CALGARY, Alberta, Nov. 13, 2026 (GLOBE NEWSWIRE) — Bonterra Energy Corp. (TSX: BNE; OTCID: BNEFF) (“Bonterra” or the “Company”), a Calgary based oil and gas producer, is pleased to announce its financial and operating results for the three and nine months ended September 30, 2026, highlighted by record quarterly production of 17,222 barrels of oil equivalent (“BOE”) per day, together with its 2027 budget guidance. Bonterra delivered a 43% increase in funds flow per fully diluted share compared to the third quarter of 2025, supported by 17% growth in light crude oil and natural gas liquids production, with funds flow of $30.7 million ($0.83 per fully diluted share).

The Company’s Board of Directors has also approved its 2027 budget and guidance highlighted by a focus on liquids growth, free funds flow generation and additional derisking of inventory at Bonanza Charlie Lake and Wembley Montney. The related unaudited condensed financial statements and management’s discussion and analysis (“MD&A”), are available on SEDAR+ at www.sedarplus.ca and on Bonterra’s website at www.bonterraenergy.com.

Q3 Highlights:

  • Record Quarterly Production averaged 17,222 BOE per day for the quarter, with light crude oil and NGL production up 17% compared to Q3 2025, reflecting focused growth in liquids production
  • Strong Funds Flow1 Growth totaled $30.7 million ($0.83 per fully diluted share), an increase of 43% per fully diluted share compared to Q3 2025, reflecting higher liquids production and a stronger oil pricing environment
  • Disciplined Capital Expenditures1 totaled $15.3 million in the quarter
  • Debt Reduction of $8.1 million for the quarter, after funding of the $4.65 million Bonanza Charlie Lake Tuck-in acquisition, brought Adjusted Net Debt1 to $184.4 million at September 30, 2026

2027 Budget Guidance Highlights:

  • 2027 Guidance targets shareholder returns of approximately 25% comprised of 20% free funds flow yield1 and 5% year-over-year production growth3
  • 2027 Capital Budget Focused on Liquids Growth and Inventory Expansion underpinned by total capital of $120 million, at guidance midpoint, with approximately 90% directed towards base development capital, bringing 23.6 net wells on production and approximately 10% directed towards additional delineation to unlock further drilling inventory at Bonanza Charlie Lake and Wembley Montney that will add production in 2028 with additional infrastructure investment
  • 2027 Production and Financial Guidance targets midpoint average production of 17,400 BOE per day2, generating approximately 10% liquids growth, $171 million of funds flow1 ($4.67 per share4) and $44 million of free funds flow1 ($1.20 per share4)
  • Continued Debt Reduction planned to achieve approximately $125 million to $135 million of adjusted net debt1 (0.7x EBITDA1 at guidance midpoint) by year end 2027

Patrick Oliver, President and Chief Executive Officer, stated: “Our third quarter results reflect record quarterly production and continued growth in liquids production and funds flow per share, supported by disciplined development across our core assets. At Bonanza Charlie Lake, our drilling results to date have expanded our inventory of top tier locations, and ongoing evaluation of well performance is helping us refine and build additional confidence in our development strategy in the play.”

Mr. Oliver added: “Our 2027 plan represents a meaningful step forward for Bonterra. We are well positioned in this commodity environment to generate outsized shareholder returns through production growth and free funds flow generation to achieve significant debt reduction. Our pivot into the Bonanza Charlie Lake and Wembley Montney provides the Company with valuable optionality to allocate development capital across three highly economic light oil plays. Delineation capital detailed in our plan is expected to add Tier 1 inventory with a longer-term view to continued growth. We expect 2027 to be a year of building on our momentum and continuing to generate exceptional operational results across our three core areas.”

Financial & Operating Highlights

Production averaged 17,222 BOE per day during the third quarter of 2026, an increase of 19% compared to the same period in 2025, with combined light crude oil and NGL production up 17% driven by an active first half 2026 capital program and strong production performance from existing producing assets.

Funds Flow1 totaled $30.7 million ($0.83 per fully diluted share) in the third quarter of 2026, an increase of 43% per fully diluted share compared to the same period in 2025, mainly driven by higher light crude oil and NGL production and a stronger oil price environment.

Net Earnings (Loss) totaled $(4.4) million ($(0.12) per fully diluted share) in Q3 2026, inclusive of a $11.2 million unrealized hedging loss. The non-cash unrealized hedging loss impacted reported earnings but did not directly reduce funds flow for the quarter. Net earnings for the first nine months of 2026 totaled $1.6 million.

Field Netback and Cash Netback1 in Q3 2026 averaged $24.34 per BOE and $19.40 per BOE, respectively, inclusive of realized hedging losses in the quarter of $4.47 per BOE, with WTI crude oil prices averaging US$85.79 per barrel and AECO natural gas prices averaging $1.56 per mcf during the period.

Production costs averaged $17.99 per BOE in Q3 2026, compared to $16.41 per BOE in the same period in 2025. The increase was driven by higher workover and maintenance activity, as well as temporary water handling costs associated with new wells and higher gas processing costs from increased natural gas volumes.

Capital expenditures1 totaled $15.3 million in Q3 2026. Approximately 48% was directed to completing, equipping and tying in four gross (4.0 net) operated wells, including one Charlie Lake and three Cardium oil wells. The remaining capital was directed to land acquisitions, recompletions, non-operated activity and supporting infrastructure.

Adjusted Net Debt1 totaled $184.4 million at the end of the third quarter of 2026, down $8.1 million from the second quarter of 2026 which includes the funding of the $4.65 million Bonanza Charlie Lake Tuck-in acquisition, resulting in an adjusted net debt to trailing twelve-month EBITDA ratio of 1.5:1, compared to 1.6:1 in the previous quarter.

Financial and Operating Results

    Three months ended Nine months ended
As at and for the periods ended
($ 000s except for $ per share and $ per BOE)
September 30,
2026
September 30,
2025
September 30,
2026
September 30,
2025
FINANCIAL          
Revenue – realized oil and gas sales 89,524   55,166   253,174 190,041  
Funds flow (1)   30,734   21,330   87,176 72,057  
Per share – basic   0.86   0.59   2.42 1.96  
Per share – diluted   0.83   0.58   2.35 1.93  
Cash flow from operations   19,144   8,344   75,560 67,954  
Per share – basic   0.53   0.23   2.09 1.85  
Per share – diluted   0.52   0.23   2.04 1.82  
Net earnings (loss)   (4,447)   (3,554)   1,615 (12,477)  
Per share – basic   (0.12)   (0.10)   0.04 (0.34)  
Per share – diluted   (0.12)   (0.10)   0.04 (0.33)  
Capital expenditures(1)   15,254   14,783   79,724 53,584  
Oil and gas property acquisition(2) 4,737   –   4,737 –  
Total assets       973,959 935,536  
Adjusted net debt(1)       184,379 168,698  
Bank debt       42,066 26,011  
Shareholders’ equity       524,401 526,565  
OPERATIONS          
Light oil -bbl per day 6,933   6,051   6,670 6,462  
  -average price ($ per bbl) 112.52   81.92   110.53 84.30  
NGLs -bbl per day 1,738   1,353   1,658 1,512  
  -average price ($ per bbl) 50.71   40.42   50.88 42.95  
Conventional natural gas – MCF per day 51,306   42,336   49,096 45,755  
  – average price ($ per MCF) 2.04   1.16   2.15 1.89  
Total BOE per day   17,222   14,460   16,511 15,600  
           

Notes to the above table:

(1) Non-IFRS measure with no standardized meaning; may not be comparable to other issuers’ measures. See advisories in this press release.
(2) On August 10, 2026, the Company acquired all of the issued and outstanding shares of a private oil and gas company holding a non-operated working interest in certain of the Company’s Charlie Lake assets, for cash consideration of $4.18 million and the assumption of a $0.47 million working capital deficiency. This acquisition has been accounted for as an asset acquisition, which resulted in a $4.74 million increase in PP&E and the assumption of $0.09 million in decommissioning liabilities.

Operations Update

Bonanza Charlie Lake

The Company continued to advance development and infrastructure planning at Bonanza Charlie Lake during the third quarter, building on its first-half step-out results, the “03-16” well and the “03-25” well, which validated the lands added in our Q4 2025 acquisition and derisked approximately 20 top tier drilling locations. The Company is incorporating these results into its development inventory and evaluating the infrastructure required to support future production. In the third quarter the Company commenced drilling operations on two additional Charlie Lake wells on the lands added in our Q4 2025 acquisition and plans to complete and bring one of the wells on production in the fourth quarter with the second well planned to be completed and brought on production in the first quarter of 2027.

During the quarter, the Company brought its previously announced “16-11” well on production. The well achieved average 30-day peak rates of approximately 370 BOE per day, including approximately 130 barrels per day of light crude oil, 21 barrels per day of natural gas liquids and 1.3 mmcf per day of conventional natural gas. While initial production results were below internal expectations the well has demonstrated stronger longer-term production potential exhibiting a low production decline to date. At current rates the well is expected to pay out in less than two years on forward strip pricing. The Company continues to monitor production performance, assess potential contributing factors to refine our well design and future planning, and plans to spend delineation capital in the area in 2027.

Q3 Picture for Press Release

On August 10, 2026, the Company acquired all of the issued and outstanding shares of a private company with assets located in the Company’s Bonanza Charlie Lake area, for cash consideration of $4.18 million and the assumption of a $0.47 million working capital deficiency. The acquisition consolidates Bonterra’s primary non-operated partner and increases the Company’s working interest across its Bonanza Charlie Lake position from approximately 90% to 100%. Full ownership is expected to simplify future planning, optimize full cycle development costs and provide greater operational flexibility across Bonterra’s core Charlie Lake development. 

Net production from the Bonanza Charlie Lake asset in the third quarter was approximately 5,352 BOE per day2, inclusive of the previously announced acquisition closed on August 10, 2026, representing 31% of total production in the quarter.

Wembley Montney

At Wembley Montney, the Company’s third Montney well is now fully cleaned up and has demonstrated strong production results with IP180 rates of approximately 800 BOE per day, including approximately 345 barrels per day of liquids (235 barrels per day of light crude oil, 110 barrels per day of natural gas liquids) and 2.75 mmcf per day of conventional natural gas, which is on par with the Company’s second Montney well, representing its best production result to date.

