Greenfire Resources Announces Terms of Upsized Rights Offering

Greenfire Resources Ltd. (NYSE: GFR) (TSX: GFR) ("Greenfire" or the "Company") today filed a final short form prospectus (the "Final Prospectus") and a corresponding U.S. registration statement on Form F-10 (the "Registration Statement") in connection with its previously announced rights offering (the "Rights Offering"). The Company will use the proceeds from the Rights Offering to repay the C$575 million bridge facility and a portion of the other indebtedness incurred in connection with the Company's acquisition of Connacher Oil and Gas Limited (the "Acquisition"). Full details of the Rights Offering are set out in the Final Prospectus and the Registration Statement, which are available under the Company's profile on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov, respectively.

Under the terms of the Rights Offering, the Company expects to raise gross proceeds of approximately C$775 million (upsized from the previously announced minimum rights offering size of C$575 million). At closing of the Rights Offering, the Company expects to be leveraged at approximately 1.2x Debt / 2027E Adjusted EBITDA at US$70 WTI and expects to have approximately C$425 million of liquidity under its new C$1.0 billion capacity reserves-based loan.

The Rights Offering is available to holders of common shares of the Company (the "Common Shares") of record as at the close of business on August 17, 2026 (the "Record Date") to subscribe for and purchase an aggregate of 114,985,163 Common Shares. Pursuant to the Rights Offering, each holder of Common Shares as at the Record Date will receive one right (a "Right") for each Common Share held for an aggregate of 125,428,529 Rights. Each Right entitles the holder thereof to subscribe for 0.9167 of a Common Share and every 1.0908 Rights entitle an eligible holder to subscribe for one Common Share at a subscription price of either C$6.74 or US$4.81 (the "Subscription Price"). Subject to any further restrictions a Participant may impose, determination of the Subscription Price currency in Canadian dollars or United States dollars will be at the Subscriber's sole discretion.

The Subscription Price represents a 15% discount to the Company's five-day volume weighted average price on the TSX as of July 10, 2026 (the last trading day before announcement of the Acquisition) and is compliant with TSX pricing requirements at the time of filing the Final Prospectus.

The Rights Offering includes an additional subscription privilege under which eligible holders of Rights who exercise all of the Rights issued to them under their basic subscription privilege will be entitled to subscribe for additional Common Shares, if available, that are not otherwise subscribed for under the Rights Offering.

In connection with the Rights Offering, Greenfire has entered into a standby purchase agreement (the "Standby Purchase Agreement") with certain limited partnerships comprising Waterous Energy Fund and an affiliate (collectively, the "WEF Shareholders"). The WEF Shareholders currently own approximately 72.0% of the Company's outstanding Common Shares and have agreed, subject to certain terms and conditions, to exercise their basic subscription privilege in full and will purchase all of the Common Shares that are not otherwise subscribed for and purchased under the Rights Offering by holders of Rights so that the maximum number of Common Shares issuable under the Rights Offering, will be issued and purchased (the "Standby Commitment"). No standby fee will be paid to the WEF Shareholders in connection with the Standby Commitment.

A statement issued by the rights agent, Odyssey Trust Company, under the direct registration system ("Rights DRS Advice") will be mailed to each eligible registered holder of Common Shares as at the Record Date, together with a copy of the Final Prospectus. To subscribe for Common Shares issuable under the Rights Offering...