereof is uncertain. Any decision to pay further distributions on the Class A\nShares and Class B Shares (including the actual amount, the declaration date,\nthe record date and the payment date in connection therewith) will be subject\nto the discretion of the Board of Directors of the Company and may depend on a\nvariety of factors, including, without limitation the Company's business\nperformance, financial condition, financial requirements, growth plans,\nexpected capital requirements and other conditions existing at such future\ntime including, without limitation, contractual restrictions and compliance\nwith applicable laws. There can be no assurance that the Company will pay any\ndistributions in the future.\n\nSuch forward-looking information is based on certain assumptions made by the\nCompany in light of its experience and perception of historical trends,\ncurrent conditions and expected future developments, as well as other factors\nthe Company believes are appropriate in the circumstances, including, but not\nlimited to, the anticipated supply and demand of natural gas are in line with\nthe Company’s expectations; the Company’s average Additional Gas sales are\nin line with forecasts; all capital allocation decisions will be based upon\nprudent economic evaluations and returns; accurate assessment by the Company\nof the merits of its claim under the Notice of Dispute and the RFAs; that the\namount of damages recoverable by the Company under the Notice of Dispute and\nRFAs will be in line with expectations; extension of the Songo Songo\ndevelopment licence and maintenance of gas sale contract discipline on a\ngo-forward basis pursuant to the Company’s gas supply agreements; that the\noutcomes, benefits, and results of the Transaction are in line with the\nCompany's expectations; the ability of the Company and the Purchasers to\nsatisfy the terms and conditions of the Share Purchase Agreement; that the\nTransaction will receive required Tanzanian regulatory and TSXV approvals;\nthat the impact of PAET staff joining TUICO and the amounts payable pursuant\nto the CBA are in line with the Company's expectations; the Company's\nrelationship with the GoT and TPDC; that the Company will have sufficient cash\nflow, debt or equity sources or other financial resources required to fund its\ncapital and operating expenditures and requirements as needed; that there will\ncontinue to be no restrictions on the movement of cash from Mauritius, Jersey\nor Tanzania; availability of US dollars and that the Company will continue to\nbe able to convert Tanzanian shillings into US dollars as required; that the\nCompany will successfully negotiate agreements; receipt of required regulatory\napprovals; the ability of the Company to increase production as required to\nmeet demand; infrastructure capacity; commodity prices will not deteriorate\nsignificantly; the ability of the Company to obtain equipment and services in\na timely manner to carry out exploration, development and exploitation\nactivities; future capital expenditures; availability of skilled labor; timing\nand amount of capital expenditures; uninterrupted access to infrastructure;\nthat the impact of increasing competition is consistent with expectations;\nconditions in general economic and financial markets; effects of regulation by\ngovernmental agencies; current or, where applicable, proposed industry\nconditions, laws and regulations will continue in effect or as anticipated as\ndescribed herein; the effect of new environmental and climate-change related\nregulations will not negatively impact the Company; the Company is able to\nmaintain strong commercial relationships with the GoT and other state and\nparastatal organizations; the current and future administration in Tanzania\ncontinues to honor the terms of the PSA and the Company's other principal\nagreements; and other matters.\n\nThe forward-looking information contained in this news release is made as of\nthe date hereof and the Company undertakes no obligation to update publicly or\nrevise any forward-looking statements or information, whether as a result of\nnew information, future events or otherwise, unless so required by applicable\nsecurities laws.