Greenfire Resources Announces Intention to Conduct Rights Offering

Greenfire Resources Ltd. (NYSE: GFR) (TSX: GFR) (" Greenfire " or the " Company ") today announced its intention to undertake a rights offering of its common shares (the " Rights Offering ") in connection with its proposed acquisition of Connacher Oil and Gas Limited (the " Acquisition ").

The Company expects to launch the Rights Offering in August 2026 for gross proceeds of at least $575 million, subject to receipt of all necessary approvals and market and other conditions.

The Rights Offering is expected to be made to all holders of Greenfire's common shares of record as of a record date to be determined, with the net proceeds used to repay the Company's $575 million bridge loan facility (the " Bridge Facility ") to be incurred in connection with the Acquisition.

Closing of the Rights Offering is expected to be conditional upon closing of the Acquisition.

The size of the Rights Offering may be upsided prior to launch, subject to market conditions, with the incremental net proceeds reducing outstanding credit facility indebtedness.

In connection with the Acquisition and the Rights Offering, certain limited partnerships comprising Waterous Energy Fund, a current holder of approximately 72.0% of the Company's outstanding common shares (collectively, " WEF Shareholders "), have agreed to enter into a standby purchase agreement with the Company pursuant to which the WEF Shareholders and any affiliates will commit to fully exercise their basic subscription privilege and purchase common shares not otherwise subscribed for (the " WEF Standby Commitment ").

The size of the WEF Standby Commitment will be at least $575 million.

The detailed terms of the Rights Offering, including the WEF Standby Commitment, will be determined prior to commencement through negotiations between the WEF Shareholders and a special committee comprised of independent directors of Greenfire that has been established in connection with, among othe...