TENAZ ENERGY CORP. ANNOUNCES EXERCISE OF WARRANTS AND OPTIONS, INCREASING DIRECTOR AND OFFICER SHARE OWNERSHIP

Rhea-AI Summary

Tenaz Energy Corp (OTC: ATUUF) announced that directors and officers exercised 1.7M warrants and 1.2M stock options, resulting in the issuance of 2.9M common shares and a new basic share count of 32.0M.

Of the issued shares, 875k were sold in a block trade at a 1% discount to market to fund taxes and exercises. Directors and officers retained 70% of the shares, increasing their ownership from 11.0% to 16.3% (or 19.5% fully diluted); they no longer hold any warrants or options. Proceeds will be used for general corporate purposes.

Positive

• 2.9M shares issued via warrant and option exercises
• Directors and officers increased ownership to 16.3%
• 70% of exercised shares retained by insiders
• Block trade executed by National Bank Capital Markets created institutional interest

Negative

• New basic shares outstanding increased to 32.0M
• 875k shares sold at a 1% discount to market
• 3.0M additional shares remain issuable, creating 19.5% fully diluted exposure

News Market Reaction – ATUUF

+3.40%

1 alert

+3.40% News Effect

On the day this news was published, ATUUF gained 3.40%, reflecting a moderate positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Warrants exercised: 1.7 million warrants Options exercised: 1.2 million stock options New shares issued: 2.9 million shares +5 more

8 metrics

Warrants exercised 1.7 million warrants Exercised by directors and officers prior to October 2026 expiry

Options exercised 1.2 million stock options Long-term incentive options expiring November 2026

New shares issued 2.9 million shares Resulting from warrant and option exercises

Block trade size 875 thousand shares Sold at 1% discount to market in block trade

Discount to market 1% discount Pricing of the 875 thousand share block trade

Insider retention 70% of shares Portion of exercised shares retained by directors and officers

Insider ownership 11.0% to 16.3% Increase in basic issued and outstanding share ownership

New basic share count 32.0 million shares Basic issued and outstanding after exercises

Market Reality Check

Price: $34.95 Vol: Volume 500 is well below ...

low vol

$34.95 Last Close

Volume Volume 500 is well below the 20-day average of 6,174 (relative volume 0.08x). low

Technical Price 17.0385 is trading above the 200-day MA of 13.34 and 13.42% below the 52-week high of 19.68.

Peers on Argus

Peers showed mixed moves: PTHRF up 0.45%, VLERF up 4.57%, PTALF down 4.67%, OILS...

Peers showed mixed moves: PTHRF up 0.45%, VLERF up 4.57%, PTALF down 4.67%, OILSF down 0.68%, BWERY flat. This points to company-specific dynamics for ATUUF rather than a clear sector trend.

Historical Context

2 past events · Latest: Dec 08 (Positive)

Pattern 2 events

Date	Event	Sentiment	Move	Catalyst
Dec 08	Insider exercises	Positive	+3.4%	Directors and officers exercised warrants and options, increasing share ownership.
Nov 05	Quarterly earnings	Positive	-2.9%	Q3 2025 results with higher production, strong funds flow, and acquisitions.

Pattern Detected

Limited history shows one positive price reaction to insider-related equity events and one negative reaction to strong earnings, suggesting mixed alignment between fundamentals and short-term price moves.

Recent Company History

Recent news for Tenaz highlights both operational growth and balance sheet activity. On Nov 5, 2025, Q3 2025 results showed higher production, strong funds flow, and acquisitions alongside increased guidance, yet shares fell 2.89%. On Dec 8, 2025, directors and officers exercised 1.7M warrants and 1.2M options, issuing 2.9M shares and lifting insider ownership from 11.0% to 16.3%, with a positive 3.4% price reaction.

Market Pulse Summary

This announcement detailed the exercise of 1.7M warrants and 1.2M stock options by directors and off...

Analysis

This announcement detailed the exercise of 1.7M warrants and 1.2M stock options by directors and officers, creating 2.9M new shares and lifting insider ownership to 16.3% of basic shares. The basic share count rose to 32.0M, with an additional 3.0M shares potentially issuable from share units and warrants. Investors may monitor how the higher insider stake versus increased share supply factors into future capital allocation and governance decisions.

Key Terms

warrants, stock options, non-brokered private placement, block trade, +3 more

7 terms

warrants financial

"In aggregate, 1.7 million warrants and 1.2 million stock options were exercised"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

stock options financial

"1.7 million warrants and 1.2 million stock options were exercised"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

non-brokered private placement financial

"The warrants were previously issued under the non-brokered private placement of units"

A non-brokered private placement is when a company raises money by selling securities (such as shares or bonds) directly to a small group of chosen investors without using a broker or dealer as a middleman. For investors it matters because it can provide faster, lower-cost access to new investment opportunities but may bring higher risk, less liquidity and potential dilution of existing holdings compared with public offerings.

block trade financial

"875 thousand shares were sold at a 1% discount to market in a block trade"

A block trade is a large, privately arranged sale or purchase of a company's shares or bonds between big investors, often negotiated to avoid upsetting the public market price. Think of it like selling a truckload of goods directly to one buyer instead of unloading it on a busy street — it moves a lot of supply at once and can signal shifting demand, affect immediate liquidity, and influence short-term stock prices.

deferred share units financial

"3.0 million shares issuable pursuant to outstanding deferred share units"

Deferred share units are promises that give an executive or director the right to receive company shares or their cash value at a future date, often when they retire or leave the company. Think of them as a paycheck held in a savings account that converts into stock later; they matter to investors because they tie pay to long-term performance, create potential future dilution of shares, and represent a delayed cash or share obligation the company must eventually fulfill.

restricted share units financial

"shares issuable pursuant to outstanding deferred share units, restricted share units"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

performance share units financial

"issuable pursuant to outstanding ... performance share units and warrants"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

AI-generated analysis. Not financial advice.