The Company is incorporating the operational and technical findings from its first three wells into future drilling and completion designs and its assessment of the economics of further development. The 2027 base development budget includes bringing 1.0 net Montney well on production from its existing pad, and within its 2027 delineation budget, the Company plans to drill, complete and test production on an additional well in the northern area of the land base, with an additional infrastructure investment decision to follow upon economic success.

Net production from the Wembley Montney asset in the third quarter was approximately 1,314 BOE per day2, representing 8% of total production in the quarter.

Pembina Cardium

The Company continued to optimize production and advance development opportunities across its Pembina Cardium asset during the third quarter. The Company brought three wells on production into an active water flood area and is encouraged with the results demonstrating above type curve performance from the program.

The Company’s Cardium development strategy remains focused on maintaining base production, improving recovery from existing reservoirs under water flood and drilling locations in previously delineated areas that deliver competitive returns. The Cardium base production performance so far in 2026 has been strong, averaging approximately 10,900 BOE per day2 over the first three quarters, demonstrating that a refined focus on optimization of the base assets over the past few years has resulted in enhanced sustainability and free funds flow generation.

Building on the strong year for the base Cardium assets in 2026 and taking advantage of the strong oil pricing environment, the 2027 base development budget includes bringing 15.0 net Cardium wells on production, supported by targeted water flood and infrastructure investment. Drilling will be sequenced according to reservoir performance, expected well economics and prevailing commodity prices.

Net production from the Pembina Cardium asset in the third quarter was approximately 10,556 BOE per day2, representing 61% of total production in the quarter.

Updated 2026 Outlook

The Company reaffirms its production and capital guidance for 2026 outlined below:

  • Annual average production range of 16,600 to 16,800 BOE per day2, weighted approximately 50 to 52% to light oil and natural gas liquids; and
  • Capital expenditure range, excluding acquisitions and divestitures, of $85 million to $90 million.

For the remainder of the year, Bonterra plans to continue to focus on free funds flow generation and balance sheet management with the fourth quarter capital program scheduled to complete, tie-in and bring on production one Bonanza Charlie Lake well. Bonterra plans to enter 2027 with one Bonanza Charlie Lake well drilled and uncompleted (DUC) offsetting the “03-16” well (referenced on the earlier map).

Bonterra remains committed to managing leverage prudently, with further debt reduction a priority for the remainder of 2026.

2027 Budget: Liquids Driven Growth (~10%)3 generating $44 Million of Free Funds Flow1

The Company’s Board of Directors (the “Board”) has approved its 2027 budget (the “Budget”) along with the associated guidance outlined below:

  2027 Guidance
Pricing  
WTI (US$ per bbl) $80.00
AECO Natural Gas Prices ($ per GJ) $2.00
Canadian $ to U.S. $ exchange rate $0.71
Operating & Financial  
Average Daily Production (BOE per day) 17,300 – 17,500
Oil and NGL Weighting (percent) 51 – 53
Funds Flow2,3,4 (millions) $171
Capital Expenditures4 (millions) $115 – $125
Asset Retirement Obligations (millions) $7
Free Funds Flow4 (millions) $44
Adjusted Net Debt4 at Year End (millions) $125 – $135
Adjusted Net Debt to Last Twelve Months’ EBITDA4 0.7x

Notes to the above table:
1 Canadian realized oil price is based on WTI US$80.00 per barrel; Edmonton par differential of US$3.00 per barrel; CAD/USD exchange rate of 0.71 and a quality adjustment of approximately CAD $4.00 per barrel. Pricing includes hedges currently in place.
2 Funds Flow is estimated using the Canadian realized oil price above, a realized natural gas price of approximately CAD $2.50 per mcf and a realized NGL price of approximately CAD $54.25 per barrel. Pricing includes hedges currently in place. The Budget excludes acquisitions and dispositions.
 3 2027 guidance assumes the enactment of the proposed Productivity Mega Deduction substantially as proposed. Should the deduction not be enacted, the Company may reassess its 2027 guidance.
4 Non-IFRS measure with no standardized meaning; may not be comparable to other issuers’ measures. See advisories in this press release.

Budget and Guidance Details

The 2027 Budget is structured to grow liquids-weighted production and generate meaningful free funds flow through continued development of the Company’s established Pembina Cardium production base and Bonanza Charlie Lake asset, supported by targeted drilling, completions, infrastructure and production optimization, alongside measured activity at Wembley Montney. The Budget balances near-term production growth from established development opportunities with longer-term investment to expand and derisk the Company’s drilling inventory. The Company plans to bring 22.0 net operated wells on production in 2027, including 6.0 net Bonanza Charlie Lake wells, 1.0 net Wembley Montney well and 15.0 net Pembina Cardium wells, in addition to $10 million to $15 million directed toward additional delineation at Bonanza Charlie Lake and Wembley Montney to further derisk inventory.

The allocation of the Company’s 2027 planned capital expenditures across base development, delineation and other capital activities is expected to be:

  • approximately 30 percent towards the Charlie Lake core area, including the drilling of 5.0 net wells and completion of 6.0 net wells and infrastructure to support the area’s long-term development;
  • approximately 10 percent towards the Montney, including the drilling and completion of 1.0 net well;
  • approximately 10 percent to further delineation capital at Bonanza Charlie Lake and Wembley Montney requiring additional infrastructure investment; and
  • approximately 50 percent towards the Cardium core area, including the drilling and completion of 15.0 net operated wells (16.6 net total wells) and targeted water flood and infrastructure projects.

Bonterra remains committed to a disciplined approach to managing leverage levels and will direct 2027 free funds flow with a primary focus on debt repayment and a secondary focus on opportunistic share buybacks.

To mitigate risk and add stability during periods of market volatility, the Company has continued to add oil, natural gas and foreign exchange hedges. In 2027 the Company has hedged approximately 20% of forecast oil production at fixed WTI prices ranging between US$72.85 to US$82.50, 8% of forecast natural gas production at fixed prices ranging between $1.70 per GJ to $3.10 per GJ and 12% of forecast U.S. dollar exposure at an average USD/CAD exchange rate of 1.3927.

Bonterra’s budget is designed to enable the Company to responsibly manage the pace of capital deployment and prioritize capital based on risk-adjusted project returns. Bonterra plans to regularly review the Budget and may elect to adjust the amount and timing of capital spending depending on operating results and the prevailing commodity price environment.

The following table shows Bonterra’s sensitivity to key commodity price variables. The sensitivity calculations are performed independently and show the effect of changing one variable while holding all other variables constant.

Annualized sensitivity analysis on funds flow, as estimated for 20271

Impact on funds flow Change $MM $ per share2
WTI crude oil price (US$/bbl) $ 1.00 $ 2.3 $ 0.06
AECO natural gas price ($/GJ) $ 0.10 $ 2.1 $ 0.06
U.S.$ to Canadian $ exchange rate $ 0.01 $ 1.4 $ 0.04

Notes to the above table:
1 This analysis uses current royalty rates, annualized estimated average production of 17,400 BOE per day and no changes in working capital. Analysis includes hedges currently in place.
2 Based on annualized basic weighted average shares outstanding of 36,587,809.

Notes Excluding Tables

(1) Non-IFRS measure with no standardized meaning; may not be comparable to other issuers’ measures. See advisories in this press release.
(2) See “Information Regarding Product Types” contained in this press release.
(3) Based on 2026 guidance low end of 16,600 BOE per day2 and 2027 guidance midpoint of 17,400 BOE per day2.
(4) Based on annualized basic weighted average shares outstanding of 36,587,809.

About Bonterra

Bonterra Energy Corp. (TSX: BNE | OTCID: BNEFF) is a Calgary-based oil and gas producer offering investors exposure to a portfolio of high-impact assets across three of Alberta’s premier light oil plays. Bonterra leverages the stable production and free funds flow of the Pembina Cardium — one of Canada’s largest oil plays — alongside the growth potential of the Bonanza Charlie Lake and Wembley Montney. Built on disciplined growth, capital efficiency, and steady debt reduction, Bonterra is positioned to deliver long-term, sustainable value to shareholders through commodity cycles. For more information, visit www.bonterraenergy.com or follow Bonterra on LinkedIn and X.

For further information please contact:

Bonterra Energy Corp.
Patrick Oliver, President & CEO
Scott Johnston, CFO

Telephone: (403) 262-5307
Fax: (403) 265-7488
Email: info@bonterraenergy.com 

Cautionary Statements

This press release is a summary of Bonterra’s results for the three and nine months ended September 30, 2026 and should be read together with the Company’s unaudited condensed financial statements and MD&A for the same period, which are available on SEDAR+ and at www.bonterraenergy.com.

Non-IFRS and Other Financial Measures

In this press release, the Company refers to certain financial measures and ratios that are not standardized measures recognized under IFRS® Accounting Standards and may not be comparable with similar measures disclosed by other issuers. These measures include “funds flow”, “funds flow per share”, “free funds flow yield”, “capital expenditures”, “adjusted net debt”, “adjusted net debt to EBITDA”, “field netback” and “cash netback” to analyze operating performance. Management uses these measures to assess operating performance, capital allocation, leverage and financial flexibility. Non-IFRS and other financial measures within this release may refer to forward-looking non-IFRS and other financial measures and are calculated consistently with the three and nine months ended September 30, 2026 reconciliations as outlined below.

Funds Flow and Funds Flow per Share

Funds flow is a non-IFRS financial measure defined as cash flow from operating activities, adjusted to exclude changes in non-cash working capital and decommissioning expenditures settled, to replace finance costs with interest expense, and to include investment income received and proceeds on sale of investments, where applicable. Management considers funds flow useful in assessing the Company’s ability to finance capital expenditures, repay debt and meet other capital requirements.

Funds flow per share is a non-IFRS ratio calculated by dividing funds flow by the weighted average number of basic or diluted shares outstanding for the period, as reported in the Company’s condensed consolidated interim financial statements. Management considers funds flow per share useful in assessing the Company’s ability to generate cash on a per-share basis.

Forecast 2027 funds flow per share is calculated consistently with the historical measure, using a forecast weighted average of 36.6 million diluted shares outstanding. This assumes that shares currently held in trust for the Company’s restricted share unit plan and deferred share unit plan are released to employees, officers and directors on vesting during 2027, and that there are no other material share issuances or repurchases.

