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AXL Arrow Exploration Corp.

23.25
1.25 (5.68%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Arrow Exploration Corp. LSE:AXL London Ordinary Share CA04274P1053 COM SHS NPV (CDI)
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  1.25 5.68% 23.25 22.50 24.00 23.25 20.75 22.00 137,058,211 16:27:24
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Crude Petroleum & Natural Gs 25.14M 346k 0.0012 333.33 114.35M

Arrow Exploration Corp. Record Third Quarter Results & Operational Update (8520H)

29/11/2022 7:00am

UK Regulatory


Arrow Exploration (LSE:AXL)
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TIDMAXL

RNS Number : 8520H

Arrow Exploration Corp.

29 November 2022

NOT FOR RELEASE, DISTRIBUTION, PUBLICATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

ARROW ANNOUNCES RECORD THIRD QUARTER RESULTS, PROVIDES OPERATIONAL UPDATE AND ANNOUNCES ISSUANCE OF COMMON SHARES

CALGARY, November 29, 2022 - Arrow Exploration Corp. (AIM: AXL; TSXV: AXL) ("Arrow" or the "Company") announces the filing of its unaudited interim Financial Statements and Management ' s Discussion and Analysis (" MD&A ") for the quarter ended September 30, 2022, which are available on SEDAR ( www.sedar.com ). All dollar figures are in U.S. dollars, except as otherwise noted.

Highlights:

-- The Third Quarter has been the best quarter in the Company's history generating record cashflow from operations and a threefold increase in production from the date of the AIM Admission.

o EBITDA of $4,664,345 compared to $966,234 in Q3 2021.

o Average corporate production of 1,503 boe/d compared to Q3 2021 575 boe/d and Q2 2022 980 boe/d.

-- Operating netbacks quarter-over-quarter, increased to $56.75/boe in the third quarter of 2022 from $49.18/boe in the second quarter of 2022 due to higher crude oil production and better netbacks from natural gas sales.

-- Capital raised at the time of Admission to AIM has been deployed on a successful two well drilling campaign at Rio Cravo on the Tapir Block in Colombia, both of which were on production for most of the quarter.

-- At the end of the quarter, positive working capital position of $7.4 million and a cash position of $11 million.

-- Generation of positive cashflows in Q3 means that the Company is committing to a further drilling program.

-- Subsequent to Q3 2022, the Company also completed two workovers to the RCE-1 and RCS-1 wells and has tied in the East Pepper well.

Outlook:

-- The Company expects to commence drilling, around the end of 2022, the first of five additional wells - three wells at Rio Cravo and two wells at Carrizales Norte on the Tapir Block.

-- The Company anticipates the robust CAPEX program will be funded from cash on hand and cashflow from operations.

-- Robust operational tempo ensures that the Company is on track to achieve 3,000 bopd within 18 months of the AIM listing (H1 2023).

-- Arrow continues to focus on shareholder value, improving its strong balance sheet, and free cash flow.

Marshall Abbott, CEO of Arrow Exploration Corp., commented:

"We have initiated the largest capital program in the history of the Company. Arrow has successfully executed the two workovers with production improving daily. The plan to add further perforations to RCS--1 provides additional and material production increase potential. The RCE infill drilling program will aid in achieving our 3,000 (net) bopd production target in H1 2023. The low risk Carrizales Norte project has significant production and reserve potential. In addition, the West Tapir seismic project is expected to add low risk exploration prospects, which have the potential to provide material production and reserves increases in the near term. The seismic project will highlight the reserves potential of the western section of the Tapir block. The Company's plans are to explore the east half of the Tapir block with a second seismic shoot in 2024. The Arrow Team continues to execute our strategy to increase shareholder value."

Operations Update

Canadian operations

   --    East Pepper tie-in 

o The East Pepper well was put on production October 25, 2022, at 7 Mmcf/d (1,167 boe/d). As expected, initial production decline was steep and the well appears to have now stabilized and is producing in excess of 250 boe /d.

o The Company expects typical production declines of 2-3% per month going forward.

Colombian operations

   --    RCS-1 and RCE-1 Workovers: 

o The workover of RCS-1 and RCE-1 is in progress and the wells are continuing to clean-up. Due to electrical storms in the area causing power outages, the clean-up of the wells is taking longer than expected.

o RCS-1, the first well to be worked over, is currently producing at 660 bop/d (gross), 330 bop/d (net) with daily decreases to water cut and corresponding increases in oil production. Prior to the workover, the well was producing 330 bop/d (gross).

o RCS-1 has shown a 330 bop/d (gross) increase since the recompletion procedure. The production gain results in payout of the workover cost in 17 days at current Brent prices.

o An upper unit in the Carbonara 7A was perforated and flowed 330 bop/d (gross) after stabilizing. Management believes a thin shale barrier bifurcates the C7A. It is apparent that a thin shale break prevents inflow from the C7A main sand, which has superior reservoir characteristics akin to RCE-2. Arrow now plans to perforate the C7A in RCS-1 as it is the highest reservoir in the pool. The Company expects that RCS-1 should have a comparable flow rate to RCE-2, where C7A is currently producing 1,025 bop/d (gross) / 512 bop/d (net) with a flat watercut.

o RCE-1, the second recompletion, is continuing to show a high water-cut as it cleans-up. Prior to the workover, the C7A was flowing at 110 bop/d (gross) with a very high watercut. The C7A Stringer was then perforated and is slowly recovering. Production continues to increase daily, currently at 90-110 bop/d (gross), and watercut continues to decrease daily as the well continues to clean up.

   --    RCE-3, RCE-4, and RCE-5 Infill Drilling: 

o Operations remain on track for RCE-3 to spud in late December/early January 2023, and mobilization of the camp facilities is underway. Civil works on the pad are nearing completion. Subsequent to completion of RCE-3, both RCE-4 and RCE-5 will follow in sequence.

   --    Carrizales Norte 

o After drilling RCE-3, RCE-4 and RCE-5, the same drilling rig will be moved to the Carrizales Norte field.

o Currently Arrow is building a road and pad for the Carrizales Norte field. The road and pads are expected to be completed in mid-February 2023.

o The spud of Carrizales 1 is anticipated to begin in the latter part of Q1 2023 with Carrizales 2 expected to spud immediately thereafter, followed by a contingent Carrizales 3.

   --    Tapir Seismic 

o The Company has received all commensurate approvals to proceed with the 100 km2 seismic program.

o The Company is permitting and moving equipment and personnel to the program area on the west side of the Tapir field.

o The estimated cost of the seismic program is $5 million gross ($2.5 million net to Arrow) and is expected to provide multiple prospects beyond what has been identified on the coarse 2D seismic grid.

o Processing and interpretation of the seismic will take place over Q2 2023 with drilling plans to be pursued in Q4 2023.

This robust operational tempo is expected to see the Company achieve 3,000 bop/d within 18 months of the AIM listing (H1 2023). Furthermore, the integrated seismic and geological data will provide significant running room for production growth on the Tapir Block.

Corporate Production

Corporate production in November 2022 to date ranges between 1,900 boe/d and 2,000 boe/d net. Total net production from the Rio Cravo field is 887 bop/d. Contribution from the workover program continues to increase Rio Cravo's production. The Pepper Field has been producing approximately 563 boe/d net, partially curtailed by the facility operator. The two Pepper wells, along with continuing and expected robust natural gas prices in North America, are expected to further enhance the value of the Pepper field. Arrow has 23,000 acres of contiguous Montney rights in the Pepper Area.

2022 THIRD QUARTER INTERIM RESULTS

FINANCIAL AND OPERATING HIGHLIGHTS

 
                                      Three months                   Nine months                  Three months 
                                     ended September               ended September               ended September 
  (in United States dollars,             30, 2022                      30, 2022                      30, 2021 
  except 
  as otherwise noted) 
----------------------------  ----------------------------  ----------------------------  ---------------------------- 
 Total natural gas and crude 
  oil 
  revenues, net of royalties                     7,614,336                    16,041,902                     1,684,609 
 
 Funds flow from operations 
  (1)                                            4,606,124                     7,532,918                       875,621 
 Funds flow from operations 
 (1) 
 per share - 
    Basic($)                                          0.02                          0.04                          0.01 
    Diluted ($)                                       0.00                          0.00                          0.01 
 Net income (loss)                               2,041,955                   (2,621,593)                      (21,781) 
 Net income (loss) per share 
 - 
   Basic ($)                                          0.01                        (0.01)                        (0.00) 
   Diluted ($)                                        0.01                        (0.01)                        (0.00) 
 Adjusted EBITDA (1)                             4,664,345                     8,036,342                       966,234 
 Weighted average shares 
 outstanding 
 - 
   Basic                                       215,967,143                   214,687,656                    68,674,602 
   Diluted                                     288,235,624                   276,272,070                    68,674,602 
 Common shares end of period                   215,967,143                   215,967,143                    68,674,602 
 Capital expenditures                            4,836,860                     5,562,525                       148,528 
 Cash and cash equivalents                      11,376,702                    11,376,702                     5,465,981 
 Current Assets                                 16,870,695                    16,870,695                     8,644,830 
 Current liabilities                             9,478,383                     9,478,383                     7,861,123 
 Working capital (1)                             7,392,312                     7,392,312                       783,707 
 Long-term portion of 
  restricted 
  cash (2)                                         598,192                       598,192                       485,263 
 Total assets                                   46,979,258                    46,979,258                    25,362,323 
 
 Operating 
----------------------------  ----------------------------  ----------------------------  ---------------------------- 
 Natural gas and crude oil 
 production, 
 before royalties 
 Natural gas (Mcf/d)                                 1,917                         2,853                           501 
 Natural gas liquids (bbl/d)                             4                             5                            11 
 Crude oil (bbl/d)                                   1,179                           730                           481 
 Total (boe/d)                                       1,503                         1,211                           575 
 
 Operating netbacks ($/boe) 
 (1) 
 Natural gas ($/Mcf)                                 $0.88                         $1.18                         $1.35 
 Crude oil ($/bbl)                                  $73.69                        $70.30                        $37.59 
 Total ($/boe)                                      $56.75                        $42.66                        $30.73 
 

(1) Non-IFRS measures - see "Non-IFRS Measures" section within the third quarter 2022 MD&A

(2) Long term restricted cash not included in working capital

Discussion of Operating Results

The Company's third quarter 2022 average corporate production was 1,503 boe/d, a 53% increase when compared to Q2 2022 average production of 980 boe/d. This increase was largely attributable to the two new wells in the Rio Crave Este field (RCE-2 and RCS-1), which were in production for most of the quarter. Arrow's production on a quarterly basis is summarized below:

 
 Average Production         YTD    Q3 2022   Q2 2022   Q1 2022   Q4 2021   Q3 2021 
  Boe/d                     2022 
------------------------  ------  --------  --------  --------  --------  -------- 
 Oso Pardo                  112      104       112       121       123       137 
 Ombu (Capella)             164      215       97        177       190       193 
 Rio Cravo Este (Tapir)     454      860       366       136       142       151 
 Total Colombia             730     1,179      575       434       455       481 
 Fir, Alberta               83       82        86        73        82        94 
 Pepper, Alberta            398      242       319       636       181        - 
------------------------  ------  --------  --------  --------  --------  -------- 
 TOTAL (Boe/d)             1,211    1,503      980      1,144      719       575 
------------------------  ------  --------  --------  --------  --------  -------- 
 

For the three months ended September 30, 2022, the Company's average production mix consisted of crude oil and natural gas production in Colombia of 1,179 bbl/d (2021: 481 bbl/d) and 1,917 Mcf/d (2021: 501 Mcf/d) , along with minor amounts of natural gas liquids, from Arrow's Canadian properties.

Discussion of Financial Results

During Q3 2022 the Company continued to realize strong oil and gas prices, as summarized below.

 
                                          Three months ended 
                                             September 30 
------------------------------------ 
                                        2022     2021    Change 
------------------------------------  -------  -------  ------- 
 Benchmark Prices 
 AECO ($/Mcf)                           $3.83    $2.97      29% 
 Brent ($/bbl)                         $97.81   $73.23      34% 
 West Texas Intermediate ($/bbl)       $91.65   $70.54      30% 
------------------------------------  -------  -------  ------- 
 Realized Prices 
------------------------------------  -------  -------  ------- 
 Natural gas, net of transportation 
  ($/Mcf)                               $3.16    $2.90       9% 
 Natural gas liquids ($/bbl)           $82.69   $56.03      48% 
 Crude oil, net of transportation 
  ($/bbl)                              $90.90   $63.87      42% 
------------------------------------  -------  -------  ------- 
 Corporate average, net of 
  transport ($/boe)(1)                 $73.02   $52.21      40% 
------------------------------------  -------  -------  ------- 
 

(1) Non-IFRS measures - see "Non-IFRS Measures" section within the MD&A

Operating Netbacks

The Company also continued to realize positive operating netbacks, as summarized below.

 
                                      Three months ended 
                                         September 30 
                                       2022        2021 
----------------------------------  ----------  --------- 
 Natural Gas ($/Mcf) 
 Revenue, net of transportation 
  expense                                $3.16      $2.90 
 Royalties                              (0.35)     (0.37) 
 Operating expenses                     (1.93)     (1.18) 
----------------------------------  ----------  --------- 
 Natural Gas operating netback(1)        $0.88      $1.35 
----------------------------------  ----------  --------- 
 Crude oil ($/bbl) 
 Revenue, net of transportation 
  expense                               $90.90     $63.87 
 Royalties                             (10.97)     (5.91) 
 Operating expenses                     (6.24)    (20.37) 
----------------------------------  ----------  --------- 
 Crude Oil operating netback(1)         $73.69     $37.59 
----------------------------------  ----------  --------- 
 Corporate ($/boe) 
 Revenue, net of transportation 
  expense                               $73.02     $52.21 
 Royalties                              (8.72)     (4.94) 
 Operating expenses                     (7.55)    (16.54) 
----------------------------------  ----------  --------- 
 Corporate Operating netback 
  (1)                                   $56.75     $30.73 
----------------------------------  ----------  --------- 
 

(1) Non-IFRS measure

Arrow realized better operating netbacks quarter-over-quarter, increasing to $56.75/boe in the third quarter of 2022 from $49.18/boe in the second quarter of 2022. This increase is due to higher crude oil production and better netbacks from natural gas.

