PetroTal Announces Renewal of Share Buyback Program and other Corporate Updates

Calgary, AB and Houston, TX - May 22, 2024-PetroTal Corp. ("PetroTal" or the "Company") (TSX: TAL, AIM: PTAL and OTCQX: PTALF) is pleased to announce leadership team enhancements, the renewal of its normal course issuer bid (the "NCIB") of approximately US$3 million per quarter (up to a maximum of US$12 million), following approval by the Toronto Stock Exchange ("TSX"), and other corporate updates.

Leadership Team Enhancements

Effective May 15, 2024, Mr. Sudan I. Maccio joined PetroTal Corp as Chief Legal Counsel and Corporate Secretary. Mr. Maccio brings over 30 years of extensive legal expertise in global energy, encompassing a wide range of legal, commercial, and leadership roles, including strategic projects, advising the board on corporate governance, risk management strategy, high-exposure litigation, cross-border matters, and internal investigations.

Mr. Maccio recently served as General Counsel and Corporate Secretary of Ecopetrol USA Inc., based in Houston Texas. Before Ecopetrol, Mr. Maccio was in private practice where he provided legal support to multibillion dollar M&A transactions in the refining and petrochemical sectors. His prior roles included serving as Assistant General Counsel at Eni US Operating Company, as well as in-house roles with Valerus Compression Services LP, BJ Services Company, Baker Hughes Inc., and Harvest Natural Resources, where he developed a strong track record supporting US domestic and international (Latin America) oil and gas transactions and operations.

Mr. Maccio is a candidate for an Executive MBA from Mays Business School at Texas A&M University, holds an LL.M. from the University of Illinois College of Law, and a law degree from the Táchira Catholic University School of Law. He is a member of the Texas Bar (2008).

In addition, effective March 31, 2024 Mr. Jose Contreras was promoted to Chief Operating Officer from his previous role as Senior Vice President, Operations.  Mr. Contreras will oversee all of PetroTal's operations and lead the overall operational growth strategy for the Company.

Renewal of Normal Course Issuer Bid

PetroTal expects that the NCIB will continue to provide an additional tool to enhance total long-term shareholder returns. The Company believes that, at times, the prevailing share price does not reflect the underlying value of its common shares ("Common Shares") and the repurchase of Common Shares for cancellation represents an attractive opportunity to improve PetroTal's per share metrics and thereby increase the value of the Common Shares.  

Based on internal approvals, PetroTal intends to purchase up to 14,600,000 Common Shares, representing approximately 2% of its issued and outstanding Common Shares as at May 10, 2024, over a 12-month period commencing on May 24, 2024 and ending no later than May 23, 2025. Under the NCIB, purchases of Common Shares may be made through the facilities of the TSX, alternative trading systems in Canada, if eligible, and AIM, a market operated by the London Stock Exchange in accordance with applicable regulatory requirements. Purchases under the NCIB will be made through open market transactions at market price, as well as by other means as may be permitted under applicable securities laws. The actual number of Common Shares that may be purchased under the NCIB and the timing of any such purchases will be determined by management of the Company. Any Common Shares purchased under the NCIB will be cancelled.

Under the TSX rules, the total number of Common Shares PetroTal is permitted to purchase on the TSX is subject to a daily purchase limit of 128,666 Common Shares (representing 25% of the average daily trading volume of 514,665 Common Shares on the TSX calculated for the six months ended April 30, 2024); provided that PetroTal may make one block purchase per calendar week that exceeds such limits. 

In connection with the NCIB, the Company renewed a buyback agreement with Stifel Nicolaus Europe Limited ("Stifel"), who will continue to conduct the NCIB on PetroTal's behalf and entered into an automatic purchase plan (the "ASPP") with Stifel. The ASPP allows for the purchase of Common Shares under the NCIB at times when PetroTal would ordinarily not be permitted to purchase Common Shares due to regulatory restrictions and self-imposed blackout periods. Under the ASPP, before entering into a blackout period, PetroTal may, but is not required to, instruct Stifel to make purchases under the NCIB within specified parameters. Such purchases would be at the discretion of Stifel based on parameters provided by the Company prior to the blackout period in accordance with the terms of the ASPP and in compliance with the rules and regulations of the TSX, AIM and applicable securities laws. Any purchase of Common Shares on the TSX or alternate trading systems in Canada will continue to be completed by Stifel Nicolaus Canada Inc. acting as agent for Stifel. The ASPP has been pre-cleared by the TSX. All purchases made pursuant to the terms of the ASPP will be included in computing the number of Common Shares purchased under the NCIB. Outside any blackout period, Common Shares may be purchased under the NCIB based on the discretion of the Company's management in compliance with applicable exchange rules and securities laws.

The Company was permitted to repurchase up to 44,230,205 Common Shares under its current NCIB that ran from

May 18, 2023 to May 17, 2024. As at May 14, 2024, the Company had repurchased an aggregate 17,702,694 Common Shares under the expiring NCIB on the open market at a volume weighted average price per Common Share of approximately $0.58USD per share.

