Financings
Petro-Victory arranges warrant incentive plan

VRY · Price
Executive Summary
- Petro-Victory Energy Corp. announced a significant amendment to the exercise price and expiry dates of approximately 3.06 million outstanding warrants to incentivize exercise, reducing the exercise price from $4.00 to $0.60.
- The company completed a $300,000 USD unsecured borrowing transaction with 579 Max Ltd., a related party, issuing an unsecured promissory note with a 14% annual interest rate and bonus warrants to the lender.
- Both the warrant amendments and the borrowing transaction are subject to acceptance by the TSX Venture Exchange and constitute related-party transactions under Multilateral Instrument 61-101.
Key Details
- Warrant Incentive Plan:
- Warrants Affected: 1,205,350 warrants issued Feb. 27, 2024, and 1,851,960 warrants issued March 28, 2023 (Total: 3,057,310 warrants).
- Previous Terms: Exercisable at $4.00 per common share; expiring Feb. 27, 2026, and March 28, 2026, respectively.
- Amended Terms:
- New Exercise Price: $0.60 per common share.
- New Expiry Date (Feb. 2024 warrants): March 29, 2026 (extended by 30 days).
- New Expiry Date (March 2023 warrants): April 27, 2026 (extended by 30 days).
- Purpose: To provide an incentive to holders to exercise their warrants. All other terms remain unchanged.
- Status: Subject to TSX Venture Exchange acceptance.
- Borrowing Transaction:
- Amount: $300,000 USD.
- Instrument: Unsecured promissory note.
- Lender: 579 Max Ltd.
- Interest Rate: 14% per annum.
- Maturity Date: February 12, 2027.
- Bonus Warrants Issued: 691,780 warrants granted to the lender.
- Exercise Price: $0.59 per share.
- Expiry Date: February 12, 2027.
- Status: Subject to TSX Venture Exchange acceptance.
- Related-Party Disclosure:
- The borrowing and warrant issuance constitute a related-party transaction under Multilateral Instrument 61-101.
- Related Party: T. Lynn Bryant, a director of Petro-Victory, is a principal of the lender (579 Max Ltd.).
- Exemptions: The company relied on exemptions from formal valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(1)(a) of MI 61-101.
- Thresholds: Neither the fair market value of the transaction nor the consideration involving related parties exceeded 25% of the company's market capitalization.
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Jun 30, 2026 · 23:26