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Greenfire Resources Announces Closing of Rights Offering and Refinancing Initiatives

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Greenfire Resources (NYSE: GFR) completed a C$300.0 million rights offering that raised approximately C$298.5 million through the issuance of 55,147,055 Common Shares at C$5.44 (US$3.85) per share, expiring December 16, 2025.

Proceeds from the Rights Offering, together with cash on hand, were used to redeem US$237.5 million aggregate principal of 12% senior secured notes due 2028. The company also closed an upsized $275.0 million revolving credit facility that is currently undrawn, and reports it is debt-free as of the date hereof. The company now has 125,404,146 Common Shares outstanding.

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Positive

  • Raised approximately C$298.5 million from the Rights Offering
  • Redeemed US$237.5 million of 12% senior secured notes due 2028
  • Closed an upsized $275.0 million revolving credit facility (undrawn)
  • Company reports it is debt-free as of the date hereof

Negative

  • Issued 55,147,055 new Common Shares, increasing total to 125,404,146 outstanding (share count dilution)

News Market Reaction 2 Alerts

+1.59% News Effect
+6.7% Peak Tracked
+$9M Valuation Impact
$552M Market Cap
1.0x Rel. Volume

On the day this news was published, GFR gained 1.59%, reflecting a mild positive market reaction. Argus tracked a peak move of +6.7% during that session. Our momentum scanner triggered 2 alerts that day, indicating moderate trading interest and price volatility. This price movement added approximately $9M to the company's valuation, bringing the market cap to $552M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Rights offering size C$300.0 million Offering of rights to existing shareholders
Shares issued in offering 55,147,055 Common Shares Maximum allotment issued on Rights exercise
Subscription price (CAD) C$5.44 per share Issue price for Common Shares under Rights
Subscription price (USD) US$3.85 per share U.S. dollar equivalent issue price
Gross proceeds C$298.5 million Aggregate gross proceeds from Rights Offering
Notes redeemed US$237.5 million Aggregate principal of 12% senior secured notes due 2028
Revolving credit facility $275.0 million Upsized Senior Credit Facility, currently undrawn
Shares outstanding 125,404,146 Common Shares Issued and outstanding after Rights Offering

Market Reality Check

$4.81 Last Close
Volume Volume 220,564 is close to the 20-day average of 215,718 (relative volume 1.02). normal
Technical Last price $4.40 is trading below the 200-day MA of $4.75 and well under the 52-week high of $7.38.

Peers on Argus

Peers show mixed moves: TBN +5.49%, SD +1.28%, EGY +0.88%, OBE +0.54%, while GPRK -1.25%. GFR’s positive move appears more stock-specific.

Historical Context

Date Event Sentiment Move Catalyst
Dec 17 Rights offering update Positive +4.2% Preliminary results showed fully subscribed C$300M rights offering and oversubscription.
Nov 14 Insider accumulation Positive -5.6% Waterous Energy Fund bought 1.93M shares, lifting ownership to about 71.1%.
Nov 12 Insider accumulation Positive +5.9% Waterous Energy Fund acquired 8.70M shares, boosting stake to about 68.3%.
Nov 06 Rights launch & redemption Negative -0.1% Launched discounted rights offering tied to future redemption of 2028 notes.
Nov 03 Earnings & refinancing plan Positive -6.9% Q3 results with strong cash metrics and plan for rights offering and new revolver.
Pattern Detected

News around the rights offering and major shareholder activity has produced both positive and negative single-day moves, with recent offering updates seeing modest positive reactions overall.

Recent Company History

Over the last few months, Greenfire outlined and executed a multi-step refinancing. On Nov 3, it paired Q3 2025 results with a planned C$300M rights offering and a $275M revolver. From Nov 6 through Dec 17, the company announced the launch, intent, and preliminary results of the fully subscribed financing, earmarked to redeem US$237.5M of 12% notes. Waterous Energy Fund increased its ownership through sizeable share purchases in mid-November. Today’s announcement confirms the rights closing, note redemption, and new undrawn facility, leaving Greenfire debt-free.

Market Pulse Summary

This announcement confirms the full execution of Greenfire’s refinancing strategy: a fully subscribed C$300M rights offering, redemption of US$237.5M of 12% senior secured notes due 2028, and closing of an upsized, undrawn $275M revolving credit facility, leaving the company debt-free. Investors may contextualize this alongside earlier rights-offering updates and large share purchases by Waterous Energy Fund, while monitoring future capital allocation and operational performance now that leverage has been removed.