During 2022, the Company incurred $5.6 million of capital expenditures, primarily in connection with the drilling of the RCE-2 and RCS-1 wells. At the end of the quarter, Arrow had a positive working capital position of $7.4 million and a cash position of $11 million, which are expected to fund the Company's expenditure plan for the foreseeable future.

Subsequent to September 30, 2022, the Company completed workovers in its Rio Cravo Este-1 and Rio Cravo Sur-1 wells to increase production on the Tapir Block. The Company has also tied in its East Pepper Montney well in Canada. Civil works are currently underway to start drilling three more wells in Rio Cravo. The Company has started to move equipment to start shooting 100 km(2) of seismic in the Tapir block to highlight existing leads and prospects for drilling initiating in Q4 2023. This acceleration in operational tempo will be active throughout the balance of 2022 and 2023, funded by cash on hand and cashflow.

With this significant improvement in the Company's financial performance, the Company has approved additional compensation to its non-executives' directors for $210,000 in aggregate which has been paid in Q4 2022.

Colombia Tax Reform

Early in November, Colombia's congress approved some articles of a tax reform bill that is expected to raise an additional US$4 billion annually for the next four years, in part through increased taxes on oil and coal. Once in effect, the new changes seek to fund social projects. At this time, the final bill has been completed by the Colombian congress and now awaits approval by the President to be enacted.

There are two main components of the changes that will impact Arrow:

   1.    Royalties are not going to be tax deductible for income tax purposes. 
   2.    Corporate tax rate will increase contingent on historic prices of oil. 

There will be no impact on Arrow in 2022 as these new tax laws will be effectively enacted on January 1, 2023. Arrow's investment has created tax pools currently available in Colombia that, together with future capital projects, will provide shelter for corporate income taxes. Currently, Arrow is expecting to invest approximately US$23 million (net) in 2023 on capital projects in Colombia. The impact of the new tax laws on 2023 tax payable is currently under review by management.

At this time, Arrow is not considering any changes to the Q1 and Q2 2023 capital program. All future projects' economics are being evaluated in the light of these changes to the Colombian tax regime.

Overall, when Brent oil prices are low, royalties and taxes will remain low and the tax reforms will have little effect on Arrow's bottom line. When Brent oil prices are high and the Company has high netbacks and net income, the tax liability is expected to increase.

ISSUANCE OF COMMON SHARES AND TOTAL VOTING RIGHTS

Further to its announcement on 7 November 2022 regarding the application to AIM for a total block admission of 40,000,000 new common shares in the Company ("Common Shares") (the "Block Admission"), the Company provides below a monthly update to its total voting rights as a result of the exercise of instruments subject to the Block Admission during November 2022.

As at 28 November 2022, the Company had 217,901,931 Common Shares in issue. This figure may be used as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to, their interest in the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

For further Information, contact:

 
 Arrow Exploration 
 Marshall Abbott, CEO                +1 403 651 5995 
 Joe McFarlane, CFO                  +1 403 818 1033 
 
 Brookline Public Relations, 
  Inc. 
  Shauna MacDonald                     +1 403 538 5645 
 
 Canaccord Genuity (Nominated 
  Advisor and Joint Broker) 
 Henry Fitzgerald-O'Connor 
  James Asensio 
  Gordon Hamilton                    +44 (0)20 7523 8000 
 
   Auctus Advisors (Joint Broker) 
 Jonathan Wright (Corporate)         +44 (0)7711 627449 
 Rupert Holdsworth Hunt (Broking) 
 
   Camarco (Financial PR) 
 Georgia Edmonds                     +44 (0)20 3781 8331 
 Rebecca Waterworth 
 Billy Clegg 
 

About Arrow Exploration Corp.

Arrow Exploration Corp. (operating in Colombia via a branch of its 100% owned subsidiary Carrao Energy S.A.) is a publicly traded company with a portfolio of premier Colombian oil assets that are underexploited, under-explored and offer high potential growth. The Company's business plan is to expand oil production from some of Colombia's most active basins, including the Llanos, Middle Magdalena Valley (MMV) and Putumayo Basin. The asset base is predominantly operated with high working interests, and the Brent-linked light oil pricing exposure combines with low royalties to yield attractive potential operating margins. Arrow's 50% interest in the Tapir Block is contingent on the assignment by Ecopetrol SA of such interest to Arrow. Arrow's seasoned team is led by a hands-on executive team supported by an experienced board. Arrow is listed on the AIM market of the London Stock Exchange and on TSX Venture Exchange under the symbol "AXL".

Forward-looking Statements

This news release contains certain statements or disclosures relating to Arrow that are based on the expectations of its management as well as assumptions made by and information currently available to Arrow which may constitute forward-looking statements or information ("forward-looking statements") under applicable securities laws. All such statements and disclosures, other than those of historical fact, which address activities, events, outcomes, results or developments that Arrow anticipates or expects may, could or will occur in the future (in whole or in part) should be considered forward-looking statements. In some cases, forward-looking statements can be identified by the use of the words "continue", "expect", "opportunity", "plan", "potential" and "will" and similar expressions. The forward-looking statements contained in this news release reflect several material factors and expectations and assumptions of Arrow, including without limitation, Arrow's evaluation of the impacts of COVID-19, the potential of Arrow's Colombian and/or Canadian assets (or any of them individually), the prices of oil and/or natural gas, and Arrow's business plan to expand oil and gas production and achieve attractive potential operating margins. Arrow believes the expectations and assumptions reflected in the forward-looking statements are reasonable at this time, but no assurance can be given that these factors, expectations, and assumptions will prove to be correct.

The forward-looking statements included in this news release are not guarantees of future performance and should not be unduly relied upon. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. The forward-looking statements contained in this news release are made as of the date hereof and the Company undertakes no obligations to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Glossary

Bbl/d or bop/d: Barrels per day

$/Bbl: Dollars per barrel

Mcf/d: Thousand cubic feet of gas per day

Mmcf/d: Million cubic feet of gas per day

$/Mcf: Dollars per thousand cubic feet of gas

Boe/d: Barrels of oil equivalent per day

$/Boe: Dollars per barrel of oil equivalent

Non--IFRS Measures

The Company uses non-IFRS measures to evaluate its performance which are measures not defined in IFRS. Working capital, funds flow from operations, realized prices, operating netback, adjusted EBITDA, and net debt as presented do not have any standardized meaning prescribed by IFRS and therefore may not be comparable with the calculation of similar measures for other entities. The Company considers these measures as key measures to demonstrate its ability to generate the cash flow necessary to fund future growth through capital investment, and to repay its debt, as the case may be. These measures should not be considered as an alternative to, or more meaningful than net income (loss) or cash provided by operating activities or net loss and comprehensive loss as determined in accordance with IFRS as an indicator of the Company's performance. The Company's determination of these measures may not be comparable to that reported by other companies.

This Announcement contains inside information for the purposes of the UK version of the market abuse regulation (EU No. 596/2014) as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR").

Arrow Exploration Corp.

MANAGEMENT's DISCUSSION AND ANALYSIS

Three and nine months ended September 30, 2022

MANAGEMENT'S DISCUSSION AND ANALYSIS

This Management's Discussion and Analysis ("MD&A") as provided by the management of Arrow Exploration Corp. ("Arrow" or the "Company"), is dated as of November 28, 2022 and should be read in conjunction with Arrow's condensed consolidated financial statements (unaudited) and related notes for the three and nine months ended September 30, 2022 and 2021. Additional information relating to Arrow is available under Arrow's profile on www.sedar.com , including Arrow's Audited Consolidated Financial Statements (the "Annual Financial Statements") for the year ended December 31, 2021 and 2020.

Advisories

Basis of Presentation

The condensed consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"), and all amounts herein are expressed in United States dollars, unless otherwise noted, and all tabular amounts are expressed in United States dollars, unless otherwise noted. Additional information for the Company may be found on SEDAR at www.sedar.com.

Advisory Regarding Forward--Looking Statements

This MD&A contains certain statements or disclosures relating to Arrow that are based on the expectations of its management as well as assumptions made by and information currently available to Arrow which may constitute forward-looking statements or information ("forward-looking statements") under applicable securities laws. All such statements and disclosures, other than those of historical fact, which address activities, events, outcomes, results or developments that Arrow anticipates or expects may, could or will occur in the future (in whole or in part) should be considered forward-looking statements. In some cases, forward-looking statements can be identified by the use of the words "believe", "continue", "could", "expect", "likely", "may", "outlook", "plan", "potential", "will", "would" and similar expressions. In particular, but without limiting the foregoing, this MD&A contains forward-looking statements pertaining to the following: the COVID-19 pandemic and its impact; tax liability; capital management strategy; capital structure; credit facilities and other debt; performance by Canacol (as defined herein) and the Company in connection with the Note (as defined herein) and letters of credit; Arrow's costless collar structure; Arrow's interest in the OBC Pipeline (as defined herein) and the consequences thereof; cost reduction initiatives; potential drilling on the Tapir block; capital requirements; expenditures associated with asset retirement obligations; future drilling activity and the development of the Rio Cravo Este structure on the Tapir Block. Statements relating to "reserves" and "resources" are deemed to be forward-looking information, as they involve the implied assessment, based on certain estimates and assumptions, that the reserves and resources described exist in the quantities predicted or estimated and can be profitably produced in the future.

The forward-looking statements contained in this MD&A reflect several material factors and expectations and assumptions of Arrow including, without limitation: current and anticipated commodity prices and royalty regimes; the impact and duration of the COVID-19 pandemic; the financial impact of Arrow's costless collar structure; availability of skilled labour; timing and amount of capital expenditures; future exchange rates; commodity prices; the impact of increasing competition; general economic conditions; availability of drilling and related equipment; receipt of partner, regulatory and community approvals; royalty rates; future operating costs; effects of regulation by governmental agencies; uninterrupted access to areas of Arrow's operations and infrastructure; recoverability of reserves; future production rates; timing of drilling and completion of wells; pipeline capacity; that Arrow will have sufficient cash flow, debt or equity sources or other financial resources required to fund its capital and operating expenditures and requirements as needed; that Arrow's conduct and results of operations will be consistent with its expectations; that Arrow will have the ability to develop its oil and gas properties in the manner currently contemplated; current or, where

applicable, proposed industry conditions, laws and regulations will continue in effect or as anticipated; that the estimates of Arrow's reserves and production volumes and the assumptions related thereto (including commodity prices and development costs) are accurate in all material respects; that Arrow will be able to obtain contract extensions or fulfil the contractual obligations required to retain its rights to explore, develop and exploit any of its undeveloped properties; and other matters.

Arrow believes the material factors, expectations and assumptions reflected in the forward-looking statements are reasonable at this time but no assurance can be given that these factors, expectations and assumptions will prove to be correct. The forward-looking statements included in this MD&A are not guarantees of future performance and should not be unduly relied upon.

Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements including, without limitation: the impact and duration of the COVID-19 pandemic; the impact of general economic conditions; volatility in commodity prices; industry conditions including changes in laws and regulations including adoption of new environmental laws and regulations, and changes in how they are interpreted and enforced; competition; lack of availability of qualified personnel; the results of exploration and development drilling and related activities; obtaining required approvals of regulatory authorities; counterparty risk; risks associated with negotiating with foreign governments as well as country risk associated with conducting international activities; commodity price volatility; fluctuations in foreign exchange or interest rates; environmental risks; changes in income tax laws or changes in tax laws and incentive programs; changes to pipeline capacity; ability to secure a credit facility; ability to access sufficient capital from internal and external sources; risk that Arrow's evaluation of its existing portfolio of development and exploration opportunities is not consistent with future results; that production may not necessarily be indicative of long term performance or of ultimate recovery; and certain other risks detailed from time to time in Arrow's public disclosure documents including, without limitation, those risks identified in Arrow's 2018 AIF, a copy of which is available on Arrow's SEDAR profile at www.sedar.com. Readers are cautioned that the foregoing list of factors is not exhaustive and are cautioned not to place undue reliance on these forward-looking statements.

Non--IFRS Measures

The Company uses non-IFRS measures to evaluate its performance which are measures not defined in IFRS. Working capital, funds flow from operations, realized prices, operating netback, adjusted EBITDA, and net debt as presented do not have any standardized meaning prescribed by IFRS and therefore may not be comparable with the calculation of similar measures for other entities. The Company considers these measures as key measures to demonstrate its ability to generate the cash flow necessary to fund future growth through capital investment, and to repay its debt, as the case may be. These measures should not be considered as an alternative to, or more meaningful than net income (loss) or cash provided by operating activities or net loss and comprehensive loss as determined in accordance with IFRS as an indicator of the Company's performance. The Company's determination of these measures may not be comparable to that reported by other companies.

