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Trillion Energy (CSE: TCF) links private placement to M47 and delayed filings

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6-K

Rhea-AI Filing Summary

Trillion Energy International Inc. provided a corporate update covering its private placement, M47 oil exploration farm-in, and delayed annual filings. The company expects to close its previously announced private placement on or about May 22, 2026 and plans to use part of the proceeds to meet obligations under its M47 farm-in, including extending the deadline for the first US$9.5 million tranche to June 30, 2026.

Trillion is working toward earning a 29% interest in the M47 C3 and C4 licences in Türkiye, with an earn-in that includes US$15 million of work commitments from 2026 through 2028. The audited annual financial statements and related documents for the year ended December 31, 2025 remain outstanding, and a management cease trade order continues to restrict trading by certain insiders, though other shareholders can still trade normally. The company reports progress responding to audit requests and confirms there are no insolvency proceedings or undisclosed material information.

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Insights

Update links financing needs, M47 commitments, and filing delay.

Trillion Energy connects its ongoing private placement directly to obligations under the M47 farm-in, including a rescheduled first tranche of US$9.5 million now due by June 30, 2026. The earn-in requires funding a total of US$15 million between 2026 and 2028, highlighting meaningful capital needs relative to exploration plans.

The continued delay in filing audited annual financial statements for the year ended December 31, 2025 keeps a management cease trade order in place for certain insiders, although regular shareholders can still trade. The company notes it has responded to audit requests and cites no insolvency proceedings, so the situation appears administrative and audit-related based on this update.

Subsequent disclosures will clarify whether the private placement closes on or about May 22, 2026 and whether the Annual Filings are completed in time to lift the management cease trade order, which are key to both liquidity and market confidence.

First M47 farm-in tranche US$9.5 million Payment deadline extended to June 30, 2026
Total M47 work commitments US$15 million Funding required for 2026 through 2028
M47 participating interest 29% interest Earn-in on M47 C3 and C4 licences in Türkiye
Annual Filings period Year ended December 31, 2025 Audited annual financial statements and related documents outstanding
Bi-weekly reports Bi-weekly default status Required under NP 12-203 until Annual Filings are completed
management cease trade order regulatory
"the British Columbia Securities Commission granted a management cease trade order (the “MCTO”)"
A management cease trade order is a temporary restriction that prevents a company’s directors and senior officers from buying or selling the company’s securities while important, undisclosed information is being handled or examined. It matters to investors because it signals potential material developments or regulatory reviews—think of it like a temporary lock on a building while inspectors investigate; the restriction reduces insider activity and can affect share liquidity and investor confidence until the issue is resolved.
farm-in financial
"update on its previously announced private placement, the status of its M47 oil exploration farm-in"
A farm-in is a contractual deal where one company agrees to take on part of another party’s ownership in an exploration or development project—often in oil, gas, or mining—by meeting specified obligations such as paying costs, funding work programs, or drilling wells to earn the interest. It matters to investors because it changes who pays for future costs, shifts risk and potential rewards between partners, and can accelerate project activity much like bringing in a partner who pays for and does the heavy lifting on a shared venture.
National Policy 12-203 regulatory
"This news release constitutes a bi-weekly default status report in accordance with National Policy 12-203."
alternative information guidelines regulatory
"it has not failed to fulfill its stated intentions with respect to satisfying the alternative information guidelines under NP 12-203"
audited annual financial statements financial
"the filing status of its audited annual financial statements, management’s discussion and analysis"
working interest financial
"The Company has an agreement to earn a 29% working interest in the M47 oil exploration block"
The working interest is the percentage ownership one party holds in an oil or gas lease that gives them the right to a share of production and also the obligation to pay a proportional share of exploration, development and operating costs. Think of it like owning a slice of a cake but also agreeing to pay part of the bill to bake it: a larger working interest means bigger potential revenue when wells produce, but also larger exposure to costs and liabilities if things go wrong.

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

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FAQ

What does Trillion Energy International Inc. (TRLEF) say about its private placement?
Trillion Energy expects to close its previously announced private placement on or about May 22, 2026. It plans to use a portion of the proceeds to fund M47 farm-in obligations, including extending the first US$9.5 million tranche payment deadline to June 30, 2026.

How is Trillion Energy funding its M47 oil exploration farm-in in Türkiye?
Trillion Energy has an agreement to earn a 29% interest in the M47 C3 and C4 licences. The earn-in includes funding US$15 million in work commitments from 2026 through 2028, with part of the current private placement proceeds earmarked to meet near-term farm-in payment obligations.

What is the status of Trillion Energy’s delayed annual financial filings for 2025?
Trillion Energy has not yet filed its audited annual financial statements, MD&A, and related CEO and CFO certifications for the year ended December 31, 2025. The company reports responding to recent audit requests and expects to complete and file these Annual Filings as soon as practicable.

How does the management cease trade order (MCTO) affect Trillion Energy (TRLEF)?
The management cease trade order restricts trading in Trillion Energy’s securities by certain insiders, including the CEO and CFO, until the Annual Filings are completed and the order expires or is revoked. It does not affect the ability of other shareholders to trade the company’s securities.