\n\n(https://www.globenewswire.com/NewsRoom/AttachmentNg/41642dad-814b-48f7-8730-28619919faea)\n\n\n\nGlobeNewswire, Inc. 2026"},"type":"article","timestamp":"2026-05-29T11:34:40.332349686Z","server_sent_at_ms":1780054480332},"received_at":"2026-05-29T11:34:40.599Z","source_url":null},"analysis":{"id":"38639","press_release_id":"49206","analysis_json":{"industry":{"label":"Oil, Gas & Consumable Fuels","sector":"Energy"},"redFlags":["Sale of primary operating subsidiary (PAEM) for nominal consideration ($10) raises questions about asset valuation and future cash flow visibility.","Ongoing ICSID arbitration against Government of Tanzania and TPDC for >$1.2 billion creates significant regulatory and political risk.","Proved reserves decreased by 58% YoY, with the Songo Songo development license expiring in October 2026.","Potential liability of ~$7 million for staff retrenchment under new Collective Bargaining Agreement."],"eventType":"earnings","narrative":"Orca Energy Group reported FY2025 revenue of $87.2 million, down 22% year-over-year, but returned to profitability with $8.8 million in net income and $84.6 million in operating cash flow.\n\nThe company announced a definitive agreement to sell its primary operating subsidiary, Pan African Energy Corporation (Mauritius), to Taifa Gas and Amber Energy for a nominal cash price of $10.00, subject to regulatory and shareholder approvals.\n\nOrca ended the year with $87.0 million in cash and has paid out $43.2 million in special dividends since September 2025, while navigating ongoing ICSID arbitration against the Government of Tanzania and TPDC for estimated damages exceeding $1.2 billion.","sentiment":"mixed","agentHooks":{"shouldPost":true,"suggestedAngle":"Orca exits Tanzania operations via nominal sale of key subsidiary; strong FY25 cash flow supports dividends but leaves future strategy unclear."},"keyFigures":{"eps":0.45,"revenue":87231000,"guidance":"","revenueYoy":"-22%","dealValueUsd":10,"customDimensions":{"capex":1619000,"net_income":8824000,"working_capital":27411000,"ifc_loan_prepayment":30600000,"operating_cash_flow":84557000,"proved_reserves_bcf":17,"cash_and_equivalents":86986000,"daily_gas_delivered_mmcf":71.8,"special_dividend_feb_2026":28800000,"special_dividend_sep_2025":14400000,"tanesco_settlement_received":52000000,"proved_plus_probable_reserves_bcf":19}},"quotedText":"2025 was a pivotal year for Orca, marked by strong operational performance, the full repayment of the IFC loan, and the successful settlement of the TANESCO receivable.","namedEntities":{"people":[{"name":"Jay Lyons","role":"Chief Executive Officer"},{"name":"Lisa Mitchell","role":"Chief Financial Officer"}],"products":["Songo Songo gas field"],"companies":[{"name":"Orca Energy Group Inc.","ticker":"ORCB","relationship":"filer"},{"name":"PanAfrican Energy Tanzania Limited","ticker":"","relationship":"subsidiary"},{"name":"Pan African Energy Corporation (Mauritius)","ticker":"","relationship":"subsidiary"},{"name":"Taifa Gas Tanzania Limited","ticker":"","relationship":"acquirer"},{"name":"Amber Energy Investment L.L.C-FZ","ticker":"","relationship":"acquirer"},{"name":"Tanzanian Petroleum Development Corporation","ticker":"","relationship":"partner"},{"name":"Tanzanian Electric Supply Company Limited","ticker":"","relationship":"customer"},{"name":"International Finance Corporation","ticker":"","relationship":"lender"},{"name":"Swala Oil and Gas (Tanzania) plc","ticker":"","relationship":"litigant"}],"dollarAmounts":[{"amount":"$87.2 million","context":"FY2025 revenue"},{"amount":"$8.8 million","context":"FY2025 net income"},{"amount":"$84.6 million","context":"FY2025 operating cash flow"},{"amount":"$1.6 million","context":"FY2025 capital expenditures"},{"amount":"$87.0 million","context":"Cash and cash equivalents at Dec 31, 2025"},{"amount":"$10.00","context":"Nominal cash price for PAEM shares in M&A deal"},{"amount":"$52.0 million","context":"TANESCO settlement amount received"},{"amount":"$30.6 million","context":"IFC loan prepayment"},{"amount":"$14.4 million","context":"Special dividend paid in Oct 2025"},{"amount":"$28.8 million","context":"Special dividend paid in Feb 2026"},{"amount":"$1.2 billion","context":"Estimated damages in ICSID arbitration against GoT/TPDC"},{"amount":"$17.9 million","context":"Damages awarded in Swala appeal judgment"}]},"materialImpact":{"score":4,"reasoning":"The release contains full-year audited financial results (earnings) showing a return to profitability and strong cash flow, but is dominated by the announcement of a definitive agreement to sell the company's primary operating subsidiary (PAEM) for a nominal price. This M&A event represents a fundamental change in the company's structure and future cash flows, warranting a high impact score despite the nominal deal value."