Working capital is calculated as current assets minus current liabilities; funds from operations is calculated as cash flows from (used in) operating activities adjusted to exclude settlement of decommissioning obligations and changes in non-cash working capital balances; realized price is calculated by dividing gross revenue by gross production, by product, in the applicable period; operating netback is calculated as total natural gas and crude revenues minus royalties, transportation costs and operating expenditures; adjusted EBITDA is calculated as net loss adjusted for interest, income taxes, depreciation, depletion, amortization and other similar non-recurring or non-cash charges; and net debt is defined as the principal amount of its outstanding debt, less working capital items.

The Company also presents funds from operations per share, whereby per share amounts are calculated using weighted- average shares outstanding consistent with the calculation of net loss and comprehensive loss per share.

A reconciliation of the non-IFRS measures is included as follows:

 
                                                       Three months          Nine months        Three months 
                                                      ended September       ended September    ended September 
   (in United States dollars)                            30, 2022              30, 2022           30, 2021 
-----------------------------------------------  -----------------------  -----------------  ----------------- 
 Net income (loss)                                             2,041,955        (2,621,593)           (21,781) 
 Add/(subtract): 
   Share based payments                                          110,876            214,712            224,204 
   Financing costs: 
      Accretion on decommissioning obligations                    54,272            144,247             33,678 
      Interest                                                   123,394            367,913            173,807 
      Other                                                       41,075            285,104             76,111 
   Depreciation and depletion                                  1,809,340          3,649,932            507,412 
   Derivative loss                                             (543,659)          4,968,934                  - 
   Income taxes, current and deferred                          1,027,093          1,027,093           (27,197) 
 Adjusted EBITDA (1)                                           4,664,345          8,036,342            966,234 
 
 Cash flows provided by operating activities                   5,221,497          5,024,604          1,115,071 
 Minus - Changes in non--cash working 
  capital balances: 
  Trade and other receivables                                  1,097,426          3,448,281        (1,078,909) 
  Restricted cash                                              (291,841)          (134,360)            (6,376) 
  Taxes receivable                                                58,264            361,267          (119,154) 
  Deposits and prepaid expenses                                (171,610)          (160,428)            (3,732) 
  Inventory                                                      229,799            458,575            172,316 
  Accounts payable and accrued liabilities                   (1,537,411)        (1,465,021)            796,405 
 Funds flow from operations (1)                                4,606,124          7,532,918            875,621 
 

(1) Non-IFRS measures

The term barrel of oil equivalent ("boe") is used in this MD&A. Boe may be misleading, particularly if used in isolation. A boe conversion ratio of 6 thousand cubic feet ("Mcf") of natural gas to one barrel of oil ("bbl") is used in the MD&A. This conversion ratio of 6:1 is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.

FINANCIAL AND OPERATING HIGHLIGHTS

 
                                      Three months                   Nine months                  Three months 
                                     ended September               ended September               ended September 
  (in United States dollars,             30, 2022                      30, 2022                      30, 2021 
  except 
  as otherwise noted) 
----------------------------  ----------------------------  ----------------------------  ---------------------------- 
 Total natural gas and crude 
  oil 
  revenues, net of royalties                     7,614,336                    16,041,902                     1,684,609 
 
 Funds flow from operations 
  (1)                                            4,606,124                     7,532,918                       875,621 
 Funds flow from operations 
 (1) 
 per share - 
    Basic($)                                          0.02                          0.04                          0.01 
    Diluted ($)                                       0.00                          0.00                          0.01 
 Net income (loss)                               2,041,955                   (2,621,593)                      (21,781) 
 Net income (loss) per share 
 - 
   Basic ($)                                          0.01                        (0.01)                        (0.00) 
   Diluted ($)                                        0.01                        (0.01)                        (0.00) 
 Adjusted EBITDA (1)                             4,664,345                     8,036,342                       966,234 
 Weighted average shares 
 outstanding 
 - 
   Basic                                       215,967,143                   214,687,656                    68,674,602 
   Diluted                                     288,235,624                   276,272,070                    68,674,602 
 Common shares end of period                   215,967,143                   215,967,143                    68,674,602 
 Capital expenditures                            4,836,860                     5,562,525                       148,528 
 Cash and cash equivalents                      11,376,702                    11,376,702                     5,465,981 
 Current Assets                                 16,870,695                    16,870,695                     8,644,830 
 Current liabilities                             9,478,383                     9,478,383                     7,861,123 
 Working capital (1)                             7,392,312                     7,392,312                       783,707 
 Long-term portion of 
  restricted 
  cash (2)                                         598,192                       598,192                       485,263 
 Total assets                                   46,979,258                    46,979,258                    25,362,323 
 
 Operating 
----------------------------  ----------------------------  ----------------------------  ---------------------------- 
 
 Natural gas and crude oil 
 production, 
 before royalties 
 Natural gas (Mcf/d)                                 1,917                         2,853                           501 
 Natural gas liquids (bbl/d)                             4                             5                            11 
 Crude oil (bbl/d)                                   1,179                           730                           481 
 Total (boe/d)                                       1,503                         1,211                           575 
 
 Operating netbacks ($/boe) 
 (1) 
 Natural gas ($/Mcf)                                 $0.88                         $1.18                         $1.35 
 Crude oil ($/bbl)                                  $73.69                        $70.30                        $37.59 
 Total ($/boe)                                      $56.75                        $42.66                        $30.73 
 

(1) Non-IFRS measures - see "Non-IFRS Measures" section within this MD&A

(2) Long term restricted cash not included in working capital

The Company

Arrow is a junior oil and gas company engaged in the acquisition, exploration and development of oil and gas properties in Colombia and Western Canada. The Company's shares trade on the TSX Venture Exchange and the London AIM exchange under the symbol AXL.

The Company and Arrow Exploration Ltd. entered into an arrangement agreement dated June 1, 2018, as amended, whereby the parties completed a business combination pursuant to a plan of arrangement under the Business Corporations Act (Alberta) ("ABCA") on September 28, 2018. Arrow Exploration Ltd. and Front Range's then wholly-owned subsidiary, 2118295 Alberta Ltd., were amalgamated to form Arrow Holdings Ltd., a wholly-owned subsidiary of the Company (the "Arrangement"). On May 31, 2018, Arrow Exploration Ltd. entered in a share purchase agreement, as amended, with Canacol Energy Ltd. ("Canacol"), to acquire Canacol's Colombian oil properties held by its wholly-owned subsidiary Carrao Energy S.A. ("Carrao"). On September 27, 2018, Arrow Exploration Ltd. closed the agreement with Canacol.

On May 31, 2018, Arrow Exploration Ltd., entered into a purchase and sale agreement to acquire a 50% beneficial interest in a contract entered into with Ecopetrol S.A. pertaining to the exploration and production of hydrocarbons in the Tapir block from Samaria Exploration & Production S.A. ("Samaria"). On September 27, 2018, Arrow Exploration Ltd. closed the agreement with Samaria. As at June 30, 2022 the Company held an interest in six oil blocks in Colombia and oil and natural gas leases in seven areas in Canada as follows:

 
                                                  Gross Acres        Working Interest        Net Acres 
      COLOMBIA 
      Tapir                  Operated(1)               65,125                     50%           32,563 
      Oso Pardo              Operated                     672                    100%              672 
      Ombu                   Non-operated              56,482                     10%            5,648 
      COR-39                 Operated                  95,111                    100%           95,111 
      Los Picachos           Non-operated              52,772                   37.5%           19,790 
      Macaya                  Non-operated            195,255                   37.5%           73,221 
      Total Colombia                                  465,417                                  227,005 
      CANADA 
      Ansell                 Operated                     640                    100%              640 
      Fir                    Non operated               7,680                     32%            2,457 
      Penhold                Non-operated                 480                     13%               61 
      Pepper                 Operated                  23,643                    100%           23,643 
      Wapiti                 Non-operated               1,280                     13%              160 
      Total Canada                                     33,723                                   26,961 
------------------------------------------  -----------------  ----------------------  --------------- 
      TOTAL                                           499,140                                  253,966 
------------------------------------------  -----------------  ----------------------  --------------- 
 

The Company's primary producing assets are located in Colombia in the Tapir, Oso Pardo and Ombu blocks, with natural gas production in Canada at Fir and Pepper, Alberta.

Llanos Basin

Within the Llanos Basin, the Company is engaged in the exploration, development and production of oil within the Tapir block. In the Llanos Basin most oil accumulations are associated with three-way dip closure against NNE-SSW trending normal faults and can have pay within multiple reservoirs. The Tapir block contain large areas not yet covered by 3D seismic, and in Management's opinion offer substantial exploration upside.

(1) The Company's interest in the Tapir block is held through a private contract with Petrolco, who holds a 50% participating interest in, and is the named operator of, the Tapir contract with Ecopetrol. The formal assignment to the Company is subject to Ecopetrol's consent. The Company is the de facto operator pursuant to certain agreements with Petrolco (details of which are set out in Paragraph 16.13 of the Company's AIM Admission Document dated October 20, 2021).

Middle Magdalena Valley ("MMV") Basin

Oso Pardo Field

The Oso Pardo Field is located in the Santa Isabel Block in the MMV Basin. It is a 100% owned property operated by the Company. The Oso Pardo field is located within a Production Licence covering 672 acres. Three wells have been drilled to date within the License area.

Ombu E&P Contract - Capella Conventional Heavy Oil Discovery

The Caguan Basin covers an area of approximately 60,000 km(2) and lies between the Putumayo and Llanos Basins. The primary reservoir target is the Upper Eocene aged Mirador formation. The Capella structure is a large, elongated northeast-southwest fault-related anticline, with approximately 17,500 acres in closure at the Mirador level. The field is located approximately 250 km away from the nearest offloading station at Neiva, where production from Capella is trucked.

The Capella No. 1 discovery well was drilled in July 2008 and was followed by a series of development wells. The Company earned a 10% working interest in the Ombu E&P Contract by paying 100% of all activities associated with the drilling, completion, and testing of the Capella No. 1 well.

Fir, Alberta

The Company has an average non-operated 32% WI in 12 gross (3.84 net) sections of oil and natural gas rights and 17 gross (4.5 net) producing natural gas wells at Fir. The wells produce raw natural gas into the Cecilia natural gas plant where it is processed.

Pepper, Alberta

The Company holds a 100% operated WI in 37 sections of Motney P&NG rights at Pepper. The 06-26 well (West Pepper) is a horizontal Upper Motney exploration well that produces natural gas into the Galloway gas plant where it is processed.

Three months ended September 30, 2022 Financial and Operational Highlights

-- Arrow recorded $7,614,336 in revenues (net of royalties) on crude oil sales of 88,630 bbls, 407 bbls of natural gas liquids ("NGL's") and 176,318 Mcf of natural gas sales;

   --      Generated funds flow from operations of $4,606,124 ; 
   --      Adjusted EBITDA was $4,664,345; 
   --      The Company recorded a net income of $2,041,955; 

Results of Operations

The Company has increased its production, combined with improved pricing of energy commodities. During the three and nine months ended September 30, 2022, the Company increased production at its Tapir block, from the drilling of the RCE-2 and RCS-1 wells, and its Ombu block, with consistent production in the Oso Pardo field. Also, the West Pepper well decreased its production during the three months ended September 30, 2022 due to third party's temporary processing facility constraints and natural declines. Subsequent to September 2022, the processing facilities constraints at West Pepper have been progressively resolved.

Average Production by Property

 
 Average Production        YTD 2022   Q3 2022   Q2 2022   Q1 2022   Q4 2021   Q3 2021 
  Boe/d 
------------------------  ---------  --------  --------  --------  --------  -------- 
 Oso Pardo                   112        104       112       121       123       137 
 Ombu (Capella)              164        215       97        177       190       193 
 Rio Cravo Este (Tapir)      454        860       366       136       142       151 
 Total Colombia              730       1,179      575       434       455       481 
 Fir, Alberta                 83        82        86        73        82        94 
 Pepper, Alberta             398        242       319       636       181        - 
------------------------  ---------  --------  --------  --------  --------  -------- 
 TOTAL (Boe/d)              1,211      1,503      980      1,144      719       575 
------------------------  ---------  --------  --------  --------  --------  -------- 
 

For the three months ended September 30, 2022, the Company's average production was 1,503 boe/d (2021: 575 boe/d), which consisted of crude oil production in Colombia at 1,179 bbl/d (2021: 481 bbl/d), and natural gas production of 1,917 Mcf/d (2021: 501 Mcf/d) and minor amounts of natural gas liquids from the Company's Canadian properties.

Average Daily Natural Gas and Oil Production and Sales Volumes

 
                                            Three months ended      Nine months ended 
                                               September 30            September 30 
---------------------------------------- 
                                             2022        2021       2022       2021 
----------------------------------------  ----------  ---------  ---------  --------- 
 Natural Gas (Mcf/d) 
 Natural gas production                        1,917        501      2,853        419 
----------------------------------------  ----------  ---------  ---------  --------- 
 Natural gas sales                             1,917        501      2,853        419 
----------------------------------------  ----------  ---------  ---------  --------- 
 Realized Contractual Natural Gas Sales        1,917        501      2,853        419 
----------------------------------------  ----------  ---------  ---------  --------- 
 Crude Oil (bbl/d) 
 Crude oil production                          1,179        481        730        308 
 Inventory movements and other                 (216)      (195)      (264)      (100) 
----------------------------------------  ----------  ---------  ---------  --------- 
 Crude Oil Sales                                 963        286        466        208 
----------------------------------------  ----------  ---------  ---------  --------- 
 Corporate 
 Natural gas production (boe/d)                  320         83        475         70 
 Natural gas liquids(bbl/d)                        4         11          5          6 
 Crude oil production (bbl/d)                  1,179        481        730        308 
----------------------------------------  ----------  ---------  ---------  --------- 
 Total production (boe/d)                      1,503        575      1,210        384 
 Inventory movements and other (boe/d)         (216)      (195)      (264)      (100) 
----------------------------------------  ----------  ---------  ---------  --------- 
 Total Corporate Sales (boe/d)                 1,287        380        946        284 
----------------------------------------  ----------  ---------  ---------  --------- 
 

During the three months ended September 30 , 2022, the majority of production was attributed to Colombia, where the Company has two operated properties: Oso Pardo and Rio Cravo Este, and one non-operated property, Ombu. Production has also increased in Canada where the Company has one operated (Pepper) and one non-operated (Fir) producing properties.