The following is a reconciliation of funds flow to the most directly comparable IFRS measure, cash flow from operating activities, and the calculation of basic and diluted funds flow per share:

  Three months ended   Nine months ended
($ millions) September 30,
2026
  September 30,
2025
    September 30,
2026
  September 30,
2025
 
Cash flow from operating activities 19.1   8.3     75.6   68.0  
Adjusted for:          
Changes in non-cash working capital 5.3   6.1     4.0   0.7  
Interest expense (4.3)   (4.1)     (13.0)   (12.6)  
Interest paid 7.8   7.7     16.5   10.2  
Decommissioning expenditures 2.7   3.2     3.9   5.5  
Investment income received 0.1   0.1     0.2   0.3  
Funds flow 30.7   21.3     87.2   72.1  
Funds Flow per Share          
$ per share – basic 0.86   0.59     2.42   1.96  
$ per share – diluted 0.83   0.58     2.35   1.93  
           

Capital Expenditures

Capital expenditures is a non-IFRS financial measure calculated as the sum of exploration and evaluation expenditures and property, plant and equipment expenditures, as presented in the statement of cash flows. Management considers capital expenditures useful in assessing the Company’s investment in its development program and its ability to fund that program from funds flow. The most directly comparable IFRS measure is cash flow used in investing activities.

  Three months ended   Nine months ended
($ millions) September 30,
2026
September 30,
2025
  September 30,
2026
September 30,
2025
Comprised of:          
Exploration and evaluation expenditures 0.4 0.4   2.0 0.8
Property, plant and equipment expenditures 14.9 14.4   77.7 52.8
Capital Expenditures 15.3 14.8   79.7 53.6


Free Funds Flow and Free Funds Flow per Share

Free funds flow is a non-IFRS financial measure calculated as funds flow plus proceeds on sale of property, less capital expenditures, acquisitions and decommissioning expenditures settled, as presented in the statement of cash flows. When this calculation results in a negative amount, it is referred to as a free funds flow deficiency. Management uses free funds flow to assess the funds available for future capital allocation decisions. Forecast free funds flow in the 2027 budget excludes acquisitions and dispositions.

Free funds flow per share is a non-IFRS ratio calculated by dividing free funds flow by the weighted average number of basic or diluted shares outstanding for the period, as reported in the Company’s condensed consolidated interim financial statements. Management considers free funds flow per share useful in assessing the funds available for capital allocation on a per-share basis.

The following is a reconciliation of free funds flow to funds flow and the calculation of basic and diluted free funds flow per share:

  Three months ended   Nine months ended
($ millions) September 30,
2026
  September 30,
2025
    September 30,
2026
  September 30,
2025
 
Funds flow 30.7   21.3     87.2   72.1  
Adjusted for:          
Capital expenditures (15.3)   (14.8)     (79.7)   (53.6)  
Acquisition (4.2)   –     (4.2)   –  
Proceeds on sale of property –   0.3     –   2.0  
Decommissioning expenditures (2.7)   (3.2)     (3.9)   (5.5)  
Free funds flow (deficiency) 8.5   3.6     (0.6)   15.0  
Funds flow (deficiency) per Share          
$ per share – basic 0.24   0.10     (0.02)   0.41  
$ per share – diluted 0.23   0.10     (0.02)   0.40  
           


Adjusted Net Debt, EBITDA and Adjusted Net Debt to EBITDA

Adjusted net debt is a non-IFRS financial measure calculated as bank debt and subordinated notes, plus current liabilities less current assets, excluding risk management contracts, the current portion of decommissioning liabilities and deferred consideration. Subordinated notes are included at face value, excluding unamortized issue costs.

EBITDA is a non-IFRS financial measure calculated as net earnings (loss), adjusted for unrealized risk management gains or losses, gains or losses on asset sales, deferred consideration, finance costs, share-based compensation, depletion and depreciation, exploration and evaluation expense, loss on debt extinguishment, and current and deferred income taxes.

Adjusted net debt to EBITDA is a non-IFRS ratio calculated as adjusted net debt divided by trailing twelve-month EBITDA.

Management uses these measures to assess the Company’s leverage and financial flexibility. For further information, refer to Note 10 of the Company’s unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2026.

The following is a summary of adjusted net debt and adjusted net debt to EBITDA, and a reconciliation of trailing twelve-month EBITDA to the most directly comparable IFRS measure, net earnings (loss):

($ millions) September 30,
2026
December 31,
2025
Bank debt 42.1   40.7  
Subordinated notes 132.9   135.7  
Current liabilities 64.3   43.5  
Current assets (40.3)   (40.9)  
Net debt 199.0   179.0  
Risk management contracts (12.5)   2.1  
Decommissioning liabilities – current portion (5.7)   (5.5)  
Deferred consideration – current portion (0.9)   (0.8)  
Unamortized issue costs on subordinated notes 4.5   5.2  
Adjusted Net Debt 184.4   180.0  
     
Net loss (3.0)   (17.1)  
Adjustments to net loss:    
Unrealized loss (gain) on risk management contracts 13.9   (1.3)  
Gain on sale of property –   (4.6)  
Deferred consideration (0.7)   (1.0)  
Finance costs 22.5   22.3  
Share-based compensation 3.3   2.5  
Depletion and depreciation 91.4   101.6  
Extinguishment of debt –   11.6  
Current income tax expense (recovery) 0.6   (1.7)  
Deferred income tax expense (recovery) (0.9)   (3.0)  
EBITDA (trailing twelve months) 127.1   109.3  
Adjusted net debt to EBITDA ratio 1.5   1.6  
     

Field and Cash Netback

Field netback is a non-IFRS financial measure calculated as revenue plus realized gains (or less realized losses) on risk management contracts, less royalties and operating expenses. Field netback per BOE is a non-IFRS ratio calculated as field netback divided by total barrels of oil equivalent produced during the period. Management uses field netback and field netback per BOE to evaluate the Company’s ability to generate a cash margin on a unit-of-production basis.

Cash netback is a non-IFRS financial measure calculated as field netback plus administrative income and investment income received, less interest expense, general and administrative expense and current income tax expense. Cash netback per BOE is a non-IFRS ratio calculated as cash netback divided by total barrels of oil equivalent produced during the period. Management uses cash netback and cash netback per BOE to evaluate the Company’s ability to generate cash flow from continuing corporate activities on a unit-of-production basis.

Field and cash netback are calculated on per unit basis as follows:

  Three months ended   Nine months ended
($ millions) September 30,
2026
  September 30,
2025
    September 30,
2026
  September 30,
2025
 
Oil and gas sales 89.5   55.2     253.2   190.0  
Realized gain (loss) on risk management contracts (7.1)   0.5     (23.7)   1.4  
Royalties (15.4)   (7.1)     (37.4)   (25.4)  
Production costs (28.5)   (21.8)     (77.6)   (72.1)  
Field Netback 38.5   26.8     114.5   93.9  
Office and administration (1.9)   (1.2)     (4.6)   (4.1)  
Employee compensation (2.5)   (1.7)     (7.5)   (5.3)  
Administrative and investment income 0.1   0.1     0.3   –  
Interest expense (4.2)   (4.1)     (12.9)   (12.1)  
Current income (tax) recovery 0.7   1.4     (2.6)   (0.3)  
Cash Netback 30.7   21.3     87.2   72.1  
           
Barrel of oil equivalent (BOE) 1,584,444   1,330,294     4,507,429   4,258,777  
Field Netback ($ per BOE) 24.34   20.16     25.39   22.07  
Cash Netback ($ per BOE) 19.40   16.03     19.34   16.92  
           

Free Funds Flow Yield

Free funds flow yield is a non-IFRS ratio calculated as forecast 2027 free funds flow divided by the Company’s market capitalization. Market capitalization is calculated as a forecast weighted average of 36.6 million diluted shares outstanding multiplied by $6.13, the closing price of the Company’s common shares on the Toronto Stock Exchange on November 11, 2026. The forecast share count is based on shares issued at September 30, 2026, including shares held in trust to settle restricted share units, and assumes no material share issuances or repurchases in 2027. Management uses free funds flow yield to assess the free funds flow expected to be generated by the Company relative to its market value.

Information Regarding Product Types

References to natural gas and NGLs in this press release refer to conventional natural gas and natural gas liquids, respectively, as defined in National Instrument 51-101, Standards of Disclosure for Oil and Gas Activities. The Company’s average production for the seven most recent quarters and references to light crude oil, NGLs and conventional natural gas consist of the product types shown below, using a conversion ratio of 6 mcf of natural gas to one barrel of oil equivalent.

  2026 2025
  Q3 Q2 Q1 Q4 Q3 Q2 Q1
Average daily production              
Light oil (bbls/d) 6,933 6,841 6,228 6,274 6,051 6,794 6,546
NGLs (bbls/d) 1,738 1,695 1,540 1,507 1,353 1,508 1,679
Conventional natural gas (mcf/d) 51,306 49,750 46,173 44,839 42,336 48,584 46,390
Total (BOE/d) 17,222 16,828 15,463 15,254 14,460 16,399 15,957
  • 2026 annual average production, at the midpoint of the guidance range, is anticipated to be comprised of approximately 40% light crude oil, 10% NGLs and 50% conventional natural gas.
  • 2027 annual average production, at the midpoint of the guidance range, is anticipated to be comprised of approximately 43% light crude oil, 9% NGLs and 48% conventional natural gas.
  • Charlie Lake production for Q3 2026 comprised approximately 39% light crude oil, 5% NGLs and 56% conventional natural gas.
  • Cardium production for Q3 2026 comprised approximately 42% light crude oil, 12% NGLs and 46% conventional natural gas.
  • Montney production for Q3 2026 comprised approximately 32% light crude oil, 15% NGLs and 53% conventional natural gas.

Forward-Looking Information

Certain statements contained in this release include statements which contain words such as “anticipate”, “could”, “should”, “expect”, “seek”, “may”, “intend”, “likely”, “will”, “believe” and similar expressions, relating to matters that are not historical facts, and such statements of our beliefs, intentions and expectations about development, results and events which will or may occur in the future, constitute “forward-looking information” within the meaning of applicable Canadian securities legislation and are based on certain assumptions and analysis made by us derived from our experience and perceptions.