},"tickerRelevance":{"others":[],"primary":"ORCB"},"globalImportance":35,"audienceRelevance":25,"eventTypeSecondary":["m_and_a","dividend","legal_litigation"],"importanceComponents":{"tickerTier":"small-cap","eventGravity":"high (M&A + Earnings)","sectorWeight":"moderate","householdBrandBoost":0,"marketCapAdjustment":"low","retailFavoriteBoost":0}},"event_type":"earnings","event_type_secondary":["m_and_a","dividend","legal_litigation"],"sentiment":"mixed","material_impact_score":4,"narrative":"Orca Energy Group reported FY2025 revenue of $87.2 million, down 22% year-over-year, but returned to profitability with $8.8 million in net income and $84.6 million in operating cash flow.\n\nThe company announced a definitive agreement to sell its primary operating subsidiary, Pan African Energy Corporation (Mauritius), to Taifa Gas and Amber Energy for a nominal cash price of $10.00, subject to regulatory and shareholder approvals.\n\nOrca ended the year with $87.0 million in cash and has paid out $43.2 million in special dividends since September 2025, while navigating ongoing ICSID arbitration against the Government of Tanzania and TPDC for estimated damages exceeding $1.2 billion.","key_figures":{"eps":0.45,"revenue":87231000,"guidance":"","revenueYoy":"-22%","dealValueUsd":10,"customDimensions":{"capex":1619000,"net_income":8824000,"working_capital":27411000,"ifc_loan_prepayment":30600000,"operating_cash_flow":84557000,"proved_reserves_bcf":17,"cash_and_equivalents":86986000,"daily_gas_delivered_mmcf":71.8,"special_dividend_feb_2026":28800000,"special_dividend_sep_2025":14400000,"tanesco_settlement_received":52000000,"proved_plus_probable_reserves_bcf":19}},"named_entities":{"people":[{"name":"Jay Lyons","role":"Chief Executive Officer"},{"name":"Lisa Mitchell","role":"Chief Financial Officer"}],"products":["Songo Songo gas field"],"companies":[{"name":"Orca Energy Group Inc.","ticker":"ORCB","relationship":"filer"},{"name":"PanAfrican Energy Tanzania Limited","ticker":"","relationship":"subsidiary"},{"name":"Pan African Energy Corporation (Mauritius)","ticker":"","relationship":"subsidiary"},{"name":"Taifa Gas Tanzania Limited","ticker":"","relationship":"acquirer"},{"name":"Amber Energy Investment L.L.C-FZ","ticker":"","relationship":"acquirer"},{"name":"Tanzanian Petroleum Development Corporation","ticker":"","relationship":"partner"},{"name":"Tanzanian Electric Supply Company Limited","ticker":"","relationship":"customer"},{"name":"International Finance Corporation","ticker":"","relationship":"lender"},{"name":"Swala Oil and Gas (Tanzania) plc","ticker":"","relationship":"litigant"}],"dollarAmounts":[{"amount":"$87.2 million","context":"FY2025 revenue"},{"amount":"$8.8 million","context":"FY2025 net income"},{"amount":"$84.6 million","context":"FY2025 operating cash flow"},{"amount":"$1.6 million","context":"FY2025 capital expenditures"},{"amount":"$87.0 million","context":"Cash and cash equivalents at Dec 31, 2025"},{"amount":"$10.00","context":"Nominal cash price for PAEM shares in M&A deal"},{"amount":"$52.0 million","context":"TANESCO settlement amount received"},{"amount":"$30.6 million","context":"IFC loan prepayment"},{"amount":"$14.4 million","context":"Special dividend paid in Oct 2025"},{"amount":"$28.8 million","context":"Special dividend paid in Feb 2026"},{"amount":"$1.2 billion","context":"Estimated damages in ICSID arbitration against GoT/TPDC"},{"amount":"$17.9 million","context":"Damages awarded in Swala appeal judgment"}]},"model_name":"qwen3_6_27b_awq","prompt_hash":"sha256:727b4b9429a443af","schema_hash":"sha256:05005c02d9cffac9","created_at":"2026-05-29T11:35:13.170Z","global_importance":35,"audience_relevance":25,"importance_components":{"tickerTier":"small-cap","eventGravity":"high (M&A + Earnings)","sectorWeight":"moderate","householdBrandBoost":0,"marketCapAdjustment":"low","retailFavoriteBoost":0}},"durationMs":32544,"modelName":"george-droid-qwen-72b"}}