Natural Gas and Oil Revenues

 
                                                 Three months ended           Nine months ended 
                                                     September 30                September 30 
------------------------------------------- 
                                                  2021          2021          2021          2021 
-------------------------------------------  -------------  -----------  -------------  ----------- 
 Natural Gas 
 Natural gas revenues                              557,445      133,413      3,157,296      341,197 
 NGL revenues                                       33,621       48,661        119,766       88,363 
 Royalties                                        (61,267)     (20,655)      (497,422)     (42,986) 
-------------------------------------------  -------------  -----------  -------------  ----------- 
   Revenues, net of royalties                      529,799      161,419      2,779,640      386,574 
-------------------------------------------  -------------  -----------  -------------  ----------- 
 Oil 
 Oil revenues                                    8,056,780    1,678,526     15,013,222    3,478,459 
 Royalties                                       (972,243)    (155,336)    (1,750,960)    (391,372) 
-------------------------------------------  -------------  -----------  -------------  ----------- 
   Revenues, net of royalties                    7,084,537    1,523,191     13,262,262    3,087,087 
-------------------------------------------  -------------  -----------  -------------  ----------- 
 Corporate 
 Natural gas revenues                              557,445      133,413      3,157,296      341,197 
 NGL revenues                                       33,621       48,661        119,766       88,363 
 Oil revenues                                    8,056,780    1,678,526     15,013,222    3,478,459 
-------------------------------------------  -------------  -----------  -------------  ----------- 
 Total revenues                                  8,647,846    1,860,600     18,290,284    3,908,019 
 Royalties                                     (1,033,510)    (175,991)    (2,248,382)    (434,358) 
-------------------------------------------  -------------  -----------  -------------  ----------- 
       Natural gas and crude oil revenues, 
        net of royalties                         7,614,336    1,684,609     16,041,902    3,473,661 
-------------------------------------------  -------------  -----------  -------------  ----------- 
 

Revenue for the three and nine months ended September 30, 2022 was $7.6 and $16 million, respectively, net of royalties, which represents an increase of 362% and 352%, respectively, when compared to the same periods in 2021. This significant increase is mainly due to having two additional wells drilled and producing in Colombia, and the additional natural gas production from the West Pepper well in Canada.

Average Benchmark and Realized Prices

 
                                          Three months ended          Nine months ended 
                                             September 30                September 30 
------------------------------------ 
                                        2022     2021    Change    2022      2021    Change 
------------------------------------  -------  -------  -------  --------  -------  ------- 
 Benchmark Prices 
 AECO ($/Mcf)                           $3.83    $2.97      29%     $4.31    $2.59      66% 
 Brent ($/bbl)                         $97.81   $73.23      34%   $102.33   $67.97      51% 
 West Texas Intermediate ($/bbl)       $91.65   $70.54      30%    $98.15   $65.05      51% 
------------------------------------  -------  -------  -------  --------  -------  ------- 
 Realized Prices 
------------------------------------  -------  -------  -------  --------  -------  ------- 
 Natural gas, net of transportation 
  ($/Mcf)                               $3.16    $2.90       9%     $4.05    $2.98      36% 
 Natural gas liquids ($/bbl)           $82.69   $56.03      48%    $83.54   $52.56      59% 
 Crude oil, net of transportation 
  ($/bbl)                              $90.90   $63.87      42%    $91.00   $61.31      48% 
------------------------------------  -------  -------  -------  --------  -------  ------- 
 Corporate average, net of 
  transport ($/boe)(1)                 $73.02   $52.21      40%    $61.75   $50.43      22% 
------------------------------------  -------  -------  -------  --------  -------  ------- 
 

The Company realized prices of $73.02 and $61.75 per boe during the three and nine months ended September 30, 2022 (2021: $52.21 and $50.43 per boe). This increase is a reflection of improved oil and natural gas prices during 2022 .

Operating Expenses

 
                               Three months ended      Nine months ended 
                                  September 30            September 30 
--------------------------- 
                                 2022       2021       2022        2021 
---------------------------  -----------  --------  ----------  ---------- 
 Natural gas & NGL's             341,156    54,227   1,742,933     183,091 
 Crude oil                       553,004   535,341   1,664,143   1,141,649 
---------------------------  -----------  --------  ----------  ---------- 
  Total operating expenses       894,160   589,568   3,407,076   1,324,740 
---------------------------  -----------  --------  ----------  ---------- 
 Natural gas ($/Mcf)               $1.93     $1.18       $2.24       $1.60 
 Crude oil ($/bbl)                 $6.24    $20.37      $10.09      $20.12 
 Corporate ($/boe)(1)              $7.55    $16.54      $11.50      $17.09 
---------------------------  -----------  --------  ----------  ---------- 
 

(1)Non-IFRS measure

During the three and nine months ended September 30, 2022, Arrow incurred operating expenses of $894,160 and $3,407,076, respectively, at an average cost of $7.55 and $11.50 per boe, respectively. Operating expenses per boe have improved due to increases in production of both crude oil and natural gas.

Operating Netbacks

 
                                      Three months ended     Nine months ended 
                                         September 30           September 30 
                                       2022        2021       2022       2021 
----------------------------------  ----------  ---------  ---------  --------- 
 Natural Gas ($/Mcf) 
 Revenue, net of transportation 
  expense                                $3.16      $2.90      $4.05      $2.98 
 Royalties                              (0.35)     (0.37)     (0.63)     (0.31) 
 Operating expenses                     (1.93)     (1.18)     (2.24)     (1.60) 
----------------------------------  ----------  ---------  ---------  --------- 
 Natural Gas operating netback(1)        $0.88      $1.35      $1.18      $1.07 
----------------------------------  ----------  ---------  ---------  --------- 
 Crude oil ($/bbl) 
 Revenue, net of transportation 
  expense                               $90.90     $63.87     $91.00     $61.31 
 Royalties                             (10.97)     (5.91)    (10.61)     (6.90) 
 Operating expenses                     (6.24)    (20.37)    (10.09)    (20.12) 
----------------------------------  ----------  ---------  ---------  --------- 
 Crude Oil operating netback(1)         $73.69     $37.59     $70.30     $34.29 
----------------------------------  ----------  ---------  ---------  --------- 
 Corporate ($/boe) 
 Revenue, net of transportation 
  expense                               $73.02     $52.21     $61.75     $50.43 
 Royalties                              (8.72)     (4.94)     (7.59)     (5.61) 
 Operating expenses                     (7.55)    (16.54)    (11.50)    (17.09) 
----------------------------------  ----------  ---------  ---------  --------- 
 Corporate Operating netback 
  (1)                                   $56.75     $30.73     $42.66     $27.73 
----------------------------------  ----------  ---------  ---------  --------- 
 

(1) Non-IFRS measure

General and Administrative Expenses (G&A)

 
                                       Three months ended        Nine months ended 
                                           September 30             September 30 
                                         2022        2021        2022         2021 
-----------------------------------  -----------  ---------  -----------  ----------- 
 General & administrative expenses     2,490,114    839,947    5,139,135    3,131,644 
 Less: G&A capitalized                         -          -            -            - 
 G&A recovered from 3(rd) parties      (222,735)          -    (389,765)            - 
-----------------------------------  -----------  ---------  -----------  ----------- 
 Total operating overhead recovery     (222,735)          -    (389,765)            - 
-----------------------------------  -----------  ---------  -----------  ----------- 
 Total G&A                             2,267,379   $839,947    4,749,370   $3,131,644 
-----------------------------------  -----------  ---------  -----------  ----------- 
 G&A per boe                              $30.74     $23.57       $16.03       $40.41 
 

For the three and nine months ended September 30, 2022, G&A expenses before recoveries totaled $2,490,114 and $5,139,135, respectively. This increase is mainly due to increased salaries and performance bonuses paid to personnel and legal fees during Q3.

Share-based Payments Expense

 
                          Three months ended     Nine months ended 
                             September 30           September 30 
                           2022        2021      2022       2021 
----------------------  ----------  ---------  --------  ---------- 
 
 Share-based Payments      110,876    224,204   214,712   (326,106) 
----------------------  ----------  ---------  --------  ---------- 
 

Share-based payments expense for the three and nine months ended September 30, 2022 totalled $110,876 and $214,712, respectively (2021: $224,204 and income of $326,106). The share-based payments expense is the result of the progressive vesting of the options granted to the Company's employees and consultants, net of cancellations and forfeitures, according to the company's stock-based compensation plan.

Financing Costs

 
                                       Three months ended     Nine months ended 
                                          September 30           September 30 
                                        2022        2021       2022       2021 
-----------------------------------  ----------  ---------  ---------  --------- 
 
 Financing expense paid or payable      164,469    249,918    653,017    674,068 
 Non-cash financing costs                54,272     33,678    144,247     98,647 
-----------------------------------  ----------  ---------  ---------  --------- 
 Net financing costs                    218,741    283,596    797,264    772,715 
-----------------------------------  ----------  ---------  ---------  --------- 
 

The finance expense paid or payable represents interest on the promissory note due to Canacol, as partial payment for the acquisition of Carrao which bears interest at 15% per annum. The decrease on this financing expense is due to a reduced outstanding balance outstanding in Canacol's promissory note. In addition, financing expense includes fees and interest associated with financing standby letters of credit on certain of the Company's Colombian blocks. The non-cash finance cost represents an increase in the present value of the decommissioning obligation for the current periods.

Loss on Derivative Liability

 
                                         Three months ended     Nine months ended 
                                            September 30           September 30 
                                            2022       2021       2022       2021 
-------------------------------------  -------------  ------  ------------  ------ 
 
 (Gain) loss on Derivative Liability       (543,659)       -     4,968,934       - 
-------------------------------------  -------------  ------  ------------  ------ 
 

During the three and nine months ended September 30, 2022, the Company recorded a (gain) loss in derivative liability of ($543,659) and $4,968,934, respectively, related to the valuation of its outstanding warrants issued during its AIM listing and private placement completed in 2021. These warrants provide the right to holders to convert them into common shares at a fixed price set in a currency different to the Company's functional currency and, therefore, they are considered a liability and measured at fair value with changes recognized in the statements of operations and comprehensive loss.

Depletion and Depreciation

 
                                Three months ended      Nine months ended 
                                   September 30            September 30 
                                  2022       2021       2022        2021 
----------------------------  -----------  --------  ----------  ---------- 
 
 Depletion and depreciation     1,809,340   507,412   3,649,932   1,111,124 
----------------------------  -----------  --------  ----------  ---------- 
 

Depletion and depreciation expense in the three and nine months ended September 30, 2022 totalled $1,809,340 and $3,649,932, respectively (2021: $507,412 and $1,111,124). The Company uses the unit of production method and proved plus probable reserves to calculate depletion expense and this increase is directly related to an increase in depletable values and production of crude and natural gas during Q3 2022 compared with 2021.

Other Income

 
                            Three months ended      Nine months ended 
                               September 30            September 30 
                             2022       2021        2022        2021 
------------------------  ---------  ----------  ---------  ------------ 
 Other expense (income)    (32,392)   (767,215)   (52,595)   (1,262,139) 
------------------------  ---------  ----------  ---------  ------------ 
 

The Company reported other income of $32,392 and $52,596 for the three and nine months ended September 30, 2022, respectively (2021: $767,215 and $1,262,139). The 2021 amount was generated from the Company's negotiations of accounts payable and debts with vendors, both in Colombia and Canada, which have resulted in reductions of amounts actually paid in cash to settle its liabilities.

LIQUIDITY AND CAPITAL RESOURCES

Capital Management

The Company's objective is to maintain a capital base sufficient to provide flexibility in the future development of the business and maintain investor, creditor and market confidence. The Company manages its capital structure and makes adjustments in response to changes in economic conditions and the risk characteristics of the underlying assets. The Company considers its capital structure to include share capital, debt and working capital, excluding non-cash items. In order to maintain or adjust the capital structure, from time to time the Company may issue common shares or other securities, sell assets or adjust its capital spending to manage current and projected debt levels.

On October 2021, the Company raised approximately $12 million (C$15.0 million), through a placing and subscription for new common shares with new investors and executive management as part of the Company's shares admission to trade on the AIM Market of the London Stock Exchange plc. This fundraising consisted on placement and subscription of 140,949,565 new common shares, at an issue price of GBP0.0625 (C$0.106125) per new common share, and one warrant for every two new common shares, exercisable at GBP0.09 per new common share for 24 months from the AIM admission date (October 25, 2021). On November 24, 2021, the Company closed a private placement of C$395,375 for issuance of 3,765,476 new common shares and 1,999,938 warrants.

