Greenfire Resources Announces Preliminary Results for Rights Offering

Greenfire’s fully subscribed rights offering is set to fund repayment of its C$575 million bridge facility and other acquisition-related debt.

Rhea-AI Summary

Greenfire Resources (GFR) reports preliminary oversubscription of its C$775 million rights offering, which expired on September 15, 2026.

The company expects to issue 114,985,163 common shares, the maximum available under the offering, without using the standby commitment from Waterous Energy Fund. Preliminary subscriptions include 113,685,671 shares under the basic privilege and 26,734,254 under the additional privilege. About 1,299,492 shares are expected to be allocated pro rata to additional subscribers, with closing expected on September 16, 2026. Net proceeds are intended to repay the C$575 million bridge facility and part of other Connacher acquisition debt.

Positive

• C$775 million rights offering expected to be fully subscribed at the maximum 114,985,163 shares
• Offering oversubscribed, with 113,685,671 basic and 26,734,254 additional subscriptions
• No need to draw on standby commitment from Waterous Energy Fund
• Proceeds earmarked to repay C$575 million bridge facility and other Connacher acquisition debt

Negative

• Issuance of 114,985,163 new common shares implies material shareholder dilution

Market Context

The Aug 7 rights-offering terms announcement was followed by a 5.53% 24-hour move; that directly com...

Analysis

The Aug 7 rights-offering terms announcement was followed by a 5.53% 24-hour move; that directly comparable financing-stage record provided context for this preliminary-results update, whose market data was recorded before publication.

Key Figures

Rights offering size: C$775 million Maximum shares issued: 114,985,163 common shares Basic subscriptions: 113,685,671 common shares +5 more

Rights offering size

C$775 million

Preliminary results

Maximum shares issued

114,985,163 common shares

Expected closing

Basic subscriptions

113,685,671 common shares

Preliminary subscription results

Additional subscriptions

26,734,254 common shares

Additional subscription privilege

Pro rata allocation

1,299,492 common shares

Expected allocation among additional subscribers

Bridge facility repayment

C$575 million

Intended use of offering proceeds

Offering expiration

September 15, 2026

Rights offering expired at 4:00 p.m. Calgary time

Expected closing

September 16, 2026

Company expected the rights offering to close today

Previous Offering Reports

3 past events · Latest: Aug 07

Same Type 3 events

1. Aug 07

   Rights offering terms

   24h Move

   +5.5%

   Upsized C$775 million rights offering terms and planned bridge-debt repayment

2. Jul 13

   Rights offering intention

   24h Move

   +8.1%

   Proposed rights offering intended to repay acquisition-related bridge financing

3. Dec 17

   Preliminary rights results

   24h Move

   +4.2%

   Prior oversubscribed rights offering reached maximum share issuance

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

rights offering, basic subscription privilege, additional subscription privilege, pro rata basis, +1 more

5 terms

rights offering financial

"preliminary results of its C$775 million rights offering"

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.

View in glossary

basic subscription privilege financial

"subscribed for under the basic subscription privilege"

A basic subscription privilege is a shareholder right that lets existing owners buy a proportional share of newly issued stock before it’s offered to outside buyers, helping them avoid dilution of their ownership. Think of it like a neighbor being offered first dibs on extra slices of pizza so they keep the same portion of the pie; for investors, it preserves voting power and potential future earnings per share.

additional subscription privilege financial

"subscribed for 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.

pro rata basis financial

"expected to be allocated on a pro rata basis"

A "pro rata basis" means dividing or distributing something proportionally according to each person's share or interest. For example, if a group shares costs or profits, each person receives or pays a portion that reflects their contribution or ownership percentage. This method ensures fairness by allocating resources in line with individual stakes, which is important for investors to understand how gains, losses, or costs are fairly shared.

form f-10 regulatory

"registration statement on Form F-10"

Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Calgary, Alberta--(Newsfile Corp. - September 16, 2026) - Greenfire Resources Ltd. (NYSE: GFR) (TSX: GFR) ("Greenfire" or the "Company") is pleased to announce preliminary results of its C$775 million rights offering, which expired at 4:00 p.m. (Calgary time) on September 15, 2026 (the "expiration date").