Key Terms

rights offering financial
"C$300.0 million offering of rights (the "Rights") to all eligible..."
A rights offering is a way for a company to raise additional money by giving existing shareholders the opportunity to buy more shares at a discounted price before they are offered to the public. It’s similar to a special sale where current owners get the first chance to buy extra items at a lower cost, allowing them to increase their investment if they choose. This process matters to investors because it can affect the value of their holdings and their ability to buy new shares at favorable terms.
additional subscription privilege financial
"1,573,948 Common Shares were issued under the additional subscription privilege."
An additional subscription privilege is a right given to existing investors that lets them buy extra shares or securities before they are offered to the general public. Think of it as a chance to keep your slice of a pie from shrinking when more slices are issued; it matters to investors because exercising the right can prevent ownership dilution and often allows buying at a set price that may be advantageous compared with the open market.
oversubscription financial
"As a result of the oversubscription, Common Shares subscribed for..."
Oversubscription happens when more money or orders are offered for a new stock, bond, or share sale than the issuer planned to sell. Think of it like a concert with more people wanting tickets than there are seats: demand outstrips supply, so allocations may be reduced and prices often jump when trading begins. For investors, oversubscription signals strong market interest but also means you may receive fewer shares than you requested and face immediate price volatility.
proration financial
"were subject to proration in accordance with the terms of the Rights Offering"
Proration is the method of dividing a limited quantity—such as shares in an offering, dividends, or rights—among claimants when demand exceeds supply, so each participant receives a proportional slice rather than the full amount requested. It matters to investors because proration determines how many shares or what portion of a payout they actually receive, which affects portfolio size, cash needs, and the expected return; think of it as splitting a pie fairly when more people want a piece than there are slices.
standby commitment financial
"the Company did not utilize the previously announced standby commitment whereby..."
A standby commitment is an agreement, usually from an investment bank or group of investors, to buy any shares that existing shareholders do not take up in a rights offering or new share sale, acting like a safety net for the issuer. Investors care because it guarantees the company will raise the intended amount of money and reduces the risk that the offering will fail or leave ownership unexpectedly diluted, similar to having an insured backup plan.
senior secured notes financial
"to redeem its outstanding US$237.5 million aggregate principal amount of 12% senior secured notes due 2028."
Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.
revolving credit facility financial
"closed on its upsized $275.0 million revolving credit facility with a syndicate..."
A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.
syndicate financial
"revolving credit facility with a syndicate of Canadian banks"
A syndicate is a temporary group of banks, brokers or lenders that join forces to underwrite, distribute or fund a large securities offering or loan — like several people pooling money to buy something too big for one person. For investors it matters because the syndicate spreads risk, helps set price and allocation of the new securities or debt, and the members’ reputation and size can influence demand and how the market receives the deal.

AI-generated analysis. Not financial advice.

Calgary, Alberta--(Newsfile Corp. - December 19, 2025) - Greenfire Resources Ltd. (NYSE: GFR) (TSX: GFR) ("Greenfire" or the "Company") is pleased to announce the successful completion of its previously announced refinancing initiatives (the "Refinancing Initiatives"). The Refinancing Initiatives included a C$300.0 million offering of rights (the "Rights") to all eligible Greenfire shareholders to purchase additional common shares of the Company (the "Common Shares") which expired at 4:00 p.m. (Calgary time) on December 16, 2025 (the "Rights Offering").

At the completion of the Rights Offering and pursuant to the exercise of Rights, the Company issued an aggregate of 55,147,055 Common Shares, representing the maximum allotment available to holders of Common Shares at the record date of November 17, 2025 (adjusted for rounding for fractional shares). Each Right entitled the holder thereof to acquire 0.7849 of a Common Share, with no fractional Common Shares issued. Common Shares acquired pursuant to the exercise of Rights were issued at a price of C$5.44 or US$3.85 per Common Share for aggregate gross proceeds of approximately C$298.5 million (after conversion of U.S. dollar subscriptions). 53,573,107 Common Shares were issued under the basic subscription privilege and 1,573,948 Common Shares were issued under the additional subscription privilege. As a result of the oversubscription, Common Shares subscribed for pursuant to the additional subscription privilege were subject to proration in accordance with the terms of the Rights Offering, as set forth in the Company's rights offering circular dated November 5, 2025. As the Rights Offering was fully subscribed, the Company did not utilize the previously announced standby commitment whereby certain limited partnerships comprising Waterous Energy Fund agreed to acquire any Common Shares not subscribed for under the Rights Offering. As of the date hereof, the Company has 125,404,146 Common Shares issued and outstanding.

Upon completion of the Rights Offering, the Company used the net proceeds thereof, together with cash on hand, to redeem its outstanding US$237.5 million aggregate principal amount of 12% senior secured notes due 2028.

Finally, the Company closed on its upsized $275.0 million revolving credit facility with a syndicate of Canadian banks (the "Senior Credit Facility"). As of the date hereof, the Senior Credit Facility is undrawn and Greenfire is debt-free.

This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction. The securities being offered have not been approved or disapproved by any securities regulatory authority.

About Greenfire

Greenfire is an oil sands producer actively developing its long-life and low-decline thermal oil assets in the Athabasca region of Alberta, Canada, with its registered offices in Calgary, Alberta. The Company plans to leverage its large resource base and significant infrastructure in place to drive meaningful, capital-efficient production growth. As part of the Company's commitment to operational excellence, safe and reliable operations remain a top priority for Greenfire. Greenfire common shares are listed on the New York Stock Exchange and Toronto Stock Exchange under the trading symbol "GFR". For more information, visit greenfireres.com or find Greenfire on LinkedIn and X.

Contact Information

Greenfire Resources Ltd.

205 5th Avenue SW
Suite 1900
Calgary, AB T2P 2V7
investors@greenfireres.com
greenfireres.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/278719

FAQ

How much did Greenfire (GFR) raise in the December 2025 rights offering?

Greenfire raised approximately C$298.5 million by issuing 55,147,055 Common Shares at C$5.44 (US$3.85) per share.

What did Greenfire (GFR) do with the proceeds from the rights offering?

Proceeds, together with cash on hand, were used to redeem US$237.5 million aggregate principal of 12% senior secured notes due 2028.

How many Greenfire (GFR) shares are outstanding after the rights offering?

After the Rights Offering, Greenfire has 125,404,146 Common Shares issued and outstanding.

Did Greenfire (GFR) use the standby purchaser commitment for the rights offering?

No; because the Rights Offering was fully subscribed, the previously announced standby commitment was not used.

What is the status of Greenfire's (GFR) revolving credit facility announced December 19, 2025?

Greenfire closed an upsized $275.0 million revolving credit facility with a syndicate of Canadian banks, which is currently undrawn.

Is Greenfire (GFR) debt-free after the refinancing announced December 19, 2025?

The company reports it is debt-free as of the date of the announcement following the debt redemption and facility close.
Greenfire Resources Ltd

NYSE:GFR

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