As at September 30, 2022, the Company's working capital is $7,392,312. During 2021 and 2022, the Company has been favorably impacted by the overall improvement in energy commodity prices, which has also impacted the Company's capacity to generate sufficient financial resources to sustain its operations. This has contributed to the Company's ability to complete financing transactions in 2021, in the form of fundraisings, from its existing and new investors and management is confident that additional resources would be available to the Company to close similar transactions. As at September 30, 2022 the Company's net debt was calculated as follows:

 
                                                                                                  September 30, 
                                                                                                           2022 
--------------------------------------------------------  ------------  --------------------------------------- 
 
               Current assets                                                            $           16,870,695 
               Less: 
               Accounts payable and accrued liabilities                                               5,277,761 
               Promissory Note                                                                        3,676,882 
------------------------------------------------------------------------------------------  ------------------- 
 
               Net debt (1)                                                              $            7,916,052 
----------------------------------------------------------------------    ----------------  ------------------- 
 

(1) Non-IFRS measure

Working Capital

As at September 30, 2022 the Company's working capital was calculated as follows:

 
                                                                                                   September 30, 
                                                                                                            2022 
---------------------------------------------------------  ------------  --------------------------------------- 
 
               Current assets: 
                 Cash                                                                     $           11,376,702 
                 Trade and other receivables                                                           4,087,863 
                 Taxes receivable                                                                        538,620 
                 Other current assets                                                                    867,510 
               Less: 
                Accounts payable and accrued liabilities                                               5,277,759 
                Income tax payable                                                                       485,398 
                Lease obligation                                                                          38,344 
                 Promissory note - short term portion                                                  3,676,882 
-------------------------------------------------------------------------------------------  ------------------- 
 
               Working capital(1)                                                         $            7,392,312 
-----------------------------------------------------------------------    ----------------  ------------------- 
 

(1) Non-IFRS measure

Debt Capital

The Company currently has $3.5 million in outstanding debt in the form of a promissory note payable to Canacol and a long-term debt of $31,040. On October 18, 2021, Arrow and Canacol entered into a Seventh Amended and Restated Promissory Note. The principal amendments are the following:

   -       The new principal amount of the promissory note is $6,026,166 

- On or before October 31, 2021, the Company shall make a payment of C$ 3,900,000 plus all Canacol's expenses incurred in connection with this amendment and related matters, which has already occurred;

- On or before December 31, 2022, the Company shall make a payment equal to 50% of the total amount outstanding of interest and principal; and

   -       The remaining balance of principal and interest shall be paid no later than June 30, 2023 

The total balance of this promissory note and its interest of $3,557,792 is presented as a current liability in the interim condensed consolidated statement of financial position as at June 30, 2022. This amendment also provided that, in the event that the Company made the payment due on October 31, 2021, Canacol agreed to forgive $658,654 for excess pipeline shipping costs, as a result of the settlement of the OBC pipeline dispute.

Letters of Credit

As at September 30, 2022, the Company had obligations under Letters of Credit ("LC's") outstanding totaling $5.3 million to guarantee work commitments on exploration blocks and other contractual commitments. Of the total, approximately $4 million has been guaranteed by Canacol. Under an agreement with Canacol, Canacol will continue to provide security for the LC's providing that Arrow uses all reasonable efforts to replace the LC's. In the event the Company fails to secure the renewal of the LC's underlying the Company's Agencia Nacional de Hidrocarburos ("ANH") guarantees, or any of them, the ANH could decide to cancel the underlying E&P contract for a particular block, as applicable. In this instance, the Company could risk losing its entire interest in the applicable block, including all capital expended to date, and could possibly also incur additional abandonment and reclamation costs if applied by the ANH.

 
                         Current Outstanding Letters of Credit 
 
 Contract        Beneficiary        Issuer           Type           Amount 
                                                                       (US    Renewal 
                                                                        $)      Date 
--------------  -------------  ---------------  -------------  -----------  ---------- 
 SANTA ISABEL                                                                April 14, 
                     ANH        Carrao Energy    Abandonment      $563,894      2023 
                                 Canacol and      Financial                  December 
                     ANH            Carrao         Capacity     $1,672,162    31, 2022 
                                                                             December 
 COR - 39            ANH           Canacol        Compliance    $2,400,000    31, 2022 
                                                  Financial                  April 14, 
 OMBU                ANH        Carrao Energy      Capacity       $436,300      2023 
--------------  -------------  ---------------  -------------  -----------  ---------- 
 Total                                                          $5,072,356 
                                                               =========== 
 

Share Capital

As at September 30, 2022, the Company had 214,687,656 common shares, 70,063,607 warrants and 18,095,000 stock options outstanding.

CONTRACTUAL OBLIGATIONS

The following table provides a summary of the Company's cash requirements to meet its financial liabilities and contractual obligations existing at September 30, 2022:

 
                                                      Less than 
                                                         1 year                      1-3 years                      Thereafter                        Total 
------------------------  -------------------------------------  -------------------------------------  ----------------------  ------------------------------------- 
 
            Promissory 
             Note                      $              3,676,882              $                       -                       -              $               3,676,882 
            Long term debt                                -                                     31,040                       -                                 31,040 
            Exploration and production 
             contracts                              -                                       17,800,000                       -                             17,800,000 
----------------------------------------  ---------------------  -------------  ----------------------  ----------------------  -------------  ---------------------- 
                                       $        3,676,882                    $              17,831,040                       -              $              21,507,922 
 ---------------------------------------  ---------------------  -------------  ----------------------  ----------------------  -------------  ---------------------- 
 

Exploration and Production Contracts

The Company has entered into a number of exploration contracts in Colombia which require the Company to fulfill work program commitments and issue financial guarantees related thereto. In aggregate, the Company has outstanding exploration commitments at June 30, 2022 of $17.8 million. The Company, in conjunction with its partners, have made applications to cancel $15.5 million ($5.79 million Arrow's share) in commitments on the Macaya and Los Picachos blocks. The remaining commitments are expected to be satisfied by means of seismic work, exploration drilling and farm-outs.

SUMMARY OF THREE MONTHS RESULTS

 
                                       2022                                                   2021 
                          Q3            Q2            Q1            Q4           Q3           Q2           Q1                 Q4 
                     ------------  ------------  ------------  -----------  -----------  -----------  ------------  ------------ 
 Oil and natural 
  gas sales, net 
  of royalties          7,614,336     5,024,604     3,911,329    3,038,832    1,684,609      941,620       847,432       368,140 
 Net income (loss)      2,041,955       768,318   (5,431,865)    6,960,035     (21,782)    (734,317)     (510,405)   (7,953,001) 
 Income (loss) per 
  share - 
   basic                     0.02          0.00        (0.03)         0.04       (0.00)       (0.01)        (0.01)        (0.12) 
   diluted                   0.00          0.00        (0.02)         0.04       (0.00)       (0.01)        (0.01)        (0.12) 
 Working capital 
  (deficit)             7,392,310     5,594,027     7,657,938    8,006,074      783,707    3,141,217   (2,659,690)   (1,932,940) 
 Total assets          46,979,259    42,670,153    39,914,240   41,195,798   25,362,323   25,948,551    27,684,920    33,532,299 
 Net capital 
  expenditures          4,836,860     2,777,611       725,665    1,991,163      148,528     (15,378)        97,330        89,198 
 Average daily 
  production 
  (boe/d)                   1,503           980         1,144          712          575          331           242           140 
                     ------------  ------------  ------------  -----------  -----------  -----------  ------------  ------------ 
 

Over the past quarters, the Company's oil and natural gas sales have fluctuated due to changes in production, movements in the Brent benchmark oil price and fluctuations in realized oil price differentials. The Company's production levels in Colombia have been variable, with increases driven by additional crude oil from the Tapir wells, partially offset by the sale of the Company's interest in the LLA-23 blocks and natural declines on mature blocks. Trends in the Company's net income (loss) are also impacted most significantly by commodity prices, increase in production, financing costs, income taxes, depletion, depreciation and impairment of oil and gas properties, gains and losses from risk management activities.

OUTSTANDING SHARE DATA

At November 28, 2022, the Company had the following securities issued and outstanding:

 
                                                                        Exercise 
                                          Number                          Price                        Expiry Date 
-------------------------  -------------------------  ---------------------------------  --------------------------- 
 
            Common shares                217,901,931                        n/a                                  n/a 
            Warrants                      70,063,607                     GBP 0.09                      Oct. and Nov, 
                                                                                                                2023 
            Stock options                  1,050,000                     CAD$ 1.15                       October 22, 
                                                                                                                2028 
            Stock options                    345,000                     CAD$ 0.31                       May 3, 2029 
            Stock options                  1,200,000                     CAD$ 0.05                         March 20, 
                                                                                                                2030 
            Stock options                  2,000,000                     CAD$ 0.05                         April 13, 
                                                                                                                2030 
            Stock options                  2,983,332                    GBP 0.07625                    June 13, 2023 
            Stock options                  2,983,332                    GBP 0.07625                    June 13, 2024 
            Stock options                  2,983,336                    GBP 0.07625                    June 13, 2025 
            Stock options                    766,665                       CAD$ 0.28                     December 9, 
                                                                                                                2023 
            Stock options                    766,667                        CAD$ 0.28                    December 9, 
                                                                                                                2024 
            Stock options                    766,668                        CAD$ 0.28                    December 9, 
                                                                                                                2025 
            Stock options                    749,999                       CAD $0.26                   March 7, 2024 
            Stock options                    749,999                       CAD $0.26                   March 7, 2025 
            Stock options                    750,002                       CAD $0.26                   March 7, 2026 
 

OUTLOOK

The first six months of 2022 saw the Company deploy the capital it raised at the time of its Admission to AIM on a successful two well drilling campaign at Rio Cravo on the Tapir Block. The better than forecasted results from this drilling campaign and the subsequent generation of positive cashflows in Q3 means Arrow is pleased to be committing to a further drilling programme. Accordingly, in Q4 2022, in addition to undertaking the workover of two wells at Rio Cravo, the Company expects to start drilling up to three further wells at Rio Cravo and plans a two well program on the Carrizales Norte Structure on the Tapir Block. The Company has tied in the East Pepper well in Q4 2022, confirming Arrow remains on target to increase production to 3,000 boe/d within 18 months of AIM Admission. The Company is able to support the planned 2023 CAPEX program with current cash and cashflow from operations. Arrow continues to focus on growth and improving its balance sheet and free cash flow.

CRITICAL ACCOUNTING ESTIMATES

A summary of the Company's significant accounting policies is contained in Note 3 of the audited consolidated financial statements as at and for the years ended December 31, 2021 and 2020. These accounting policies are subject to estimates and key judgements about future events, many of which are beyond Arrow's control.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A summary of the Company's significant accounting policies is included in of the audited consolidated financial statements as at and for the years ended December 31, 2021 and 2020. These accounting policies are consistent with those of the previous financial year.

RISKS AND UNCERTAINTIES

The Company is subject to financial, business and other risks, many of which are beyond its control and which could have a material adverse effect on the business and operations of the Company. Please refer to "Risk Factors" in the MD&A for the year ended December 31, 2021 for a description of the financial, business and other risk factors affecting the Company which are available on SEDAR at www.sedar.com

Arrow Exploration Corp.

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Three and nine months ended September 30, 2022 AND 2021

IN UNITED STATES DOLLARS

(UNAUDITED)

Notice of No Auditor Review of the Interim Condensed Consolidated Financial Statements

as at and for the three and nine months ended September 30, 2022

Under National Instrument 51-102, Part 4, subsection 4.3 (3)(a), if an auditor has not performed a review of the interim condensed consolidated financial statements, they must be accompanied by a notice indicating that an auditor has not reviewed the financial statements.

The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared by and are the responsibility of the Company's management.

The Company's independent auditor has not performed a review of these financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity's auditor.

Arrow Exploration Corp.

Interim Condensed Consolidated Statements of Financial Position

In United States Dollars

(Unaudited)

 
 As at                                      Notes                  September                 December 31, 
                                                                    30, 2022                      2021 
         ASSETS 
 Current assets 
 
 Cash                                                    $              11,376,702   $              10,878,508 
 Trade and other receivables                        4                    4,087,863                     639,582 
 Taxes receivable                                   5                      538,620                     719,049 
 Deposits and prepaid expenses                                             161,872                     322,300 
 Inventory                                                                 705,638                     247,063 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
                                                                        16,870,695                  12,806,502 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
 Non-current assets 
 Deferred income taxes                                                   4,839,785                   4,839,785 
 Restricted cash                                    3                      598,192                     732,553 
 Exploration and evaluation                         6                    6,964,506                   6,964,506 
 Property and equipment                             7                   17,706,080                  15,852,452 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
 
 Total Assets                                            $              46,979,258   $              41,195,798 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
 
         LIABILITIES AND EQUITY 
 Current Liabilities 
 Accounts payable and accrued 
  liabilities                                            $               5,277,759   $               3,120,777 
 Income tax payable                                                        485,398                           - 
 Lease obligation                                   9                       38,344                      20,258 
 Promissory note                                    8                    3,676,882                   1,659,393 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
                                                                         9,478,383                   4,800,428 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
 Non-current liabilities 
 Long-term debt                                                                  -                      31,552 
 Lease obligation                                   9                       32,676                      34,434 
 Other liabilities                                 10                      177,500                     177,500 
 Deferred income taxes                                                   3,371,935                   3,371,936 
 Decommissioning liability                         11                    2,831,401                   2,470,239 
 Promissory note                                    8                            -                   1,659,393 
 Derivative liability                              12                    8,685,960                   4,692,203 
 Total liabilities                                                      24,577,855                  17,237,685 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
 
 Shareholders' equity 
            Share capital                          13                   57,301,384                  56,698,237 
 Contributed surplus                                                     1,457,509                   1,249,418 
 Deficit                                                              (35,807,399)                (33,185,806) 
 Accumulated other comprehensive 
  loss                                                                   (550,091)                   (803,736) 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
 Total shareholders' equity                                             22,401,403                  23,958,113 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
 Total liabilities and shareholders' 
  equity                                                 $              46,979,258   $              41,195,798 
-------------------------------------  --------------  ---  ----------------------      ---------------------- 
 

Commitments and contingencies (Note 14)

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

On behalf of the Board:

signed "Gage Jull" Director signed "Maria Charash" Director

Gage Jull Maria Charash

Arrow Exploration Corp.

Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

In United States Dollars

(Unaudited)

 
                                           For the three months           For the nine months 
                                                   ended                         ended 
                                                September 30                  September 30 
                                 Notes      2022          2021           2022            2021 
------------------------------  ------  ------------  ------------  --------------  -------------- 
 
 Revenue 
  Oil and natural gas                    $ 8,647,846   $ 1,860,600    $ 18,290,284     $ 3,908,019 
 Royalties                               (1,033,510)     (175,991)     (2,248,382)       (434,358) 
                                           7,614,336     1,684,609      16,041,902       3,473,661 
                                        ------------  ------------  --------------  -------------- 
 
 Expenses 
   Operating                                 894,160       589,568       3,407,076       1,324,740 
   Administrative                          2,267,379       839,947       4,749,370       3,131,644 
   Listing costs                              54,912             -         131,235               - 
   Share based payments           14         110,876       224,204         214,712       (326,106) 
   Financing costs: 
     Accretion                    13          54,272        33,678         144,247          98,647 
     Interest                                123,394       173,807         367,913         551,494 
     Other                                    41,075        76,111         285,104         122,574 
   Derivative loss (gain)                  (543,659)        56,076       4,968,934          15,383 
   Foreign exchange loss                   (234,068)       507,412       (229,526)       1,111,124 
   Depletion and depreciation              1,809,340             -       3,649,932               - 
    Other expense (income)                  (32,393)     (767,215)        (52,595)     (1,262,139) 
                                        ------------  ------------  --------------  -------------- 
                                           4,545,288     1,733,588      17,636,402       4,767,361 
                                        ------------  ------------  --------------  -------------- 
 
 Income (loss) before 
  taxes                                    3,069,048      (48,979)     (1,594,500)     (1,293,700) 
 
 Income taxes (recovery) 
   Current                                 1,027,093      (27,197)       1,027,093        (27,197) 
   Deferred                                        -             -               -               - 
                                        ------------  ------------  --------------  -------------- 
                                           1,027,093      (27,197)       1,027,093        (27,197) 
 
 Net income (loss) 
  for the period                           2,041,955      (21,782)     (2,621,593)     (1,266,503) 
 
 Other comprehensive 
  income (loss) 
  Foreign exchange                           173,067     (196,464)         253,645          67,093 
                                        ------------  ------------  --------------  -------------- 
 
 Net income (loss) 
  and comprehensive income 
  (loss) for the period                  $ 2,215,022   $ (218,246)   $ (2,367,948)   $ (1,199,410) 
 
 Net income (loss) 
  per share 
       - basic                                $ 0.01      $ (0.00)        $ (0.01)        $ (0.00) 
 
          *    diluted                        $ 0.01      $ (0.01)        $ (0.01)        $ (0.02) 
 
 
 Weighted average shares 
  outstanding 
       - basic                           215,967,143    68,674,602     214,687,656      68,674,602 
 
          *    diluted                   288,235,624    68,674,602     276,272,070      68,674,602 
 
 
 
 

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

Arrow Exploration Corp.

Interim Condensed Statements of Changes in Shareholders' Equity

In United States Dollars

(Unaudited)

 
 
 
 
                                                                     Accumulated 
                                                Contributed             other 
                                Share             Surplus           comprehensive          Deficit             Total 
                               Capital                                  loss                                  Equity 
---------------------  ---  -----------      --------------      ----------------      -------------      ------------ 
 
 Balance January 
  1, 2022                $   56,698,237   $       1,249,418   $         (803,736)   $   (33,185,806)   $    23,958,113 
 
 Subscription of 
  common shares, 
  net                           603,147                   -                     -                  -           603,147 
 
 Options settled 
  in cash                             -             (6,621)                     -                  -           (6,621) 
 
 Net loss for the 
  period                              -                   -                     -        (2,621,593)       (2,621,593) 
 
 Comprehensive 
  income for the 
  period                              -                   -               253,645                  -           253,645 
 
 Share based payments                 -             214,712                     -                  -           214,712 
 
 Balance September 
  30, 2022               $   57,301,384   $       1,457,509   $         (550,091)   $   (35,807,399)   $    22,401,403 
 
 
 
 
 
 
                                                                   Accumulated 
                              Share           Contributed             other 
                             Capital            Surplus           comprehensive            Deficit             Total 
                                                                       loss                                   Equity 
-------------------  ---  -----------      --------------      ------------------      -------------      ------------ 
 
 Balance January 
  1, 2021              $   50,740,292   $       1,521,845   $           (589,478)   $   (38,879,338)   $    12,793,321 
 
 Net loss for 
  the period                        -                   -                       -        (1,266,503)       (1,266,503) 
 
 Comprehensive 
  income for the 
  period                            -                   -                  67,093                  -            67,093 
 
 Share based payments               -           (326,107)                       -                  -         (326,107) 
 
 Balance September 
  30, 2021             $   50,740,292   $       1,195,738   $           (522,385)   $   (40,145,841)   $    11,267,804 
 
 

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

Arrow Exploration Corp.

Interim Condensed Consolidated Statements of Cash Flows

In United States Dollars

(Unaudited)

 
 
 For nine months ended September 30,                          2022            2021 
-------------------------------------------------------  --------------  -------------- 
 
  Cash flows provided by (used in) operating 
   activities 
   Net loss                                               $ (2,621,593)   $ (1,266,503) 
   Items not involving cash: 
       Share based payment                                      214,712       (326,106) 
       Depletion and depreciation                             3,649,932       1,111,124 
       Interest on leases                                         7,932           5,051 
       Interest on promissory note, net of forgiveness          359,981         546,442 
       Accretion                                                144,247          98,647 
       Foreign exchange (gain) loss                           (133,342)          88,848 
       Loss on derivative liability                           4,968,934               - 
       Income tax expense                                     1,027,093               - 
       Settlement of decommissioning obligations               (77,180)               - 
       Gain in long-term debt forgiveness                       (7,798)               - 
   Changes in non--cash working capital balances: 
       Restricted cash                                          134,360         262,489 
       Trade and other receivables                          (3,448,281)       1,489,818 
       Taxes receivable                                       (361,267)          40,618 
       Deposits and prepaid expenses                            160,428       (131,315) 
       Inventory                                              (458,575)       (355,011) 
       Accounts payable and accrued liabilities               1,465,021     (5,147,955) 
  Cash provided by (used in) operating activities             5,024,604     (3,583,853) 
                                                         --------------  -------------- 
 
  Cash flows used in investing activities 
   Additions to property and equipment                      (5,562,525)       (230,480) 
   Changes in non-cash working capital                          691,963     (2,173,682) 
                                                         --------------  -------------- 
  Cash flows used in investing activities                   (4,870,562)     (2,404,162) 
                                                         --------------  -------------- 
 
  Cash flows provided by (used in) financing 
   activities 
       Common shares issued                                     280,072               - 
       Payment of long-term debt                               (23,394)               - 
       Lease payments                                          (29,774)        (18,290) 
  Cash flows provided by (used in) financing 
   activities                                                   226,904        (18,290) 
 
  Effect of changes in the exchange rate 
   on cash                                                      117,248           (918) 
  Increase (decrease) in cash                                   498,194     (6,007,223) 
 
  Cash, beginning of period                                  10,878,508      11,473,204 
                                                         --------------  -------------- 
 
             Cash, end of period                             11,376,702       5,465,981 
                                                         ==============  ============== 
 
 
  Supplemental information 
   Interest paid                                                    $ -             $ - 
   Taxes paid                                                       $ -             $ - 
 
 

The accompanying notes are an integral part of these consolidated financial statements.

   1.    Corporate Information 

Arrow Exploration Corp. ("Arrow" or "the Company") is a public junior oil and gas company engaged in the acquisition, exploration and development of oil and gas properties in Colombia and in Western Canada. The Company's shares trade on the TSX Venture Exchange and the AIM Market of the London Stock Exchange plc under the symbol AXL. The head office of Arrow is located at 550, 333 - 11th Ave SW, Calgary, Alberta, Canada, T2R 1L9 and the registered office is located at 1600, 421 - 7th Avenue SW, Calgary, Alberta, Canada, T2P 4K9.

   2.    Basis of Presentation 

Statement of compliance

These interim condensed consolidated financial statements (the "Financial Statements") have been prepared in accordance with International Accounting Standard ("IAS") 34 Interim Financial Reporting. These Financial Statements were authorised for issue by the board of directors of the Company on November 28, 2022. They do not contain all disclosures required by International Financial Reporting Standards ("IFRS") for annual financial statements and, accordingly, should be read in conjunction with the audited consolidated financial statements as at December 31, 2021.

These Financial Statements have been prepared on the historical cost basis, except for financial assets and liabilities recorded in accordance with IFRS 9. The Financial Statements have been prepared using the same accounting policies and methods as the consolidated financial statements for the year ended December 31, 2021. In preparing these condensed consolidated financial statements, the significant judgements made by management in applying the group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended December 31, 2021.

   3.    Restricted Cash 
 
                                          September                   December 
                                            30 ,                       31, 2021 
                                             2022 
--------------------  ----------  -----------------  --------  ---------------- 
 
 
       Colombia (i)            $             37,808         $            53,726 
       Canada (ii)                          560,384                     678,827 
 
                               $            598,192         $           732,553 
                                  =================            ================ 
 

(i) Restricted cash is comprised of a deposit held as collateral to guarantee abandonment expenditures related to wells in the Tapir and Oso Pardo blocks.

(ii) Pursuant to Alberta government regulations, the Company was required to keep a $306,852 (CAD $420,576; 2021: $415,557) deposit with respect to the Company's liability rating management ("LMR"). The deposit is held by a Canadian chartered bank with interest paid to the Company on a monthly basis based on the bank's deposit rate. The remaining $253,533 pertain to commercial deposits with customers, lease and other deposits held in Canada.

   4.    Trade and other receivables 
 
                                                       September                   December 
                                                          30,                       31, 2021 
                                                          2022 
---------------------------------  ----------  -----------------  --------  ---------------- 
 
       Trade receivables, net of 
        advances                            $          2,456,551         $           252,141 
       Other accounts receivable                       1,631,312                     387,441 
 
                                            $          4,087,863         $           639,582 
                                               =================            ================ 
 
   5.    Taxes receivable 
 
                                                           September                   December 
                                                              30,                       31, 2021 
                                                              2022 
-------------------------------------  ----------  -----------------  --------  ---------------- 
 
       Value-added tax (VAT) credits 
        recoverable                             $             32,350         $           105,827 
       Income tax withholdings and 
        advances, net                                        506,270                     613,222 
 
                                                $            538,620         $           719,049 
                                                   =================            ================ 
 

The VAT recoverable pertains to non-compensated value-added tax credits originated in Colombia as operational and capital expenditures are incurred. The Company is entitled to claim for the reimbursement of these VAT credits.

   6.    Exploration and Evaluation 
 
                                                  September                   December 
                                                     30,                       31, 2021 
                                                     2022 
----------------------------  ----------  -----------------  --------  ---------------- 
 
 Balance, beginning of the 
  period                               $          6,964,506         $         6,961,667 
 Additions, net                                           -                       2,839 
                                          -----------------            ---------------- 
 
 Balance, end of the period            $          6,964,506         $         6,964,506 
                                          =================            ================ 
 
   7.    Property and Equipment 
 
                                    Oil and Gas           Right of 
   Cost                              Properties            Use and               Total 
                                                         Other Assets 
----------------------------  ------------------  -------------------  ------------------ 
 Balance, December 31, 
  2020                              $ 30,436,344            $ 182,105        $ 30,618,449 
 Additions                             1,734,746                1,380           1,736,126 
 Decommissioning adjustment             (10,173)                    -            (10,173) 
 Balance, December 31, 
  2021                              $ 32,160,917            $ 183,485        $ 32,344,402 
 Additions                             5,887,608               50,671           5,938,279 
 Balance, September 30, 
  2022                              $ 38,048,525            $ 234,156        $ 38,282,681 
----------------------------  ------------------  -------------------  ------------------ 
 
 
 Accumulated                     Oil and Gas               Right of 
 depletion                        Properties                Use and                         Total 
 and depreciation                                         Other Assets 
 and impairment 
--------------------  ---------------------------  -------------------  -------------------------------------- 
 Balance, December 
  31, 
  2020                               $ 20,718,742             $ 83,207         $ 20,801,949 
 Depletion and 
  depreciation                          1,591,179               31,758            1,622,937 
 Reversal of 
  impairment 
  losses of oil and 
  gas 
  properties                          (5,617,776)                    -          (5,617,776) 
--------------------  ---------------------------  -------------------  ------------------- 
 Balance, December 
  31, 
  2021                               $ 16,692,145            $ 114,965         $ 16,807,110 
 Depletion and 
  depreciation                          3,616,023               33,909            3,649,932 
--------------------  ---------------------------  -------------------  ------------------- 
 Balance, September 
  30, 
  2022                               $ 20,308,168            $ 148,874         $ 20,457,042 
--------------------  ---------------------------  -------------------  ------------------- 
 
