Northwire Canada EditionTuesday, October 20, 2026
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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.
Read the original news release →

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