TOURMALINE AND TOPAZ ANNOUNCE $200 MILLION BOUGHT DEAL SECONDARY OFFERING OF TOPAZ COMMON SHARES

Executive Summary

• Tourmaline Oil Corp. and Topaz Energy Corp. announced a bought‑deal secondary offering of 8,000,000 Topaz common shares at C$25.10 per share, generating approximately C$200 million in gross proceeds for the selling shareholder (Tourmaline).
• The underwriters have an over‑allotment option for up to an additional 15% of the shares; the offering is expected to close around October 28, 2025.
• Proceeds will be used by Tourmarine to fund its NEBC Montney development project and infrastructure build‑out, while Topaz’s float and trading liquidity will be expanded.

Key Details

• Offering Size: 8,000,000 common shares of Topaz Energy Corp.
• Price per Share: C$25.10
• Gross Proceeds to Selling Shareholder: ≈ C$200 million
• Over‑Allotment Option: Up to an additional 15% of the offered shares, exercisable until 30 days post‑closing for market stabilization.
• Seller’s Pre‑Offering Holding: 32,729,494 Topaz common shares (≈ 21.3% of outstanding).
• Seller’s Post‑Offering Holding: 24,729,494 shares (≈ 16.1%; ≈ 15.3% if full over‑allotment exercised).
• Use of Proceeds (Tourmaline): Partial funding of the two‑phase NEBC Montney development project and associated infrastructure build‑out aimed at increasing production to 850,000 boepd by 2031 and boosting cash flow/free cash flow.
• Closing Date: Expected on or about October 28, 2025, subject to customary conditions and regulatory approvals (including TSX).
• Offering Mechanics: Short‑form prospectus filed in all Canadian provinces except Quebec; may be placed privately in the U.S. to “qualified institutional buyers” under Rule 144A.
• Lead Underwriters: Peters & Co. Limited and Scotiabank, acting on behalf of a syndicate of underwriters.

Notable Quotes

(No direct quotes were provided in the release.)