Forward-looking information in this release includes, but is not limited to: the Company’s 2026 financial and operating guidance relating to production, oil and liquids weighting and capital expenditures; the Company’s 2026 priorities and outlook, including the fourth quarter 2026 capital program and the Company’s expectation to enter 2027 with one Bonanza Charlie Lake well drilled and uncompleted; the 2027 Budget and 2027 financial and operating guidance relating to production, oil and liquids weighting, production and liquids growth, funds flow, funds flow per share, free funds flow, free funds flow per share, free funds flow yield, capital expenditures, asset retirement obligations, adjusted net debt, adjusted net debt to EBITDA and pricing; targeted shareholder returns; the expected timing of enactment of the proposed Productivity Mega Deduction and its anticipated impact on the Company’s current income taxes and planned delineation capital; anticipated 2027 well counts and timing; the number and location of wells to be brought on production; the timing of drilling, completion and tie-in of wells; expectations regarding the allocation of base development and exploratory capital, including by asset area; development and infrastructure planning at Bonanza Charlie Lake and the number of derisked drilling locations; development, delineation and infrastructure plans in the Company’s core areas; the anticipated benefits of the Bonanza Charlie Lake Tuck-in; the expected results of delineation activities at Bonanza Charlie Lake and Wembley Montney, including the addition of drilling inventory, the timing of related production and the need for additional infrastructure investment; expected well performance, decline profiles and payout, including in respect of the “16-11” well; the incorporation of operational and technical findings into future Wembley Montney drilling and completion designs; the sequencing of Pembina Cardium drilling and the sustainability of Cardium base production; exploration and development activities; expectations relating to wells planned to come onstream; anticipated production by type; plans relating to repayment of indebtedness and, the Company’s year-end 2027 adjusted net debt target and the allocation of free funds flow to debt repayment and opportunistic share buybacks; abandonment and reclamation activities; the Company’s risk management program, including hedges in place for 2027; the sensitivity of funds flow to changes in commodity prices and foreign exchange rates; oil and natural gas prices and demand; expansion and other development trends of the oil and gas industry; business strategy and outlook; expansion and growth of our business and operations; and other such matters.

The Company’s 2026 and 2027 guidance is based on a number of assumptions, including the successful execution of the Company’s drilling, completion and tie-in program, well performance consistent with internal expectations, the availability of third-party processing and pipeline capacity, commodity prices that support the planned pace of capital activity, the enactment of the proposed Productivity Mega Deduction substantially as proposed, and the absence of material changes to royalty regimes and regulatory requirements. Should the Productivity Mega Deduction not be enacted, the Company may reassess its 2027 guidance. The 2027 guidance also assumes the commodity price and foreign exchange assumptions set out in this release and a forecast weighted average of 36.6 million diluted shares outstanding. Forecast free funds flow yield assumes a recent closing price of the Company’s common shares.

All such forward-looking information is based on certain assumptions and analyses made by us in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. The risks, uncertainties, and assumptions are difficult to predict and may affect operations, and may include, without limitation: foreign exchange fluctuations; equipment and labour shortages and inflationary costs; delays or cost overruns in drilling, completion, tie-in and infrastructure projects; general economic conditions; industry conditions; geopolitical events, including conflict in the Middle East and its effect on global crude oil supply and prices; the impact on the Canadian energy industry of U.S. tariffs, changes to international trade agreements or the potential imposition of tariffs or other protectionist economic policies by the Canadian federal or provincial governments; applicable environmental, taxation and other laws and regulations as well as how such laws and regulations may limit growth or operations within the oil and gas industry; changes to royalty regimes; changes to proposed tax legislation, including the Productivity Mega Deduction not being enacted, being enacted in a form different from that proposed, or being enacted later than anticipated; the impact of climate-related financial disclosures on financial results; the ability of the Company to raise capital, maintain its syndicated bank facility, including the outcome of semi-annual borrowing base redeterminations, and refinance indebtedness upon maturity; the effect of weather conditions on operations and facilities; the existence of operating risks; uncertainty in well results, including in delineation areas; the availability of third-party infrastructure and processing capacity; the success of integrating acquired assets; volatility of oil and natural gas prices; oil and gas product supply and demand; risks inherent in the ability to generate sufficient cash flow from operations to meet current and future obligations; the Board revising the Budget; increased competition; stock market volatility and fluctuations in the price of the Company’s common shares; credit risks; climate change risks; cyber security; opportunities available to or pursued by us; and other factors, many of which are beyond our control. The foregoing factors are not exhaustive. Readers are encouraged to review the material risks discussed in the Company’s latest annual information form under the heading “Risk Factors”.

In addition, to the extent that any forward-looking information presented herein constitutes future-oriented financial information or financial outlook, as defined by applicable securities legislation, such information has been approved by management of the Company and has been presented to provide management’s expectations used for budgeting and planning purposes and for providing clarity with respect to the Company’s strategic direction based on the assumptions presented herein and readers are cautioned that this information may not be appropriate for any other purpose.

Actual results, performance or achievements could differ materially from those expressed in, or implied by, this forward-looking information and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur, or if any of them do, what benefits will be derived therefrom. Except as required by law, Bonterra disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

The forward-looking information contained herein is expressly qualified by this cautionary statement.

Frequently Recurring Terms

Bonterra uses the following frequently recurring terms in this press release: “WTI” refers to West Texas Intermediate, a grade of light sweet crude oil used as benchmark pricing in the United States; “MSW Stream Index” or “Edmonton Par” refers to the mixed sweet blend that is the benchmark price for conventionally produced light sweet crude oil in Western Canada; “AECO” is the benchmark price for natural gas in Alberta, Canada; “bbl” refers to barrel; “NGL” refers to natural gas liquids; “mcf” refers to thousand cubic feet; “BCF” refers to billion cubic feet; “MMBTU” refers to million British Thermal Units; “GJ” refers to gigajoule; and “BOE” refers to barrels of oil equivalent. Disclosure provided herein in respect of a BOE may be misleading, particularly if used in isolation. A BOE conversion ratio of 6 mcf: 1 bbl is based on an energy conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.

References in this press release to peak rates, initial production rates, test rates and other short-term production rates are useful in confirming the presence of hydrocarbons; however, such rates are not determinative of the rates at which wells will commence production or decline thereafter and are not indicative of long-term performance or of ultimate recovery. Readers are cautioned not to place undue reliance on such rates when evaluating aggregate production or future performance. Such results should be considered preliminary.

Numerical Amounts

All amounts in this press release are stated in Canadian dollars unless otherwise specified. The reporting and the functional currency of the Company is the Canadian dollar.

The TSX does not accept responsibility for the accuracy of this release.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/21b9c3e0-0180-4855-8051-757b1334707e

CALGARY, Alberta, Nov. 13, 2026 (GLOBE NEWSWIRE) — Bonterra Energy Corp. (TSX: BNE; OTCID: BNEFF) (“Bonterra” or the “Company”), a Calgary based oil and gas producer, is pleased to announce its financial and operating results for the three and nine months ended September 30, 2026, highlighted by record quarterly production of 17,222 barrels of oil equivalent (“BOE”) per day, together with its 2027 budget guidance. Bonterra delivered a 43% increase in funds flow per fully diluted share compared to the third quarter of 2025, supported by 17% growth in light crude oil and natural gas liquids production, with funds flow of $30.7 million ($0.83 per fully diluted share).

The Company’s Board of Directors has also approved its 2027 budget and guidance highlighted by a focus on liquids growth, free funds flow generation and additional derisking of inventory at Bonanza Charlie Lake and Wembley Montney. The related unaudited condensed financial statements and management’s discussion and analysis (“MD&A”), are available on SEDAR+ at www.sedarplus.ca and on Bonterra’s website at www.bonterraenergy.com.

Q3 Highlights:

  • Record Quarterly Production averaged 17,222 BOE per day for the quarter, with light crude oil and NGL production up 17% compared to Q3 2025, reflecting focused growth in liquids production
  • Strong Funds Flow1 Growth totaled $30.7 million ($0.83 per fully diluted share), an increase of 43% per fully diluted share compared to Q3 2025, reflecting higher liquids production and a stronger oil pricing environment
  • Disciplined Capital Expenditures1 totaled $15.3 million in the quarter
  • Debt Reduction of $8.1 million for the quarter, after funding of the $4.65 million Bonanza Charlie Lake Tuck-in acquisition, brought Adjusted Net Debt1 to $184.4 million at September 30, 2026

2027 Budget Guidance Highlights:

  • 2027 Guidance targets shareholder returns of approximately 25% comprised of 20% free funds flow yield1 and 5% year-over-year production growth3
  • 2027 Capital Budget Focused on Liquids Growth and Inventory Expansion underpinned by total capital of $120 million, at guidance midpoint, with approximately 90% directed towards base development capital, bringing 23.6 net wells on production and approximately 10% directed towards additional delineation to unlock further drilling inventory at Bonanza Charlie Lake and Wembley Montney that will add production in 2028 with additional infrastructure investment
  • 2027 Production and Financial Guidance targets midpoint average production of 17,400 BOE per day2, generating approximately 10% liquids growth, $171 million of funds flow1 ($4.67 per share4) and $44 million of free funds flow1 ($1.20 per share4)
  • Continued Debt Reduction planned to achieve approximately $125 million to $135 million of adjusted net debt1 (0.7x EBITDA1 at guidance midpoint) by year end 2027

Patrick Oliver, President and Chief Executive Officer, stated: “Our third quarter results reflect record quarterly production and continued growth in liquids production and funds flow per share, supported by disciplined development across our core assets. At Bonanza Charlie Lake, our drilling results to date have expanded our inventory of top tier locations, and ongoing evaluation of well performance is helping us refine and build additional confidence in our development strategy in the play.”

Mr. Oliver added: “Our 2027 plan represents a meaningful step forward for Bonterra. We are well positioned in this commodity environment to generate outsized shareholder returns through production growth and free funds flow generation to achieve significant debt reduction. Our pivot into the Bonanza Charlie Lake and Wembley Montney provides the Company with valuable optionality to allocate development capital across three highly economic light oil plays. Delineation capital detailed in our plan is expected to add Tier 1 inventory with a longer-term view to continued growth. We expect 2027 to be a year of building on our momentum and continuing to generate exceptional operational results across our three core areas.”

