Trillion expects to close private placement May 22

Executive Summary

• Trillion Energy International Inc. issued a biweekly default status report regarding its failure to file annual financial statements and related certifications for the year ended Dec. 31, 2025, which has resulted in a management cease trade order (MCTO) for certain insiders.
• The company expects to close a previously announced private placement on or about May 22, 2026, with proceeds intended to fund M47 farm-in obligations, including an extension of the first tranche payment deadline to June 30, 2026.
• Management states it has responded to recent audit requests and provided outstanding materials to its auditor, believing these actions are sufficient to complete the audit and file the annual reports as soon as practicable.

Key Details

• Regulatory Status: The release constitutes a biweekly default status report under National Policy 12-203.
• Management Cease Trade Order (MCTO): Granted by the B.C. Securities Commission on May 1, 2026, restricting trading in the company's securities by certain insiders, including the CEO and CFO, until annual filings are completed and the MCTO expires or is revoked.
• Shareholder Trading: The MCTO does not affect the ability of other shareholders to trade in the company's securities.
• Filing Timeline: The company previously expected to file annual filings on or about May 8, 2026, but they have not yet been filed. The company expects to file them as soon as practicable.
• Audit Progress: The company has responded to recent audit requests and provided outstanding supporting materials requested by its auditor, which it believes should be sufficient to complete the audit.
• Private Placement: Expected closing on or about May 22, 2026, subject to customary conditions.
• Use of Proceeds: A portion of the private placement proceeds will finance M47 farm-in obligations.
• M47 Farm-in Update: The company has an agreement to earn a 29% participating interest in the M47 C3 and C4 licenses in southeastern Turkey.
• Payment Extension: The deadline for payment of the first tranche of $9.5 million (U.S.) has been extended to June 30, 2026.
• Work Commitments: The earn-in includes financing a total of $15 million (U.S.) for 2026 through 2028 work commitments.
• Company Confirmation: As of the date of the release, the company has not failed to fulfill stated intentions regarding alternative information guidelines under NP 12-203, is not aware of any subsequent specified default, has no insolvency proceedings against it, and has no other undisclosed material information.

Notable Quotes

• "The company continues to work with its auditor and advisers to complete the annual filings and expects to file the annual filings as soon as practicable."