CALGARY, ALBERTA--(Newsfile Corp. - December 8, 2025) - Tenaz Energy Corp. ("Tenaz", "We", "Our", "Us" or the "Company") (TSX: TNZ) is pleased to announce increased share ownership of the directors and officers of Tenaz following the exercise of warrants and stock options.

The warrants were previously issued under the non-brokered private placement of units completed as part of the Company's recapitalization transaction in 2021, with an expiry date in October 2026. The stock options were granted in November 2021 as long-term incentive compensation designed to align the interests of officers with the long-term accretion in the value of Tenaz common shares ("shares") through strategic acquisitions and development of the Company's assets. The stock options had an expiry date in November 2026.

In aggregate, 1.7 million warrants and 1.2 million stock options were exercised by the directors and officers, resulting in the issuance of 2.9 million shares. Of these shares, 875 thousand shares were sold at a 1% discount to market in a block trade executed by National Bank Capital Markets. Proceeds of the sale will be used to fund applicable taxes and the exercise of the warrants and stock options. Tenaz intends to use the proceeds received from the exercise of the warrants and stock options for general corporate purposes.

This transaction allowed the warrants and stock options to be exercised prior to expiry in an efficient fashion and developed additional institutional ownership of Tenaz shares. The directors and officers have retained 70% of the shares from the exercised warrants and stock options, increasing their aggregate ownership of issued and outstanding shares from 11.0% to 16.3%. The directors and officers no longer hold any warrants or stock options.

The new basic number of issued and outstanding shares is 32.0 million, with an additional 3.0 million shares issuable pursuant to outstanding deferred share units, restricted share units, performance share units and warrants. The increased share ownership by directors and officers of Tenaz illustrates the continued alignment of the board of directors and management team with shareholders of the Company. As at December 8, 2025, Tenaz directors and officers own, control or direct a total of 5.2 million shares, representing 16.3% of the issued and outstanding shares (19.5% on a fully diluted basis).

About Tenaz Energy Corp.

Tenaz is an energy company focused on the acquisition and sustainable development of international oil and gas assets. Tenaz is the largest gas producer in the Dutch sector of the North Sea and develops crude oil and natural gas at Leduc-Woodbend in Alberta. Additional information regarding Tenaz is available on SEDAR+ and at www.tenazenergy.com. Tenaz's Common Shares are listed for trading on the Toronto Stock Exchange under the symbol "TNZ".

ADVISORIES

Forward-looking Information

This press release contains certain forward-looking information and statements within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "budget", "forecast", "guidance", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "potential", "intends", "strategy" and similar expressions are intended to identify forward-looking information or statements. In particular, but without limiting the foregoing, this press release contains forward-looking information and statements pertaining to the intended use of proceeds and potential shares issuable pursuant to remaining dilutive securities.

The forward-looking information and statements contained in this press release reflect several material factors and expectations and assumptions of Tenaz including, without limitation: the continued performance of Tenaz's oil and gas properties in a manner consistent with its past experiences; that Tenaz will continue to conduct its operations in a manner consistent with past operations; expectations regarding future development; the general continuance of current industry conditions; the continuance of existing (and in certain circumstances, the implementation of proposed) tax, royalty, tariff and regulatory regimes; expectations regarding future acquisition opportunities; the continued availability of oilfield services; and the continued availability of adequate debt and equity financing and cash flow from operations to fund its planned expenditures.

Tenaz believes the material factors, expectations and assumptions reflected in the forward-looking information and statements are reasonable, but no assurance can be given that these factors, expectations, and assumptions will prove to be correct.

The forward-looking information and statements included in this press release are not guarantees of future performance and should not be unduly relied upon. Such information and 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 information or statements including, without limitation: changes in commodity prices; changes in the demand for or supply of Tenaz's products; unanticipated operating results or production declines; changes in tax or environmental laws, tariffs, royalty rates or other regulatory matters; changes in development plans of Tenaz or by third party operators of Tenaz's properties; increased debt levels or debt service requirements; inaccurate estimation of reserves or resources; limited, unfavorable or a lack of access to capital markets; increased costs; a lack of adequate insurance coverage; the impact of competitors; a failure to obtain necessary approvals as proposed or at all and certain other risks detailed from time to time in Tenaz's public documents.

The forward-looking information and statements contained in this press release speak only as of the date of this press release and, except as may be required pursuant to applicable laws, Tenaz does not assume any obligation to publicly update or revise them to reflect new events or circumstances.

For further information, contact: 

Tenaz Energy Corp. 

investors@tenazenergy.com

Anthony Marino President and Chief Executive Officer  Direct: 587 330 1983

Bradley Bennett Chief Financial Officer  Direct: 587 330 1714

 
/NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW/

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/277365

FAQ

How many warrants and options did Tenaz (ATUUF) exercise on December 8, 2025?

Insiders exercised a total of 2.9M instruments: 1.7M warrants and 1.2M stock options.

What is Tenaz's (ATUUF) new basic shares outstanding after the exercises?

The new basic number of issued and outstanding shares is 32.0M.

How did the warrant and option exercises affect insider ownership of Tenaz (ATUUF)?

Directors and officers increased their aggregate ownership from 11.0% to 16.3% and hold 19.5% on a fully diluted basis.

Did Tenaz (ATUUF) sell any of the exercised shares and at what price?

875k of the issued shares were sold in a block trade at a 1% discount to market through National Bank Capital Markets.

What will Tenaz (ATUUF) use the proceeds from the exercises for?

Proceeds will be used to fund applicable taxes related to the exercises and for general corporate purposes.