   Foreign exchange 
--------------------  ------  -------------------  -------------------  -------------------------------------- 
 Balance December 
  31, 
  2020                                  $ 339,364            $ (4,166)                               $ 335,198 
 Effects of 
  movements 
  in foreign 
  exchange rates                         (20,747)                  709                                (20,038) 
--------------------  ---------------------------  -------------------  -------------------------------------- 
 Balance December 
  31, 
  2021                                  $ 318,617            $ (3,457)                               $ 315,160 
 Effects of 
  movements 
  in foreign                                                                                        (434,719) 
  exchange rates                        (428,640)              (6,079) 
--------------------  ---------------------------  -------------------  -------------------------------------- 
 Balance September 
  30, 
  2022                                $ (110,023)            $ (9,536)                             $ (119,559) 
--------------------  ---------------------------  -------------------  -------------------------------------- 
 
 
 
 Net Book Value 
 Balance December 31, 2021         $ 15,787,389        $ 65,063        $ 15,852,452 
 Balance September 30, 
  2022                             $ 17,630,334        $ 75,746        $ 17,706,080 
 

As at September 30, 2022, the Company reviewed its cash-generating units ("CGU") for property and equipment and determined that there were no indicators of impairment present. As at December 31, 2021, the Company reviewed its cash-generating units ("CGU") for property and equipment and determined that there were indicators of impairment reversal previously recognized in its Tapir block in Colombia and its Canadian assets mostly driven by the recovery in energy commodity prices. The company prepared estimates of both the value in use and fair value less costs of disposal of its CGUs of its CGUs and determined that recoverable amounts exceeded their carrying value and, therefore, an impairment loss reversal of $5,617,776 is included in the consolidated statements of operations and comprehensive income (loss) for the year ended December 31, 2021. The following table outlines forecast benchmark prices and exchange rates used in the Company's impairment test as at December 31, 2021:

 
                                        Exchange                           AECO Spot 
                                          rate              Brent             Gas 
       Year                            $US / $Cdn         US$/Bbl          C$/MMBtu 
       2022                               0.80             74.50             3.71 
       2023                               0.80             72.00             3.28 
       2024                               0.80             69.50             2.99 
       2025                               0.80             71.00             3.10 
       2026                               0.80             72.00             3.13 
        Thereafter (inflation                              2.0%/yr          2.0%/yr 
         %) 
 

The recoverable amounts were estimated at their fair value less costs of disposal, based on the net present value of the future cash flows from oil and gas reserves as estimated by the Company's independent reserve evaluator at December 31, 2021. The fair value less costs of disposal used to determine the recoverable amounts are classified as Level 3 fair value measurements as certain key assumptions are not based on observable market data but rather, the Company's best estimate. The Company used a 17.5% discount rate, which took into account risks specific to the Colombian CGUs and inherent in the oil and gas business, and 15% discount rate for its Canadian CGU, and provided the following recoverable values:

 
             Recoverable       Impairment 
    CGU         Amount           Reversal 
 Canada          5,036,655         1,435,201 
  Tapir          9,147,575         4,182,575 
                            ---------------- 
                                   5,617,776 
                            ================ 
 
   8.      Promissory Note 

The promissory note was issued to Canacol Energy Ltd. ("Canacol") as partial consideration in the acquisition of Carrao Energy S.A. from Canacol. The promissory note bears interest at 15% per annum, was initially due on January 28, 2019 and has been subsequently amended and extended. On October 18, 2021, Arrow and Canacol entered into a Seventh Amended and Restated Promissory Note agreement. The principal amendments are the following:

   -     The new principal amount of the promissory note is $6,026,166 

- On or before October 31, 2021, the Company shall make a payment of C$ 3,900,000 plus all Canacol's expenses incurred in connection with this amendment and related matters, which has already occurred;

- On or before December 31, 2022, the Company shall make a payment equal to 50% of the total amount outstanding of interest and principal; and

   -     The remaining balance of principal and interest shall be paid no later than June 30, 2023 

The total balance of this promissory note and its interest of $3,676,882 is presented as a current liability in the interim condensed consolidated statement of financial position as at September 30, 2022. The Company has granted a general security interest to Canacol for the obligations under the Promissory Note.

   9.      Lease Obligations 

A reconciliation of the discounted lease obligation is set forth below:

 
                                               2022         2021 
                                        -----------  ----------- 
Obligation, beginning of the period        $ 54,692     $ 70,842 
Changes in existing lease                    44,701        1,381 
Lease payments                             (29,774)     (24,535) 
Interest                                      7,932        6,506 
Effects of movements in foreign 
 exchange rates                             (6,531)          498 
                                        -----------  ----------- 
Obligation, end of the period              $ 71,020     $ 54,692 
                                        ===========  =========== 
 
Current portion                            $ 38,344     $ 20,258 
Long-term portion                            32,676       34,434 
                                        -----------  ----------- 
                                           $ 71,020     $ 54,692 
                                        ===========  =========== 
 

As at September 30, 2022, the Company has the following future commitments associated with its office lease obligations:

 
Less than one year                      $ 43,781 
2 - 5 years                               34,053 
                                        -------- 
Total lease payments                      77,834 
Amounts representing interest over 
 the term                                (6,814) 
                                        -------- 
Present value of the net obligation       71,020 
                                        ======== 
 

During 2022, the Company renegotiated its remaining lease agreement to add space to its leased corporate space and its related future lease obligation. As a result, the Company increased its right-of-use assets and its lease obligation in $44,701.

   10.    Other Liabilities 

The other liabilities of the Company relate to an environmental fee in Colombia that is levied on capital projects. The fee is calculated as 1% of the project cost. The program is administered by the Colombian National Authority of Environmental Licences ("ANLA") and is levied on projects that utilize surface water or deep water wells that may have an impact on the environment. The funds are generally used in the affected communities for purposes of land purchases, biomechanical works (e.g. containment walls in rivers), reforestation, research projects and others. At December 31, 2021 the Company had provided for $177,500 (December 31, 2020 - $177,500) for the environmental fee.

   11.    Decommissioning Liability 

The following table presents the reconciliation of the beginning and ending aggregate carrying amount of the obligation associated with the decommissioning of oil and gas properties.

 
                                              September                   December 
                                                 30,                       31, 2021 
                                                 2022 
                                      -----------------  --------  ---------------- 
Obligation, beginning of the period         $ 2,470,239                 $ 2,584,907 
Change in estimated cash flows                        -                    (10,173) 
Additions                                       338,319                           - 
Payments or settlements                        (77,180)                   (237,826) 
Accretion expenses                              144,247                     132,807 
Effects of movements in foreign 
 exchange rates                                (44,224)                         524 
                                      -----------------  --------  ---------------- 
 
  Obligation, end of the period             $ 2,831,401                 $ 2,470,239 
                                      =================  ========  ================ 
 

T he obligation was calculated using a risk-free discount rate range of 1.00% to 2.00% in Canada (2021: 1.00% to 2.00%) and 8.46% in Colombia (2021: 8.46%) with an inflation rate of 2.0% and 4.5%, respectively (2021: 2.0% and 4.5%). It is expected that the majority of costs are expected to occur between 2022 and 2033. The undiscounted amount of cash flows, required over the estimated reserve life of the underlying assets, to settle the obligation, adjusted for inflation, is estimated at $4,754,579 (2021: $4,222,717) .

   12.    Derivative liability 

Derivative liability includes warrants issued and outstanding as follows:

 
                                  September 30,                   December 31, 
                                       2022                            2021 
Warrants                      Number       Amounts                      Number    Amounts 
Balance beginning 
 of the period               72,474,706  $ 4,692,303                         -          $ - 
  Issued in AIM financing 
   (Note 15)                          -            -                70,474,768    5,124,985 
  Issues in private 
   placement (Note 
   15)                                -            -                 1,999,938      149,543 
  Exercised                 (2,411,098)    (319,871) 
  Fair value adjustment               -    4,313,628                         -    (582,225) 
                            -----------  -----------  ------------------------  ----------- 
Balance end of the 
 period                      70,063,608  $ 8,686,060                72,474,706  $ 4,692,303 
                            ===========  ===========  ========================  =========== 
 

Each warrant is exercisable at GBP0.09 per new common share for 24 months from the issuance date and are measured at fair value quarterly using the Black-Scholes options pricing model. The fair value of warrants at September 30, 2022 and December 31, 2021 was estimated using the following assumptions:

 
                                        September         December 31, 
                                         30, 2022                 2021 
------------------------------  -----------------  ------------------- 
       Number outstanding 
        re-valued warrants             70,063,608           72,474,706 
       Fair value of warrants 
        outstanding                    GBP 0.1125            GBP 0.048 
       Risk free interest 
        rate                                3.78%                0.50% 
       Expected life                   1.07 years           1.82 years 
       Expected volatility                   150%                 160% 
------------------------------  -----------------  ------------------- 
 

The following table summarizes the warrants outstanding and exercisable at September 30, 2022:

 
   Number 
      of        Exercise     Expiry date 
   warrants      price 
-----------  -----------  -------------- 
               GBP 0.09     October 25, 
 68,934,769                     2023 
               GBP 0.09    November 23, 
  1,128,839                     2023 
----------- 
 70,063,608 
=========== 
 

13. Share Capital

   (a)   Authorized: Unlimited number of common shares without par value 
   (b)   Issued: 
 
                                  September 30,              December 31, 
                                       2022                       2021 
                            -------------------------  ------------------------- 
Common shares                 Shares       Amounts       Shares       Amounts 
                            -----------  ------------  -----------  ------------ 
Balance beginning 
 of the period              213,389,643  $ 56,698,237   68,674,602  $ 50,740,292 
  Issued in AIM financing 
   (i)                           -            -        140,949,565    12,086,423 
  Issued in private 
   placement (ii)                -            -          3,765,476       308,501 
  Allocated to warrants 
   (Note 14)                     -            -             -        (5,274,528) 
  Share-issue costs 
   (iii)                         -            -             -        (1,162,451) 
  Issued from warrants 
   exercised                  2,411,098       585,222       -                  - 
  Issued from options 
   exercised                    375,000        17,925            -             - 
                            -----------  ------------  -----------  ------------ 
Balance at end of 
 the period                 216,175,741  $ 57,301,384  213,389,643  $ 56,698,237 
                            ===========  ============  ===========  ============ 
 
 

(i) On October 2021, the Company raised approximately $12 million (C$15.0 million), through a placing and subscription for new common shares with new investors, Canacol Energy Ltd. (Canacol), and executive management (the Fundraising) as part of the Company's shares admission to trade on the AIM Market of the London Stock Exchange plc. The Fundraising consisted on placement and subscription of 140,949,565 new common shares at an issue price of GBP0.0625 (C$0.106125) per new common share. The Company's executive management invested approximately C$ 1.41 million and Canacol participated in the subscription to hold 19.9% of the enlarged share capital. Investors received one warrant for every two new common shares, exercisable at GBP0.09 per new common share for 24 months from the AIM admission date (October 25, 2021).

(ii) On November 24, 2021, the Company announced that it has closed a private placement of C$395,375 for issuance of 3,765,476 new common shares and 1,999,938 warrants (see Note 12).

(iii) During 2021, the Company recognized share issue costs for $1,162,451 and listing costs of $583,972 associated with the financings completed in 2021 as per above.

   (b)   Stock options: 

The Company has a stock option plan that provides for the issuance to its directors, officers, employees and consultants options to purchase a number of non-transferable common shares not exceeding 10% of the common shares that are outstanding. The exercise price is based on the closing price of the Company's common shares on the day prior to the day of the grant. A summary of the status of the Company stock option plan as at December 31, 2021 and 2020 and changes during the respective periods ended on those dates is presented below:

 
                                            September 30, 
                                                 2022                           December 31, 2021 
                             ------------------------------------  ------------------------------------ 
                                                        Weighted                              Weighted 
                                                         average                               average 
                                                         exercise                              exercise 
                                      Number              Price             Number              price 
          Stock Options              of options          (CAD $)           of options          (CAD $) 
---------------------------  ------------------  ----------------  ------------------  ---------------- 
       Beginning of period           17,114,000           $0.18             6,859,000           $0.40 
       Granted                        4,550,000           $0.27            11,400,000           $0.13 
       Exercised in shares            (375,000)           $0.05                -                  - 
       Exercised in cash              (400,000)           $0.05                -                  - 
       Expired/Forfeited            (2,794,000)           $0.12           (1,145,000)           $1.04 
                             ------------------  ----------------  ------------------  ---------------- 
       End of period                 18,095,000           $0.21            17,114,000           $0.18 
                             ==================  ================  ==================  ================ 
       Exercisable, end 
        of period                     3,395,000           $0.42             2,969,669           $0.46 
                             ==================  ================  ==================  ================ 
 
 
                                            Weighted 
                               Exercise      Average                      Number 
                                 Price      Remaining                   Exercisable 
   Date of         Number        (CAD      Contractual     Date of       September 
     Grant       Outstanding      $)          Life          Expiry       30, 2021 
-------------  -------------  ---------  -------------  ------------  ------------- 
 October                                                    Oct. 22, 
  22, 2018         1,050,000    $1.15      6.07 years           2028      1,050,000 
 May 3, 2019         345,000    $0.31      6.59 years    May 3, 2029        345,000 
 March 20,                                                 March 20, 
  2020             1,200,000    $0.05      7.47 years           2030        800,000 
 April 13,                                                 April 13, 
  2020             2,000,000    $0.05      7.54 years           2030      1,200,000 
 December                                                   June 13, 
  13, 2021         2,983,332    $0.13      0.70 years           2023        - 
 December                                                   June 13, 
  13, 2021         2,983,332    $0.13      1.70 years           2024        - 
 December                                                   June 13, 
  13, 2021         2,983,336    $0.13      2.70 years           2025        - 
 June 9,                                                    December 
  2022               766,665    $0.28      1.19 years        9, 2023        - 
 June 9,                                                    December 
  2022               766,667    $0.28      2.19 years        9, 2024        - 
 June 9,                                                    December 
  2022               766,668    $0.28      3.19 years        9, 2025        - 
 September                                                  March 7, 
  7, 2022            749,999    $0.26      1.44 years           2024        - 
 September                                                  March 7, 
  7, 2022            749,999    $0.26      2.44 years           2025        - 
 September                                                  March 7, 
  7, 2022            750,002    $0.26      3.44 years           2026        - 
    Total         18,095,000    $0.27      3.23 years                     3,395,000 
=============  =============  =========  =============  ============  ============= 
 

During 2022, the Company recognized an expense of $214,712 (2021 - income of $326,106) as share based payments expense, with a corresponding decrease in the contributed surplus account.