Ex Dividend Date for Q2 2024 Dividend

Based on new shortened security settlement rules in effect on May 27, 2024, which apply to Canadian securities industries, PetroTal is issuing an adjusted dividend timetable for its upcoming Q2 2024 dividend:

Ex dividend date:  May 31, 2024 (previously May 30, 2024)

Record date:  May 31, 2024 (unchanged)

Payment date:  June 14, 2024 (unchanged)

2024 Virtual and in Person AGM

The Company is pleased to announce its 2024 annual general and special meeting of shareholders ("AGM") will be held on June 19, 2024 (10:00am MT/15:00 UK) at the offices of Stikeman Elliott LLP in Calgary, Alberta.  The Company's Management Information Circular and Proxy Statement in respect of the AGM is available at www.sedarplus.ca and the Company's website (www.petrotalcorp.com).  Interested attendees can click on the virtual link below.

https://brrmedia.news/PTAL_AGM24

Dial in number(s)

USA Local: +1 786 697 3501

USA Toll Free: 866 580 3963

Canada Toll Free: 1 866 378 3566

UK-Wide: +44 (0) 33 0551 0200

UK Toll Free: 0808 109 0700

Password (if prompted) - Quote 'PetroTal AGM' if prompted

ABOUT PETROTAL

PetroTal is a publicly traded, tri‐quoted (TSX: TAL, AIM: PTAL and OTCQX: PTALF) oil and gas development and production Company domiciled in Calgary, Alberta, focused on the development of oil assets in Peru.  PetroTal's flagship asset is its 100% working interest in Bretana oil field in Peru's Block 95 where oil production was initiated in June 2018.  In early 2022, PetroTal became the largest crude oil producer in Peru.  The Company's management team has significant experience in developing and exploring for oil in Peru and is led by a Board of Directors that is focused on safely and cost effectively developing the Bretana oil field. It is actively building new initiatives to champion community sensitive energy production, benefiting all stakeholders.

For further information, please see the Company's website at www.petrotal-corp.com, the Company's filed documents at www.sedarplus.ca, or below:

Camilo McAllister

Executive Vice President and Chief Financial Officer

[email protected]

T: (386) 383 1634

Manolo Zuniga

President and Chief Executive Officer

[email protected]

T: (713) 609-9101

PetroTal Investor Relations

[email protected]

Celicourt Communications

Mark Antelme / Jimmy Lea

[email protected]

T : 44 (0) 20 7770 6424

Strand Hanson Limited (Nominated & Financial Adviser)

Ritchie Balmer / James Spinney / Robert Collins

T: 44 (0) 207 409 3494

Stifel Nicolaus Europe Limited (Joint Broker)

Callum Stewart / Simon Mensley / Ashton Clanfield

T: +44 (0) 20 7710 7600

Peel Hunt LLP (Joint Broker)
Richard Crichton / David McKeown / Georgia Langoulant
T: +44 (0) 20 7418 8900

READER ADVISORIES

FORWARD-LOOKING STATEMENTS: This press release contains certain statements that may be deemed to be forward-looking statements. Such statements relate to possible future events relating to the renewal of the NCIB and the ASPP, including, but not limited to: the duration of the NCIB and potential purchases thereunder (including those made under the ASPP); anticipated advantages of the NCIB to the Company's shareholders including in respect of the Company's expectations of enhanced total long-term shareholder returns, increased Common Share value correlating with improved per share metrics and positive impact on shareholder sentiment. All statements other than statements of historical fact may be forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "believe", "expect", "plan", "estimate", "potential", "will", "should", "continue", "may", "objective", "intend" and similar expressions. The forward-looking statements provided in this press release are based on management's current belief, based on currently available information, as to the outcome and timing of future events.

PetroTal cautions that its intention to proceed with the NCIB and other forward-looking statements relating to PetroTal are subject to all of the risks, uncertainties and other factors, which may cause the actual results, performance, capital expenditures or achievements of the Company to differ materially from anticipated future results, performance, capital expenditures or achievement expressed or implied by such  forward-looking statements, including the Company's intentions regarding the NCIB and its ability to achieve related anticipated benefits. Factors that could  cause actual results to differ materially from those set forth in the forward-looking statements include, but are not limited to, business performance, legal and legislative developments including changes in tax laws and legislation affecting the oil and gas industry, credit ratings and risks,  fluctuations in interest rates and currency values, changes in the financial landscape both domestically and abroad, including volatility in the stock market and financial system, wars (including Russia's war in Ukraine and the Israeli-Hamas conflict), regulatory developments, commodity price volatility, price differentials and the actual prices received for products, exchange rate fluctuations, legal, political and economic instability in Peru, access to transportation routes and markets for the Company's production, changes in legislation affecting the oil and gas industry, changes in the financial landscape both domestically and abroad (including volatility in the stock market and financial system) and the occurrence of weather-related and other natural catastrophes. Readers are cautioned that the foregoing list of factors is not exhaustive. Please refer to the annual information form for the year ended December 31, 2023 and the management's discussion and analysis for the three months ended March 31, 2024 for additional risk factors relating to PetroTal, which can be accessed either on PetroTal's website at www.petrotal-corp.com or under the Company's profile on www.sedarplus.ca. The forward-looking statements contained in this press release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.