Greenfire Resources Announces Intent to Conduct C$300 Million Rights Offering

Executive Summary

• Greenfire Resources Ltd. announced a planned rights offering targeting gross proceeds of approximately C$300 million.
• The company expects the proceeds, together with cash on hand, to be used to redeem its US$237.5 million senior secured notes due 2028 at 106% plus accrued interest.
• A standby purchase agreement is anticipated with Waterous Energy Fund (WEF) shareholders, who would commit to fully exercise their subscription privilege up to the C$300 million amount.

Key Details

• Rights Offering Size: Target gross proceeds of ~C$300 million.
• Record Date: To be determined; rights offered to all holders of record as of that date.
• Subscription Price Discount: Expected discount not greater than the minimum 15% required under TSX rules.
• Standby Purchase Agreement:
• Counterparties – limited partnerships comprising Waterous Energy Fund (WEF) shareholders, holding ~55.9% of Greenfire’s common shares.
• Commitment – up to C$300 million of unsubscribed shares; no fee payable to WEF.
• Use of Proceeds:
• Redemption of US$237.5 million senior secured notes due 2028 at a redemption price of 106% plus accrued and unpaid interest.
• Remaining cash (if any) to be retained for general corporate purposes.
• Regulatory Filings:
• Canadian rights offering circular to be filed with Canadian securities regulators.
• U.S. registration statement on Form F‑10 to be filed with the SEC, containing the Canadian circular.
• Conditions: Offering subject to execution of definitive documentation, receipt of all necessary approvals, market conditions, and other customary closing conditions. The company may modify or cancel the offering at its discretion.

Notable Quotes

(No executive quotes were included in the release.)