   14.    Commitments and Contingencies 

Exploration and Production Contracts

The Company has entered into a number of exploration contracts in Colombia which require the Company to fulfill work program commitments and issue financial guarantees related thereto. In aggregate, the Company has outstanding exploration commitments at September 30, 2022 of $17.8 million. T he Company, in conjunction with its partners, have made applications to cancel $15.5 million ($5.8 million Arrow's share as per table below) in commitments on the Macaya and Los Picachos blocks. The remaining commitments are expected to be satisfied by means of seismic work, exploration drilling and farm-outs. Presented below are the Company's exploration and production contractual commitments at September 30, 2022:

 
                                     Less 
                                     than 
              Block                 1 year               1-3 years                Thereafter                Total 
---------------------   ------------------  ------------------------  ----------------------  ---------------------- 
            COR-39                       -                12,000,000                       -              12,000,000 
            Los 
             Picachos                    -                 1,970,000                       -               1,970,000 
            Macaya                       -                 3,830,000                       -               3,830,000 
                         -----------------  ------------------------  ----------------------  ---------------------- 
 
 
 
 
 
 
              Total                      -                17,800,000                       -              17,800,000 
                         =================  ========================  ======================  ====================== 
 

Contingencies

From time to time, the Company may be involved in litigation or has claims sought against it in the normal course of business operations. Management of the Company is not currently aware of any claims or actions that would materially affect the Company's reported financial position or results from operations. Under the terms of certain agreements and the Company's by-laws the Company indemnifies individuals who have acted at the Company's request to be a director and/or officer of the Company, to the extent permitted by law, against any and all damages, liabilities, costs, charges or expenses suffered by or incurred by the individuals as a result of their service.

Letters of Credit

At September 30, 2022, the Company had obligations under Letters of Credit ("LC's") outstanding totaling $5.3 million to guarantee work commitments on exploration blocks and other contractual commitments. Of the total, approximately $4.1 million has been guaranteed by Canacol. Under an agreement, Canacol will continue to provide security for Arrow's Letters of Credit providing that Arrow uses all reasonable efforts to replace the LC's. In the event the Company fails to secure the renewal of the letters of credit underlying the ANH guarantees, or any of them, the ANH could decide to cancel the underlying exploration and production contract for a particular block, as applicable. In this instance, the Company could risk losing its entire interest in the applicable block, including all capital expended to date and could possibly also incur additional abandonment and reclamation costs if applied by the ANH.

 
                         Current Outstanding Letters of Credit 
 
 Contract        Beneficiary        Issuer           Type           Amount 
                                                                       (US    Renewal 
                                                                        $)      Date 
--------------  -------------  ---------------  -------------  -----------  ---------- 
 SANTA ISABEL                                                                April 14, 
                     ANH        Carrao Energy    Abandonment      $563,894      2023 
                                 Canacol and      Financial                  December 
                     ANH            Carrao         Capacity     $1,672,162    31, 2022 
                                                                             December 
 COR - 39            ANH           Canacol        Compliance    $2,400,000    31, 2022 
                                                  Financial                  April 14, 
 OMBU                ANH        Carrao Energy      Capacity       $436,300      2023 
--------------  -------------  ---------------  -------------  -----------  ---------- 
 Total                                                          $5,072,356 
                                                               =========== 
 
   15.    Financial Instruments 

The Company holds various forms of financial instruments. The nature of these instruments and the Company's operations expose the Company to commodity price, credit and foreign exchange risks. The Company manages its exposure to these risks by operating in a manner that minimizes its exposure to the extent practical.

   (a)    Commodity price risk 

Commodity price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate as a result of changes in commodity prices. Lower commodity prices can also impact the Company's ability to raise capital. Commodity prices for crude oil are impacted by world economic events that dictate the levels of supply and demand. From time to time the Company may attempt to mitigate commodity price risk through the use of financial derivatives. Currently, the Company does not have any commodity price contract in place.

   (b)                            Credit Risk 

Credit risk reflects the risk of loss if counterparties do not fulfill their contractual obligations. The majority of the Company's account receivable balances relate to petroleum and natural gas sales and balances receivables with partners in areas operated by the Company. The Company's policy is to enter into agreements with customers that are well established and well financed entities in the oil and gas industry such that the level of risk is mitigated. In Colombia, a significant portion of the sales is with a producing company under an existing sale/offtake agreement with prepayment provisions and priced using the Brent benchmark. The Company's trade account receivables primarily relate to sales of crude oil and natural gas, which are normally collected within 25 days (in Canada) and up to 15 days in advance (in Colombia) of the month of production. Other accounts receivable mainly relate to balances owed by the Company's partner in one of its blocks, and are mainly recoverable through production. The Company has historically not experienced any collection issues with its customers and partners.

   (c)    Market Risk 

Market risk is comprised of two components: foreign currency exchange risk and interest rate risk.

   i)      Foreign Currency Exchange Risk 

The Company operates on an international basis and therefore foreign exchange risk exposures arise from transactions denominated in currencies other than the United States dollar. The Company is exposed to foreign currency fluctuations as it holds cash and incurs expenditures in exploration and evaluation and administrative costs in foreign currencies. The Company incurs expenditures in Canadian dollars, United States dollars and the Colombian peso and is exposed to fluctuations in exchange rates in these currencies. There are no exchange rate contracts in place.

   ii)       Interest Rate Risk 

Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. The Company is not currently exposed to interest rate risk as it borrows funds at a fixed coupon rate of 15% on the promissory notes.

   (d)    Liquidity Risk 

Liquidity risk includes the risk that, as a result of the Company's operational liquidity requirements:

   --      The Company will not have sufficient funds to settle a transaction on the due date; 

-- The Company will be forced to sell financial assets at a value which is less than what they are worth; or

   --      The Company may be unable to settle or recover a financial asset. 

The Company's approach to managing its liquidity risk is to ensure, within reasonable means, sufficient liquidity to meet its liabilities when due, under both normal and unusual conditions, without incurring unacceptable losses or jeopardizing the Company's business objectives.

The Company prepares annual capital expenditure budgets which are monitored regularly and updated as considered necessary. Petroleum and natural gas production is monitored daily to provide current cash flow estimates and the Company utilizes authorizations for expenditures on projects to manage capital expenditures. Any funding shortfall may be met in a number of ways, including, but not limited to, the issuance of new debt or equity instruments, further expenditure reductions and/or the introduction of joint venture partners.

   (e)     Capital Management 

The Company's objective is to maintain a capital base sufficient to provide flexibility in the future development of the business and maintain investor, creditor and market confidence. The Company manages its capital structure and makes adjustments in response to changes in economic conditions and the risk characteristics of the underlying assets. The Company considers its capital structure to include share capital, bank debt (when available), promissory notes and working capital, defined as current assets less current liabilities. In order to maintain or adjust the capital structure, from time to time the Company may issue common shares or other securities, sell assets or adjust its capital spending to manage current and projected debt levels. The Company monitors leverage and adjusts its capital structure based on its net debt level. Net debt is defined as the principal amount of its outstanding debt, less working capital items. In order to facilitate the management of its net debt, the Company prepares annual budgets, which are updated as necessary depending on varying factors including current and forecast crude oil prices, changes in capital structure, execution of the Company's business plan and general industry conditions. The annual budget is approved by the Board of Directors and updates are prepared and reviewed as required.

The Company's capital includes the following:

 
                                                 September         December 31, 
                                                  30, 2022              2021 
                                          -----------------  ------------------- 
      Working capital                           $ 7,392,312          $ 8,006,074 
      Non-Current portion of promissory 
       note                                               -          (1,659,393) 
                                          -----------------  ------------------- 
                                                  7,392,312          $ 6,346,681 
                                          =================  =================== 
 
   16.    Segmented Information 

The Company has two reportable operating segments: Colombia and Canada. The Company, through its operating segments, is engaged primarily in oil exploration, development and production, and the acquisition of oil and gas properties. The Canadian segment is also considered the corporate segment. The following tables show information regarding the Company's segments for the three and nine months ended, and as at, September 30:

 
 Three months ended September            Colombia              Canada              Total 
  30, 2022 
------------------------------  ---  ----------------      -------------  ---  ------------- 
 Revenue: 
 Oil Sales                        $         8,056,780   $              -    $      8,056,780 
 Natural gas and liquid 
  sales                                             -            591,066             591,066 
 Royalties                                  (972,243)           (61,267)         (1,033,510) 
 Expenses                                 (2,435,749)        (2,109,539)         (4,545,288) 
 Income tax                               (1,027,093)                  -         (1,027,093) 
                                     ----------------      -------------  ---  ------------- 
 Net income (loss)                $         3,621,695   $    (1,579,740)    $    (2,041,955) 
                                ---  ----------------      -------------  ---  ------------- 
 
 
 
 Nine months ended September             Colombia              Canada              Total 
  30, 2022 
------------------------------  ---  ----------------      -------------  ---  ------------- 
 Revenue: 
 Oil Sales                        $        15,013,222   $              -    $     15,013,222 
 Natural gas and liquid 
  sales                                             -          3,277,062           3,277,062 
 Royalties                                (1,750,960)          (497,422)         (2,248,382) 
 Expenses                                 (5,593,170)       (12,043,232)        (17,636,402) 
 Income tax                               (1,027,093)                  -         (1,027,093) 
 Net income (loss)                $         6,641,999   $    (9,263,592)    $    (2,621,593) 
                                ---  ----------------      -------------  ---  ------------- 
 As at September 30, 2022                   Colombia           Canada              Total 
-----------------------------------  ---  -----------      -------------  ---  ------------- 
 Current assets                        $   12,900,256   $      3,970,439   $      16,870,695 
 Non-current: 
 Deferred income taxes                      4,839,785                  -           4,839,785 
 Restricted cash                               37,808            560,384             598,192 
 Exploration and evaluation                 6,964,506                  -           6,964,506 
 Property and equipment                    12,378,156          5,327,924          17,706,080 
                                     --- 
 
 Total Assets                          $   37,120,511   $      9,858,747    $     46,979,258 
                                     ---  -----------      -------------  ---  ------------- 
 
 Current liabilities                   $    4,622,600   $      4,855,783    $      9,478,383 
 Non-current liabilities: 
 Other liabilities                            177,500                  -             177,500 
 Deferred income taxes                      3,371,935                  -           3,371,935 
 Lease obligation                                   -             32,676              32,676 
 Decommissioning liability                  2,296,091            535,310           2,831,401 
 Derivative liability                               -          8,685,960           8,685,960 
 
 Total liabilities                     $   10,468,126   $     14,109,729    $     24,577,855 
                                     ---  -----------      -------------  ---  ------------- 
 
 
 
 
 Three months ended September            Colombia            Canada             Total 
  30, 2021 
------------------------------  ---  ---------------      ------------      ------------ 
 
 Revenue: 
 Oil Sales                        $        1,678,526   $             -   $     1,678,526 
 Natural gas and liquid 
  sales                                                        182,074           182,074 
 Royalties                                   155,336            20,655           175,991 
 Expenses                                    636,806         1,096,782         1,733,588 
 Income taxes (recovery)                    (27,197)                 -          (27,197) 
 Net income (loss)                $          913,581   $     (935,363)   $      (21,782) 
                                ---  ---------------      ------------      ------------ 
 
 Nine months ended September             Colombia            Canada             Total 
  30, 2021 
------------------------------  ---  ---------------      ------------      ------------ 
 
 Revenue: 
 Oil Sales                        $        3,478,459   $             -   $     3,478,459 
 Natural gas and liquid 
  sales                                            -           429,560           429,560 
 Royalties                                   391,372            42,986           434,358 
 Expenses                                  2,371,656         2,395,705         4,767,361 
 Income taxes (recovery)                    (27,197)                 -          (27,197) 
 Net income (loss)                $          742,628   $   (2,009,131)   $   (1,266,503) 
                                ---  ---------------      ------------      ------------ 
 
 As at September 30, 2021                   Colombia          Canada             Total 
-----------------------------------      -----------      ------------      ------------ 
 Current assets                       $    5,055,424   $     3,589,406   $     8,644,830 
 Non-current: 
 Restricted cash                              53,726           431,537           485,263 
 Exploration and evaluation                6,961,667                 -         6,961,667 
 Property and equipment                    6,224,873         3,045,690         9,270,563 
 
 Total Assets                         $   18,295,690   $     7,066,633   $    25,362,323 
                                         -----------      ------------      ------------ 
 
 
 Current liabilities                  $    3,023,180   $     4,837,943   $     7,861,123 
 Non-current liabilities: 
 Other liabilities                           177,500                 -           177,500 
 Lease obligation                                  -            39,493            39,493 
 Decommissioning liability                 2,174,968           508,180         2,683,148 
 Long-term debt                                    -            31,396            31,396 
 Promissory note                                   -         3,301,860         3,301,860 
                                         -----------      ------------      ------------ 
 Total liabilities                    $    5,375,648   $     8,718,872   $    14,094,519 
                                         -----------      ------------      ------------ 
 
 
 

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