Is Trillion Energy facing insolvency or undisclosed material issues according to this update?
Trillion Energy states there are no insolvency proceedings against the company and no other material information that has not been generally disclosed. It also confirms compliance with alternative information guidelines under NP 12-203 while it works to complete its outstanding Annual Filings.

Why is Trillion Energy issuing bi-weekly default status reports?
Trillion Energy issues bi-weekly default status reports under National Policy 12-203 because its audited Annual Filings for 2025 are delayed. These updates continue until the filings are made or the company is no longer required to report, providing ongoing disclosure during the default period.

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 15, 2026

 

Commission File Number: 000-55539

 

TRILLION ENERGY INTERNATIONAL INC.
(Translation of registrant’s name into English)

 

Suite 700, 838 West Hastings Street
Vancouver, BC, V6C 0A6
(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

☒ Form 20-F ☐ Form 40-F

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 

 

 
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On May 15, 2026, Trillion Energy International Inc. issued the news release filed herewith as Exhibit 99.1, providing a corporate update on its operations, private placement, annual filings, and MCTO status.

 

Exhibit No.    
99.1  

News Release May 15, 2026 – Trillion Provides Corporate Update

 

 
-3-

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

TRILLION ENERGY INTERNATIONAL INC.  
   
/s/ David Thompson  
David Thompson  
Director, Audit Committee Chair  
   
May 15, 2026  

 

 

 

 

Exhibit 99.1

 

 

Trillion Provides Corporate Update

 

May 15, 2026 - Vancouver, B.C. - Trillion Energy International Inc. (“Trillion” or the “Company”) (CSE: TCF) (OTCQB: TRLEF) (Frankfurt: Z62), a Canadian oil exploration company focused on Türkiye, is providing an update on its previously announced private placement, the status of its M47 oil exploration farm-in, and the filing status of its audited annual financial statements, management’s discussion and analysis and related CEO and CFO certifications for the year ended December 31, 2025 (collectively, the “Annual Filings”).

 

Private Placement and M47 Farm-In Update. The Company expects to close the previously announced private placement on or about May 22, 2026, subject to satisfaction of customary closing conditions. The Company expects to use a portion of the proceeds to fund amounts required in connection with its M47 farm-in obligations, including amounts related to an extension of the deadline for payment of the first tranche of US$9.5 million to June 30, 2026. As previously disclosed, the Company has an agreement to earn a 29% participating interest in the M47 C3 and C4 licences in southeastern Türkiye, subject to satisfying its funding commitments.

 

Annual Filings and MCTO Status. This news release constitutes a bi-weekly default status report in accordance with National Policy 12-203. As previously announced on May 1, 2026, the British Columbia Securities Commission granted a management cease trade order (the “MCTO”) in connection with the Annual Filings which restricts trading in the Company’s securities by certain insiders, including the Chief Executive Officer and Chief Financial Officer, until the Annual Filings have been completed and the MCTO has expired or been revoked. The MCTO does not affect the ability of other shareholders to trade in the Company’s securities.

 

The Company previously announced that it expected to file the Annual Filings on or about May 8, 2026. The Annual Filings have not yet been filed. Since the last report, the Company has responded to recent audit requests and provided outstanding supporting materials requested by its auditor, which it believes should be sufficient to close complete the audit. The Company continues to work with its auditor and advisors to complete the Annual Filings and expects to file the Annual Filings as soon as practicable. The Company will continue to issue bi-weekly default status reports until the Annual Filings are filed, or until it is otherwise no longer required to do so under NP 12-203. Other than as disclosed in this news release, there have been no material changes to the information contained in the Company’s May 1, 2026 default announcement. The Company confirms that, as of the date of this news release: (i) it has not failed to fulfill its stated intentions with respect to satisfying the alternative information guidelines under NP 12-203; (ii) it is not aware of any subsequent actual or anticipated specified default; (iii) there are no insolvency proceedings against the Company; and (iv) there is no other material information concerning the affairs of the Company that has not been generally disclosed.

 

 
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ABOUT TRILLION

 

Trillion Energy International Inc. is a Canadian oil exploration company focused on Türkiye. The Company has an agreement to earn a 29% working interest in the M47 oil exploration block (C3 and C4 licences) located in the Cudi-Gabar petroleum province of Southeastern Türkiye. The earn-in includes funding a total of US$15 million for 2026 through 2028 work commitments. More information may be found on www.sedarplus.ca and on the Company’s website at www.trillionenergy.com.

 

Requests for further information should be directed to:

 

Trillion Energy International Inc.

Sean Stofer, CEO

David Thompson, Chief Financial Officer

Suite 700, 838 West Hastings Street

Vancouver, B.C., V6C 0A6

Phone: 1 (778) 819-1585

e-mail: info@trillionenergy.com

Website: www.trillionenergy.com

 

 

Source: View Original Filing on SEC EDGAR

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