Financial & Operating Highlights

Production averaged 17,222 BOE per day during the third quarter of 2026, an increase of 19% compared to the same period in 2025, with combined light crude oil and NGL production up 17% driven by an active first half 2026 capital program and strong production performance from existing producing assets.

Funds Flow1 totaled $30.7 million ($0.83 per fully diluted share) in the third quarter of 2026, an increase of 43% per fully diluted share compared to the same period in 2025, mainly driven by higher light crude oil and NGL production and a stronger oil price environment.

Net Earnings (Loss) totaled $(4.4) million ($(0.12) per fully diluted share) in Q3 2026, inclusive of a $11.2 million unrealized hedging loss. The non-cash unrealized hedging loss impacted reported earnings but did not directly reduce funds flow for the quarter. Net earnings for the first nine months of 2026 totaled $1.6 million.

Field Netback and Cash Netback1 in Q3 2026 averaged $24.34 per BOE and $19.40 per BOE, respectively, inclusive of realized hedging losses in the quarter of $4.47 per BOE, with WTI crude oil prices averaging US$85.79 per barrel and AECO natural gas prices averaging $1.56 per mcf during the period.

Production costs averaged $17.99 per BOE in Q3 2026, compared to $16.41 per BOE in the same period in 2025. The increase was driven by higher workover and maintenance activity, as well as temporary water handling costs associated with new wells and higher gas processing costs from increased natural gas volumes.

Capital expenditures1 totaled $15.3 million in Q3 2026. Approximately 48% was directed to completing, equipping and tying in four gross (4.0 net) operated wells, including one Charlie Lake and three Cardium oil wells. The remaining capital was directed to land acquisitions, recompletions, non-operated activity and supporting infrastructure.

Adjusted Net Debt1 totaled $184.4 million at the end of the third quarter of 2026, down $8.1 million from the second quarter of 2026 which includes the funding of the $4.65 million Bonanza Charlie Lake Tuck-in acquisition, resulting in an adjusted net debt to trailing twelve-month EBITDA ratio of 1.5:1, compared to 1.6:1 in the previous quarter.

Financial and Operating Results

    Three months ended Nine months ended
As at and for the periods ended
($ 000s except for $ per share and $ per BOE)
September 30,
2026
September 30,
2025
September 30,
2026
September 30,
2025
FINANCIAL          
Revenue – realized oil and gas sales 89,524   55,166   253,174 190,041  
Funds flow (1)   30,734   21,330   87,176 72,057  
Per share – basic   0.86   0.59   2.42 1.96  
Per share – diluted   0.83   0.58   2.35 1.93  
Cash flow from operations   19,144   8,344   75,560 67,954  
Per share – basic   0.53   0.23   2.09 1.85  
Per share – diluted   0.52   0.23   2.04 1.82  
Net earnings (loss)   (4,447)   (3,554)   1,615 (12,477)  
Per share – basic   (0.12)   (0.10)   0.04 (0.34)  
Per share – diluted   (0.12)   (0.10)   0.04 (0.33)  
Capital expenditures(1)   15,254   14,783   79,724 53,584  
Oil and gas property acquisition(2) 4,737   –   4,737 –  
Total assets       973,959 935,536  
Adjusted net debt(1)       184,379 168,698  
Bank debt       42,066 26,011  
Shareholders’ equity       524,401 526,565  
OPERATIONS          
Light oil -bbl per day 6,933   6,051   6,670 6,462  
  -average price ($ per bbl) 112.52   81.92   110.53 84.30  
NGLs -bbl per day 1,738   1,353   1,658 1,512  
  -average price ($ per bbl) 50.71   40.42   50.88 42.95  
Conventional natural gas – MCF per day 51,306   42,336   49,096 45,755  
  – average price ($ per MCF) 2.04   1.16   2.15 1.89  
Total BOE per day   17,222   14,460   16,511 15,600  
           

Notes to the above table:

(1) Non-IFRS measure with no standardized meaning; may not be comparable to other issuers’ measures. See advisories in this press release.
(2) On August 10, 2026, the Company acquired all of the issued and outstanding shares of a private oil and gas company holding a non-operated working interest in certain of the Company’s Charlie Lake assets, for cash consideration of $4.18 million and the assumption of a $0.47 million working capital deficiency. This acquisition has been accounted for as an asset acquisition, which resulted in a $4.74 million increase in PP&E and the assumption of $0.09 million in decommissioning liabilities.

Operations Update

Bonanza Charlie Lake

The Company continued to advance development and infrastructure planning at Bonanza Charlie Lake during the third quarter, building on its first-half step-out results, the “03-16” well and the “03-25” well, which validated the lands added in our Q4 2025 acquisition and derisked approximately 20 top tier drilling locations. The Company is incorporating these results into its development inventory and evaluating the infrastructure required to support future production. In the third quarter the Company commenced drilling operations on two additional Charlie Lake wells on the lands added in our Q4 2025 acquisition and plans to complete and bring one of the wells on production in the fourth quarter with the second well planned to be completed and brought on production in the first quarter of 2027.

During the quarter, the Company brought its previously announced “16-11” well on production. The well achieved average 30-day peak rates of approximately 370 BOE per day, including approximately 130 barrels per day of light crude oil, 21 barrels per day of natural gas liquids and 1.3 mmcf per day of conventional natural gas. While initial production results were below internal expectations the well has demonstrated stronger longer-term production potential exhibiting a low production decline to date. At current rates the well is expected to pay out in less than two years on forward strip pricing. The Company continues to monitor production performance, assess potential contributing factors to refine our well design and future planning, and plans to spend delineation capital in the area in 2027.

Q3 Picture for Press Release

On August 10, 2026, the Company acquired all of the issued and outstanding shares of a private company with assets located in the Company’s Bonanza Charlie Lake area, for cash consideration of $4.18 million and the assumption of a $0.47 million working capital deficiency. The acquisition consolidates Bonterra’s primary non-operated partner and increases the Company’s working interest across its Bonanza Charlie Lake position from approximately 90% to 100%. Full ownership is expected to simplify future planning, optimize full cycle development costs and provide greater operational flexibility across Bonterra’s core Charlie Lake development. 

Net production from the Bonanza Charlie Lake asset in the third quarter was approximately 5,352 BOE per day2, inclusive of the previously announced acquisition closed on August 10, 2026, representing 31% of total production in the quarter.

Wembley Montney

At Wembley Montney, the Company’s third Montney well is now fully cleaned up and has demonstrated strong production results with IP180 rates of approximately 800 BOE per day, including approximately 345 barrels per day of liquids (235 barrels per day of light crude oil, 110 barrels per day of natural gas liquids) and 2.75 mmcf per day of conventional natural gas, which is on par with the Company’s second Montney well, representing its best production result to date.

The Company is incorporating the operational and technical findings from its first three wells into future drilling and completion designs and its assessment of the economics of further development. The 2027 base development budget includes bringing 1.0 net Montney well on production from its existing pad, and within its 2027 delineation budget, the Company plans to drill, complete and test production on an additional well in the northern area of the land base, with an additional infrastructure investment decision to follow upon economic success.

Net production from the Wembley Montney asset in the third quarter was approximately 1,314 BOE per day2, representing 8% of total production in the quarter.

Pembina Cardium

The Company continued to optimize production and advance development opportunities across its Pembina Cardium asset during the third quarter. The Company brought three wells on production into an active water flood area and is encouraged with the results demonstrating above type curve performance from the program.

The Company’s Cardium development strategy remains focused on maintaining base production, improving recovery from existing reservoirs under water flood and drilling locations in previously delineated areas that deliver competitive returns. The Cardium base production performance so far in 2026 has been strong, averaging approximately 10,900 BOE per day2 over the first three quarters, demonstrating that a refined focus on optimization of the base assets over the past few years has resulted in enhanced sustainability and free funds flow generation.

Building on the strong year for the base Cardium assets in 2026 and taking advantage of the strong oil pricing environment, the 2027 base development budget includes bringing 15.0 net Cardium wells on production, supported by targeted water flood and infrastructure investment. Drilling will be sequenced according to reservoir performance, expected well economics and prevailing commodity prices.

Net production from the Pembina Cardium asset in the third quarter was approximately 10,556 BOE per day2, representing 61% of total production in the quarter.

Updated 2026 Outlook

The Company reaffirms its production and capital guidance for 2026 outlined below:

  • Annual average production range of 16,600 to 16,800 BOE per day2, weighted approximately 50 to 52% to light oil and natural gas liquids; and
  • Capital expenditure range, excluding acquisitions and divestitures, of $85 million to $90 million.

For the remainder of the year, Bonterra plans to continue to focus on free funds flow generation and balance sheet management with the fourth quarter capital program scheduled to complete, tie-in and bring on production one Bonanza Charlie Lake well. Bonterra plans to enter 2027 with one Bonanza Charlie Lake well drilled and uncompleted (DUC) offsetting the “03-16” well (referenced on the earlier map).

Bonterra remains committed to managing leverage prudently, with further debt reduction a priority for the remainder of 2026.

2027 Budget: Liquids Driven Growth (~10%)3 generating $44 Million of Free Funds Flow1

The Company’s Board of Directors (the “Board”) has approved its 2027 budget (the “Budget”) along with the associated guidance outlined below:

  2027 Guidance
Pricing  
WTI (US$ per bbl) $80.00
AECO Natural Gas Prices ($ per GJ) $2.00
Canadian $ to U.S. $ exchange rate $0.71
Operating & Financial  
Average Daily Production (BOE per day) 17,300 – 17,500
Oil and NGL Weighting (percent) 51 – 53
Funds Flow2,3,4 (millions) $171
Capital Expenditures4 (millions) $115 – $125
Asset Retirement Obligations (millions) $7
Free Funds Flow4 (millions) $44
Adjusted Net Debt4 at Year End (millions) $125 – $135
Adjusted Net Debt to Last Twelve Months’ EBITDA4 0.7x

Notes to the above table:
1 Canadian realized oil price is based on WTI US$80.00 per barrel; Edmonton par differential of US$3.00 per barrel; CAD/USD exchange rate of 0.71 and a quality adjustment of approximately CAD $4.00 per barrel. Pricing includes hedges currently in place.
2 Funds Flow is estimated using the Canadian realized oil price above, a realized natural gas price of approximately CAD $2.50 per mcf and a realized NGL price of approximately CAD $54.25 per barrel. Pricing includes hedges currently in place. The Budget excludes acquisitions and dispositions.
 3 2027 guidance assumes the enactment of the proposed Productivity Mega Deduction substantially as proposed. Should the deduction not be enacted, the Company may reassess its 2027 guidance.
4 Non-IFRS measure with no standardized meaning; may not be comparable to other issuers’ measures. See advisories in this press release.

