Greenfire Resources plans $575M rights offering tied to acquisition

Greenfire Resources Ltd. (NYSE: GFR) announced its intention to conduct a rights offering of common shares, targeting gross proceeds of at least $575 million, according to a company press release.

The Calgary-based company expects to launch the offering in August 2026, with the net proceeds designated to repay a $575 million bridge loan facility connected to its proposed acquisition of Connacher Oil and Gas Limited. The closing of the rights offering is expected to be conditional upon the closing of that acquisition.

The offering will be made to all holders of Greenfire common shares as of a record date yet to be determined. The company said the offering size may be increased prior to launch, subject to market conditions, with any incremental proceeds used to reduce outstanding credit facility debt.

Waterous Energy Fund, which holds approximately 72% of Greenfire's outstanding common shares through certain limited partnerships, has agreed to a standby purchase commitment of at least $575 million. Under this agreement, the Waterous Energy Fund shareholders and any affiliates will commit to fully exercise their basic subscription privilege and purchase any common shares not subscribed for by other shareholders.

The subscription price will not exceed $6.74 per common share, representing a 15% discount to the company's five-day volume weighted average price on the TSX as of July 10, 2026. Final terms will be determined through negotiations between the Waterous Energy Fund shareholders and a special committee of independent directors.

The offering is expected to be made in Canada via a Canadian prospectus and in the United States through a registration statement on Form F-10 filed with the U.S. Securities and Exchange Commission. Greenfire noted it may elect not to proceed with the rights offering or may modify its terms, timing, and conditions.

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