Calfrac Announces Closing of Oversubscribed Rights Offering

Executive Summary

• Calfrac Well Services closed its oversubscribed rights offering, issuing 13,011,153 common shares at $2.69 each for approximately C$35 million in gross proceeds.
• Net proceeds (plus drawdowns from the existing credit facility) will be used to redeem all outstanding US$120,000,100 of 10.875% second‑lien secured notes, extending long‑term debt maturities to July 1 2028.
• The redemption positions Calfrac to finish the year with total long‑term debt at the lower end of its previously guided range ($200–$215 million), representing a year‑over‑year reduction of more than $100 million.

Key Details

• Rights Offering period: closed 5:00 p.m. Toronto time on December 19, 2025; final closing date November 21, 2025.
• Shares issued: 13,011,153 common shares at a subscription price of $2.69 per share.
• Gross proceeds from the rights offering: ≈ C$35.0 million.
• Oversubscription: more than twice subscribed; 96.7% of rights exercised under basic privilege.
• No standby purchase agreement shares were required to be issued.
• Insider participation: approximately 8.2 million shares (≈63% of the offering) purchased by directors and officers.
• Total common shares outstanding after closing: 98,900,612.
• Use of proceeds: combined with drawdowns from a $120 million delayed‑draw term facility and additional capacity under the existing syndicated credit facility to redeem all US$120,000,100 principal amount of 10.875% second‑lien secured notes issued by Calfrac Holdings LP.
• Redemption expected to be completed today (December 23, 2025).
• Post‑redemption debt outlook: long‑term debt anticipated at the lower end of guidance ($200–$215 million), a reduction of >$100 million YoY.

Notable Quotes

“Closing this oversubscribed Rights Offering with the support of a focused group of long-time shareholders is a strong endorsement of the Company’s outlook and improved financial position. The repayment of the Second Lien Notes is a meaningful milestone as it extends the Company’s long‑term debt maturities to July 1 2028, and provides certainty surrounding Calfrac’s deleveraging strategy.” – Mike Olinek, Chief Financial Officer

All monetary figures are in Canadian dollars unless otherwise noted.