Budget and Guidance Details

The 2027 Budget is structured to grow liquids-weighted production and generate meaningful free funds flow through continued development of the Company’s established Pembina Cardium production base and Bonanza Charlie Lake asset, supported by targeted drilling, completions, infrastructure and production optimization, alongside measured activity at Wembley Montney. The Budget balances near-term production growth from established development opportunities with longer-term investment to expand and derisk the Company’s drilling inventory. The Company plans to bring 22.0 net operated wells on production in 2027, including 6.0 net Bonanza Charlie Lake wells, 1.0 net Wembley Montney well and 15.0 net Pembina Cardium wells, in addition to $10 million to $15 million directed toward additional delineation at Bonanza Charlie Lake and Wembley Montney to further derisk inventory.

The allocation of the Company’s 2027 planned capital expenditures across base development, delineation and other capital activities is expected to be:

  • approximately 30 percent towards the Charlie Lake core area, including the drilling of 5.0 net wells and completion of 6.0 net wells and infrastructure to support the area’s long-term development;
  • approximately 10 percent towards the Montney, including the drilling and completion of 1.0 net well;
  • approximately 10 percent to further delineation capital at Bonanza Charlie Lake and Wembley Montney requiring additional infrastructure investment; and
  • approximately 50 percent towards the Cardium core area, including the drilling and completion of 15.0 net operated wells (16.6 net total wells) and targeted water flood and infrastructure projects.

Bonterra remains committed to a disciplined approach to managing leverage levels and will direct 2027 free funds flow with a primary focus on debt repayment and a secondary focus on opportunistic share buybacks.

To mitigate risk and add stability during periods of market volatility, the Company has continued to add oil, natural gas and foreign exchange hedges. In 2027 the Company has hedged approximately 20% of forecast oil production at fixed WTI prices ranging between US$72.85 to US$82.50, 8% of forecast natural gas production at fixed prices ranging between $1.70 per GJ to $3.10 per GJ and 12% of forecast U.S. dollar exposure at an average USD/CAD exchange rate of 1.3927.

Bonterra’s budget is designed to enable the Company to responsibly manage the pace of capital deployment and prioritize capital based on risk-adjusted project returns. Bonterra plans to regularly review the Budget and may elect to adjust the amount and timing of capital spending depending on operating results and the prevailing commodity price environment.

The following table shows Bonterra’s sensitivity to key commodity price variables. The sensitivity calculations are performed independently and show the effect of changing one variable while holding all other variables constant.

Annualized sensitivity analysis on funds flow, as estimated for 20271

Impact on funds flow Change $MM $ per share2
WTI crude oil price (US$/bbl) $ 1.00 $ 2.3 $ 0.06
AECO natural gas price ($/GJ) $ 0.10 $ 2.1 $ 0.06
U.S.$ to Canadian $ exchange rate $ 0.01 $ 1.4 $ 0.04

Notes to the above table:
1 This analysis uses current royalty rates, annualized estimated average production of 17,400 BOE per day and no changes in working capital. Analysis includes hedges currently in place.
2 Based on annualized basic weighted average shares outstanding of 36,587,809.

Notes Excluding Tables

(1) Non-IFRS measure with no standardized meaning; may not be comparable to other issuers’ measures. See advisories in this press release.
(2) See “Information Regarding Product Types” contained in this press release.
(3) Based on 2026 guidance low end of 16,600 BOE per day2 and 2027 guidance midpoint of 17,400 BOE per day2.
(4) Based on annualized basic weighted average shares outstanding of 36,587,809.

About Bonterra

Bonterra Energy Corp. (TSX: BNE | OTCID: BNEFF) is a Calgary-based oil and gas producer offering investors exposure to a portfolio of high-impact assets across three of Alberta’s premier light oil plays. Bonterra leverages the stable production and free funds flow of the Pembina Cardium — one of Canada’s largest oil plays — alongside the growth potential of the Bonanza Charlie Lake and Wembley Montney. Built on disciplined growth, capital efficiency, and steady debt reduction, Bonterra is positioned to deliver long-term, sustainable value to shareholders through commodity cycles. For more information, visit www.bonterraenergy.com or follow Bonterra on LinkedIn and X.

For further information please contact:

Bonterra Energy Corp.
Patrick Oliver, President & CEO
Scott Johnston, CFO

Telephone: (403) 262-5307
Fax: (403) 265-7488
Email: info@bonterraenergy.com 

Cautionary Statements

This press release is a summary of Bonterra’s results for the three and nine months ended September 30, 2026 and should be read together with the Company’s unaudited condensed financial statements and MD&A for the same period, which are available on SEDAR+ and at www.bonterraenergy.com.

Non-IFRS and Other Financial Measures

In this press release, the Company refers to certain financial measures and ratios that are not standardized measures recognized under IFRS® Accounting Standards and may not be comparable with similar measures disclosed by other issuers. These measures include “funds flow”, “funds flow per share”, “free funds flow yield”, “capital expenditures”, “adjusted net debt”, “adjusted net debt to EBITDA”, “field netback” and “cash netback” to analyze operating performance. Management uses these measures to assess operating performance, capital allocation, leverage and financial flexibility. Non-IFRS and other financial measures within this release may refer to forward-looking non-IFRS and other financial measures and are calculated consistently with the three and nine months ended September 30, 2026 reconciliations as outlined below.

Funds Flow and Funds Flow per Share

Funds flow is a non-IFRS financial measure defined as cash flow from operating activities, adjusted to exclude changes in non-cash working capital and decommissioning expenditures settled, to replace finance costs with interest expense, and to include investment income received and proceeds on sale of investments, where applicable. Management considers funds flow useful in assessing the Company’s ability to finance capital expenditures, repay debt and meet other capital requirements.

Funds flow per share is a non-IFRS ratio calculated by dividing funds flow by the weighted average number of basic or diluted shares outstanding for the period, as reported in the Company’s condensed consolidated interim financial statements. Management considers funds flow per share useful in assessing the Company’s ability to generate cash on a per-share basis.

Forecast 2027 funds flow per share is calculated consistently with the historical measure, using a forecast weighted average of 36.6 million diluted shares outstanding. This assumes that shares currently held in trust for the Company’s restricted share unit plan and deferred share unit plan are released to employees, officers and directors on vesting during 2027, and that there are no other material share issuances or repurchases.

The following is a reconciliation of funds flow to the most directly comparable IFRS measure, cash flow from operating activities, and the calculation of basic and diluted funds flow per share:

  Three months ended   Nine months ended
($ millions) September 30,
2026
  September 30,
2025
    September 30,
2026
  September 30,
2025
 
Cash flow from operating activities 19.1   8.3     75.6   68.0  
Adjusted for:          
Changes in non-cash working capital 5.3   6.1     4.0   0.7  
Interest expense (4.3)   (4.1)     (13.0)   (12.6)  
Interest paid 7.8   7.7     16.5   10.2  
Decommissioning expenditures 2.7   3.2     3.9   5.5  
Investment income received 0.1   0.1     0.2   0.3  
Funds flow 30.7   21.3     87.2   72.1  
Funds Flow per Share          
$ per share – basic 0.86   0.59     2.42   1.96  
$ per share – diluted 0.83   0.58     2.35   1.93  
           

Capital Expenditures

Capital expenditures is a non-IFRS financial measure calculated as the sum of exploration and evaluation expenditures and property, plant and equipment expenditures, as presented in the statement of cash flows. Management considers capital expenditures useful in assessing the Company’s investment in its development program and its ability to fund that program from funds flow. The most directly comparable IFRS measure is cash flow used in investing activities.

  Three months ended   Nine months ended
($ millions) September 30,
2026
September 30,
2025
  September 30,
2026
September 30,
2025
Comprised of:          
Exploration and evaluation expenditures 0.4 0.4   2.0 0.8
Property, plant and equipment expenditures 14.9 14.4   77.7 52.8
Capital Expenditures 15.3 14.8   79.7 53.6


Free Funds Flow and Free Funds Flow per Share

Free funds flow is a non-IFRS financial measure calculated as funds flow plus proceeds on sale of property, less capital expenditures, acquisitions and decommissioning expenditures settled, as presented in the statement of cash flows. When this calculation results in a negative amount, it is referred to as a free funds flow deficiency. Management uses free funds flow to assess the funds available for future capital allocation decisions. Forecast free funds flow in the 2027 budget excludes acquisitions and dispositions.

Free funds flow per share is a non-IFRS ratio calculated by dividing free funds flow by the weighted average number of basic or diluted shares outstanding for the period, as reported in the Company’s condensed consolidated interim financial statements. Management considers free funds flow per share useful in assessing the funds available for capital allocation on a per-share basis.

The following is a reconciliation of free funds flow to funds flow and the calculation of basic and diluted free funds flow per share:

  Three months ended   Nine months ended
($ millions) September 30,
2026
  September 30,
2025
    September 30,
2026
  September 30,
2025
 
Funds flow 30.7   21.3     87.2   72.1  
Adjusted for:          
Capital expenditures (15.3)   (14.8)     (79.7)   (53.6)  
Acquisition (4.2)   –     (4.2)   –  
Proceeds on sale of property –   0.3     –   2.0  
Decommissioning expenditures (2.7)   (3.2)     (3.9)   (5.5)  
Free funds flow (deficiency) 8.5   3.6     (0.6)   15.0  
Funds flow (deficiency) per Share          
$ per share – basic 0.24   0.10     (0.02)   0.41  
$ per share – diluted 0.23   0.10     (0.02)   0.40  
           


Adjusted Net Debt, EBITDA and Adjusted Net Debt to EBITDA

Adjusted net debt is a non-IFRS financial measure calculated as bank debt and subordinated notes, plus current liabilities less current assets, excluding risk management contracts, the current portion of decommissioning liabilities and deferred consideration. Subordinated notes are included at face value, excluding unamortized issue costs.