Upon closing of the rights offering, the Company expects to issue 114,985,163 common shares, representing the maximum number of common shares available under the rights offering, without reliance on the standby commitment provided by certain limited partnerships comprising Waterous Energy Fund. Preliminary results indicate that the rights offering was oversubscribed, with 113,685,671 common shares subscribed for under the basic subscription privilege and 26,734,254 common shares subscribed for under the additional subscription privilege. Accordingly, 1,299,492 common shares, being the difference between the maximum number of common shares available under the rights offering and those subscribed for under the basic subscription, are expected to be allocated on a pro rata basis among holders who exercised their additional subscription privilege pursuant to the procedures set forth in the Company's short form prospectus dated August 7, 2026.

Such results are preliminary in nature and are subject to change following the final count of subscription forms and closing procedures by the rights agent. The Company will provide a further update of the final results of the rights offering once confirmed.

Greenfire expects that the rights offering will close today, September 16, 2026. The Company's rights agent expects to provide DRS statements evidencing new common shares acquired through the rights offering to registered holders as soon as practicable thereafter. If a holder did not validly exercise his or her subscription rights prior to the expiration date, such rights have expired and are void and have no value.

The Company intends to use the proceeds from the rights offering to fully repay the Company's C$575 million bridge facility and a portion of the other indebtedness incurred in connection with the Company's recent acquisition of Connacher Oil and Gas Limited.

This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction, nor shall there be any offer, solicitation or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful under the securities laws of such jurisdiction. In the United States, the rights offering was made pursuant to a registration statement on Form F-10, filed with the US Securities and Exchange Commission on August 7, 2026. The securities 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 office in Calgary, Alberta. The Company plans to leverage its large resource base and significant infrastructure in place to drive meaningful, capital-efficient production growth. Greenfire common shares are listed on the New York Stock Exchange and the Toronto Stock Exchange under the trading symbol "GFR". For more information, visit greenfireres.com or find Greenfire on LinkedIn and X.

Forward-Looking Information

This news release contains certain "forward-looking statements" concerning anticipated future events, results, circumstances, performance or expectations with respect to the Company and its operations, including its strategy and financial performance and condition. Forward-looking statements include statements that are predictive in nature, depend upon future events or conditions, or include words such as "expects", "anticipates", "plans", "believes", "estimates", "intends", "preliminary" or negative versions thereof and other similar expressions, or future or conditional verbs such as "may", "will", "should", "would" and "could". The forward-looking statements contained in this news release include, but are not limited to: the preliminary results of the rights offering; the anticipated timing of closing of the rights offering; and the intended use of proceeds. Forward-looking statements are based on underlying assumptions and management's beliefs, estimates and opinions, and are subject to inherent risks and uncertainties surrounding future expectations generally that may cause actual results to vary from plans, targets and estimates. Some of the important risks and uncertainties that could affect forward-looking statements include, but are not limited to: operational, general economic, market and business conditions, regulatory developments and weather. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company's control. Such risks and uncertainties include, but are not limited to, the factors discussed under the heading "Risk Factors" in the Company's Annual Information Form dated March 12, 2026 which is available under the Company's issuer profile on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. The Company cautions readers that actual results may vary significantly from those expected should certain risks or uncertainties materialize or should underlying assumptions prove incorrect. Forward-looking statements are provided for the purpose of providing information about management's current expectations and plans relating to the future. Readers are cautioned that such information may not be appropriate for other purposes. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Contact Information

Greenfire Resources Ltd.

350 7th Avenue SW
Suite 800
Calgary, AB T2P 3N9
investors@greenfireres.com 
greenfireres.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/314559

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How will Greenfire allocate shares subscribed under the additional subscription privilege?

Greenfire expects that 1,299,492 common shares, which is the difference between the maximum 114,985,163 shares available and those subscribed under the basic privilege, will be allocated on a pro rata basis among holders who exercised their additional subscription privilege, following the procedures in the August 7, 2026 short form prospectus.

When is the Greenfire rights offering expected to close and when will investors receive their new shares?

The rights offering is expected to close on September 16, 2026. The company’s rights agent expects to provide DRS statements evidencing the new common shares acquired through the rights offering to registered holders as soon as practicable after closing.

What happens to Greenfire subscription rights that were not exercised by the expiration date?

Any subscription rights that were not validly exercised before the expiration time of 4:00 p.m. (Calgary time) on September 15, 2026 have expired, are void and have no value.

Are the preliminary results of the rights offering final?

No. The company states that the current figures are preliminary and remain subject to change after the final count of subscription forms and completion of closing procedures by the rights agent. Greenfire plans to provide a further update once the final results are confirmed.