EBITDA is a non-IFRS financial measure calculated as net earnings (loss), adjusted for unrealized risk management gains or losses, gains or losses on asset sales, deferred consideration, finance costs, share-based compensation, depletion and depreciation, exploration and evaluation expense, loss on debt extinguishment, and current and deferred income taxes.

Adjusted net debt to EBITDA is a non-IFRS ratio calculated as adjusted net debt divided by trailing twelve-month EBITDA.

Management uses these measures to assess the Company’s leverage and financial flexibility. For further information, refer to Note 10 of the Company’s unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2026.

The following is a summary of adjusted net debt and adjusted net debt to EBITDA, and a reconciliation of trailing twelve-month EBITDA to the most directly comparable IFRS measure, net earnings (loss):

($ millions) September 30,
2026
December 31,
2025
Bank debt 42.1   40.7  
Subordinated notes 132.9   135.7  
Current liabilities 64.3   43.5  
Current assets (40.3)   (40.9)  
Net debt 199.0   179.0  
Risk management contracts (12.5)   2.1  
Decommissioning liabilities – current portion (5.7)   (5.5)  
Deferred consideration – current portion (0.9)   (0.8)  
Unamortized issue costs on subordinated notes 4.5   5.2  
Adjusted Net Debt 184.4   180.0  
     
Net loss (3.0)   (17.1)  
Adjustments to net loss:    
Unrealized loss (gain) on risk management contracts 13.9   (1.3)  
Gain on sale of property –   (4.6)  
Deferred consideration (0.7)   (1.0)  
Finance costs 22.5   22.3  
Share-based compensation 3.3   2.5  
Depletion and depreciation 91.4   101.6  
Extinguishment of debt –   11.6  
Current income tax expense (recovery) 0.6   (1.7)  
Deferred income tax expense (recovery) (0.9)   (3.0)  
EBITDA (trailing twelve months) 127.1   109.3  
Adjusted net debt to EBITDA ratio 1.5   1.6  
     

Field and Cash Netback

Field netback is a non-IFRS financial measure calculated as revenue plus realized gains (or less realized losses) on risk management contracts, less royalties and operating expenses. Field netback per BOE is a non-IFRS ratio calculated as field netback divided by total barrels of oil equivalent produced during the period. Management uses field netback and field netback per BOE to evaluate the Company’s ability to generate a cash margin on a unit-of-production basis.

Cash netback is a non-IFRS financial measure calculated as field netback plus administrative income and investment income received, less interest expense, general and administrative expense and current income tax expense. Cash netback per BOE is a non-IFRS ratio calculated as cash netback divided by total barrels of oil equivalent produced during the period. Management uses cash netback and cash netback per BOE to evaluate the Company’s ability to generate cash flow from continuing corporate activities on a unit-of-production basis.

Field and cash netback are calculated on per unit basis as follows:

  Three months ended   Nine months ended
($ millions) September 30,
2026
  September 30,
2025
    September 30,
2026
  September 30,
2025
 
Oil and gas sales 89.5   55.2     253.2   190.0  
Realized gain (loss) on risk management contracts (7.1)   0.5     (23.7)   1.4  
Royalties (15.4)   (7.1)     (37.4)   (25.4)  
Production costs (28.5)   (21.8)     (77.6)   (72.1)  
Field Netback 38.5   26.8     114.5   93.9  
Office and administration (1.9)   (1.2)     (4.6)   (4.1)  
Employee compensation (2.5)   (1.7)     (7.5)   (5.3)  
Administrative and investment income 0.1   0.1     0.3   –  
Interest expense (4.2)   (4.1)     (12.9)   (12.1)  
Current income (tax) recovery 0.7   1.4     (2.6)   (0.3)  
Cash Netback 30.7   21.3     87.2   72.1  
           
Barrel of oil equivalent (BOE) 1,584,444   1,330,294     4,507,429   4,258,777  
Field Netback ($ per BOE) 24.34   20.16     25.39   22.07  
Cash Netback ($ per BOE) 19.40   16.03     19.34   16.92  
           

Free Funds Flow Yield

Free funds flow yield is a non-IFRS ratio calculated as forecast 2027 free funds flow divided by the Company’s market capitalization. Market capitalization is calculated as a forecast weighted average of 36.6 million diluted shares outstanding multiplied by $6.13, the closing price of the Company’s common shares on the Toronto Stock Exchange on November 11, 2026. The forecast share count is based on shares issued at September 30, 2026, including shares held in trust to settle restricted share units, and assumes no material share issuances or repurchases in 2027. Management uses free funds flow yield to assess the free funds flow expected to be generated by the Company relative to its market value.

Information Regarding Product Types

References to natural gas and NGLs in this press release refer to conventional natural gas and natural gas liquids, respectively, as defined in National Instrument 51-101, Standards of Disclosure for Oil and Gas Activities. The Company’s average production for the seven most recent quarters and references to light crude oil, NGLs and conventional natural gas consist of the product types shown below, using a conversion ratio of 6 mcf of natural gas to one barrel of oil equivalent.

  2026 2025
  Q3 Q2 Q1 Q4 Q3 Q2 Q1
Average daily production              
Light oil (bbls/d) 6,933 6,841 6,228 6,274 6,051 6,794 6,546
NGLs (bbls/d) 1,738 1,695 1,540 1,507 1,353 1,508 1,679
Conventional natural gas (mcf/d) 51,306 49,750 46,173 44,839 42,336 48,584 46,390
Total (BOE/d) 17,222 16,828 15,463 15,254 14,460 16,399 15,957
  • 2026 annual average production, at the midpoint of the guidance range, is anticipated to be comprised of approximately 40% light crude oil, 10% NGLs and 50% conventional natural gas.
  • 2027 annual average production, at the midpoint of the guidance range, is anticipated to be comprised of approximately 43% light crude oil, 9% NGLs and 48% conventional natural gas.
  • Charlie Lake production for Q3 2026 comprised approximately 39% light crude oil, 5% NGLs and 56% conventional natural gas.
  • Cardium production for Q3 2026 comprised approximately 42% light crude oil, 12% NGLs and 46% conventional natural gas.
  • Montney production for Q3 2026 comprised approximately 32% light crude oil, 15% NGLs and 53% conventional natural gas.

Forward-Looking Information

Certain statements contained in this release include statements which contain words such as “anticipate”, “could”, “should”, “expect”, “seek”, “may”, “intend”, “likely”, “will”, “believe” and similar expressions, relating to matters that are not historical facts, and such statements of our beliefs, intentions and expectations about development, results and events which will or may occur in the future, constitute “forward-looking information” within the meaning of applicable Canadian securities legislation and are based on certain assumptions and analysis made by us derived from our experience and perceptions.

Forward-looking information in this release includes, but is not limited to: the Company’s 2026 financial and operating guidance relating to production, oil and liquids weighting and capital expenditures; the Company’s 2026 priorities and outlook, including the fourth quarter 2026 capital program and the Company’s expectation to enter 2027 with one Bonanza Charlie Lake well drilled and uncompleted; the 2027 Budget and 2027 financial and operating guidance relating to production, oil and liquids weighting, production and liquids growth, funds flow, funds flow per share, free funds flow, free funds flow per share, free funds flow yield, capital expenditures, asset retirement obligations, adjusted net debt, adjusted net debt to EBITDA and pricing; targeted shareholder returns; the expected timing of enactment of the proposed Productivity Mega Deduction and its anticipated impact on the Company’s current income taxes and planned delineation capital; anticipated 2027 well counts and timing; the number and location of wells to be brought on production; the timing of drilling, completion and tie-in of wells; expectations regarding the allocation of base development and exploratory capital, including by asset area; development and infrastructure planning at Bonanza Charlie Lake and the number of derisked drilling locations; development, delineation and infrastructure plans in the Company’s core areas; the anticipated benefits of the Bonanza Charlie Lake Tuck-in; the expected results of delineation activities at Bonanza Charlie Lake and Wembley Montney, including the addition of drilling inventory, the timing of related production and the need for additional infrastructure investment; expected well performance, decline profiles and payout, including in respect of the “16-11” well; the incorporation of operational and technical findings into future Wembley Montney drilling and completion designs; the sequencing of Pembina Cardium drilling and the sustainability of Cardium base production; exploration and development activities; expectations relating to wells planned to come onstream; anticipated production by type; plans relating to repayment of indebtedness and, the Company’s year-end 2027 adjusted net debt target and the allocation of free funds flow to debt repayment and opportunistic share buybacks; abandonment and reclamation activities; the Company’s risk management program, including hedges in place for 2027; the sensitivity of funds flow to changes in commodity prices and foreign exchange rates; oil and natural gas prices and demand; expansion and other development trends of the oil and gas industry; business strategy and outlook; expansion and growth of our business and operations; and other such matters.

The Company’s 2026 and 2027 guidance is based on a number of assumptions, including the successful execution of the Company’s drilling, completion and tie-in program, well performance consistent with internal expectations, the availability of third-party processing and pipeline capacity, commodity prices that support the planned pace of capital activity, the enactment of the proposed Productivity Mega Deduction substantially as proposed, and the absence of material changes to royalty regimes and regulatory requirements. Should the Productivity Mega Deduction not be enacted, the Company may reassess its 2027 guidance. The 2027 guidance also assumes the commodity price and foreign exchange assumptions set out in this release and a forecast weighted average of 36.6 million diluted shares outstanding. Forecast free funds flow yield assumes a recent closing price of the Company’s common shares.

All such forward-looking information is based on certain assumptions and analyses made by us in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. The risks, uncertainties, and assumptions are difficult to predict and may affect operations, and may include, without limitation: foreign exchange fluctuations; equipment and labour shortages and inflationary costs; delays or cost overruns in drilling, completion, tie-in and infrastructure projects; general economic conditions; industry conditions; geopolitical events, including conflict in the Middle East and its effect on global crude oil supply and prices; the impact on the Canadian energy industry of U.S. tariffs, changes to international trade agreements or the potential imposition of tariffs or other protectionist economic policies by the Canadian federal or provincial governments; applicable environmental, taxation and other laws and regulations as well as how such laws and regulations may limit growth or operations within the oil and gas industry; changes to royalty regimes; changes to proposed tax legislation, including the Productivity Mega Deduction not being enacted, being enacted in a form different from that proposed, or being enacted later than anticipated; the impact of climate-related financial disclosures on financial results; the ability of the Company to raise capital, maintain its syndicated bank facility, including the outcome of semi-annual borrowing base redeterminations, and refinance indebtedness upon maturity; the effect of weather conditions on operations and facilities; the existence of operating risks; uncertainty in well results, including in delineation areas; the availability of third-party infrastructure and processing capacity; the success of integrating acquired assets; volatility of oil and natural gas prices; oil and gas product supply and demand; risks inherent in the ability to generate sufficient cash flow from operations to meet current and future obligations; the Board revising the Budget; increased competition; stock market volatility and fluctuations in the price of the Company’s common shares; credit risks; climate change risks; cyber security; opportunities available to or pursued by us; and other factors, many of which are beyond our control. The foregoing factors are not exhaustive. Readers are encouraged to review the material risks discussed in the Company’s latest annual information form under the heading “Risk Factors”.

In addition, to the extent that any forward-looking information presented herein constitutes future-oriented financial information or financial outlook, as defined by applicable securities legislation, such information has been approved by management of the Company and has been presented to provide management’s expectations used for budgeting and planning purposes and for providing clarity with respect to the Company’s strategic direction based on the assumptions presented herein and readers are cautioned that this information may not be appropriate for any other purpose.

Actual results, performance or achievements could differ materially from those expressed in, or implied by, this forward-looking information and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur, or if any of them do, what benefits will be derived therefrom. Except as required by law, Bonterra disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

The forward-looking information contained herein is expressly qualified by this cautionary statement.

Frequently Recurring Terms

Bonterra uses the following frequently recurring terms in this press release: “WTI” refers to West Texas Intermediate, a grade of light sweet crude oil used as benchmark pricing in the United States; “MSW Stream Index” or “Edmonton Par” refers to the mixed sweet blend that is the benchmark price for conventionally produced light sweet crude oil in Western Canada; “AECO” is the benchmark price for natural gas in Alberta, Canada; “bbl” refers to barrel; “NGL” refers to natural gas liquids; “mcf” refers to thousand cubic feet; “BCF” refers to billion cubic feet; “MMBTU” refers to million British Thermal Units; “GJ” refers to gigajoule; and “BOE” refers to barrels of oil equivalent. Disclosure provided herein in respect of a BOE may be misleading, particularly if used in isolation. A BOE conversion ratio of 6 mcf: 1 bbl is based on an energy conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.

References in this press release to peak rates, initial production rates, test rates and other short-term production rates are useful in confirming the presence of hydrocarbons; however, such rates are not determinative of the rates at which wells will commence production or decline thereafter and are not indicative of long-term performance or of ultimate recovery. Readers are cautioned not to place undue reliance on such rates when evaluating aggregate production or future performance. Such results should be considered preliminary.

Numerical Amounts

All amounts in this press release are stated in Canadian dollars unless otherwise specified. The reporting and the functional currency of the Company is the Canadian dollar.

The TSX does not accept responsibility for the accuracy of this release.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/21b9c3e0-0180-4855-8051-757b1334707e

Seoul, South Korea, Nov. 13, 2026 (GLOBE NEWSWIRE) — GRAVITY Co., Ltd. (NasdaqGM: GRVY) (“Gravity” or “Company”), a developer and publisher of online and mobile games based in South Korea, today announced its unaudited financial results for the third quarter ended September 30, 2026, prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board and business updates.

THIRD QUARTER 2026 HIGHLIGHTS

  • Total revenues were KRW 197,146 million (US$ 145,397 thousand), representing a 21.8% increase from the second quarter ended June 30, 2026 (“QoQ”) and a 41.9% increase from the third quarter ended September 30, 2025 (“YoY”).
  • Operating profit was KRW 28,728 million (US$ 21,186 thousand), representing a 4.2% increase QoQ and a 35.0% increase YoY.
  • Profit before income tax expense was KRW 27,684 million (US$ 20,416 thousand), representing a 14.7% decrease QoQ and a 1.8% increase YoY.
  • Net profit attributable to parent company was KRW 21,407 million (US$ 15,787 thousand), representing a 12.1% decrease QoQ and a 7.7% increase YoY.

REVIEW OF THIRD QUARTER 2026 FINANCIAL RESULTS

Revenues

Online game revenues for the third quarter of 2026 were KRW 25,139 million (US$ 18,540 thousand), representing a 15.2% decrease QoQ from KRW 29,660 million and a 3.2% decrease YoY from KRW 25,968 million. The decrease QoQ was mainly attributable to decreased revenue from Ragnarok Online in Thailand. This decrease was partially offset by initial revenue from Ragnarok Zero: Global launched in Southeast Asia, Europe and Oceania on August 18, 2026. The decrease YoY was mainly due to decreased revenues from Ragnarok Online America Latina in Latin America and Ragnarok Online in Taiwan, Hong Kong and Macau. This decrease was partially offset by initial revenue from Ragnarok Zero: Global launched in Southeast Asia, Europe and Oceania on August 18, 2026.

Mobile game revenues were KRW 169,387 million (US$ 124,925 thousand) for the third quarter of 2026, representing a 31.7% increase QoQ from KRW 128,611 million and a 54.6% increase YoY from KRW 109,571 million. The increase QoQ was mainly attributable to initial revenues from Ragnarok: The New World launched in Southeast Asia except for Vietnam on July 16, 2026, Ragnarok M: Classic launched in Korea on July 16, 2026 and Ragnarok Origin Classic launched in North, Central and South America on July 23, 2026. Such increase was partially offset by decreased revenues from Ragnarok Origin Classic in Korea, Taiwan, Hong Kong, Macau and Southeast Asia and Ragnarok: The New World in Taiwan, Hong Kong and Macau. The increase YoY was mainly due to initial revenues from Ragnarok: The New World launched in Southeast Asia except for Vietnam on July 16, 2026 and in Taiwan, Hong Kong and Macau on January 15, 2026 and Ragnarok Origin Classic launched in Korea, Taiwan, Hong Kong, Macau and Southeast Asia on March 26, 2026. Such increase was partially offset by decreased revenues from Ragnarok M: Classic in Taiwan, Hong Kong, Macau and Southeast Asia and Ragnarok: Twilight in Taiwan, Hong Kong and Macau.

Other revenues were KRW 2,620 million (US$ 1,932 thousand) for the third quarter of 2026, representing a 27.5% decrease QoQ from KRW 3,613 million and a 21.9% decrease YoY from KRW 3,355 million.

Cost of Revenue

Cost of revenue was KRW 141,696 million (US$ 104,503 thousand) for the third quarter of 2026, representing a 29.4% increase QoQ from KRW 109,541 million and a 60.0% increase YoY from KRW 88,542 million. The increase QoQ was mainly due to initial commission paid for mobile game services related to Ragnarok: The New World launched in Southeast Asia except for Vietnam on July 16, 2026. The increase YoY was primarily due to initial commissions paid for mobile game services related to Ragnarok: The New World launched in Southeast Asia except for Vietnam on July 16, 2026 and in Taiwan, Hong Kong and Macau on January 15, 2026 and Ragnarok Origin Classic launched in Korea, Taiwan, Hong Kong, Macau and Southeast Asia on March 26, 2026.

Operating Expenses

Operating expenses were KRW 26,722 million (US$ 19,708 thousand) for the third quarter of 2026, representing a 7.9% increase QoQ from KRW 24,761 million and an 8.1% decrease YoY from KRW 29,076 million. The increase QoQ was mainly due to increased advertising expenses for Ragnarok Zero: Global in Southeast Asia, Europe and Oceania. The decrease YoY was mainly due to decreased advertising expenses for Ragnarok Idle Adventure Plus in Korea and Global and Nobunaga’s Ambition: The Road to the World in Japan.

Profit Before Income Tax Expense

Profit before income tax expense was KRW 27,684 million (US$ 20,416 thousand) for the third quarter of 2026 compared with profit before income tax expense of KRW 32,470 million for the second quarter of 2026 and profit before income tax expense of KRW 27,207 million for the third quarter of 2025.

Net Profit

As a result of the foregoing factors, Gravity recorded a net profit attributable to parent company of KRW 21,407 million (US$ 15,787 thousand) for the third quarter of 2026 compared with net profit attributable to parent company of KRW 24,341 million for the second quarter of 2026 and a net profit attributable to parent company of KRW 19,869 million for the third quarter of 2025.

Liquidity

The balance of cash and cash equivalents and short-term financial instruments was KRW 616,485 million (US$ 454,665 thousand) as of September 30, 2026.

Note: For convenience purposes only, the KRW amounts have been expressed in U.S. dollars at the exchange rate of KRW 1,355.91 to US$ 1.00, the noon buying rate in effect on September 30, 2026 as quoted by the Federal Reserve Bank of New York.

GRAVITY BUSINESS UPDATES

Ragnarok Online IP-based Games

  • Ragnarok Zero: Global, an MMORPG PC game

Ragnarok Zero: Global was officially launched in Southeast Asia (except Vietnam), Europe and Oceania on August 18, 2026. Ragnarok Zero: Americas will be launched in North and South America in January 2027.

  • Ragnarok: Midgard Senki, a 2D MMORPG Mobile and PC game

Ragnarok: Midgard Senki was officially launched in Taiwan, Hong Kong and Macau on October 23, 2026, and will be launched in Korea and Southeast Asia (except Vietnam) in the first half of 2027.

  • Ragnarok: GO, an Idle RPG Mobile game

Ragnarok: GO was officially launched in Southeast Asia (except Vietnam) on October 29, 2026, and will be launched in Taiwan, Hong Kong and Macau in the first quarter of 2027.

  • Ragnarok: Yggdrasil, an MMORPG and SLG Mobile and PC game

Ragnarok: Yggdrasil will be launched in Central and South America in December 2026.

  • Ragnarok: Adventures, a Vertical Idle MMORPG Mobile game

Ragnarok: Adventures will be launched in Japan in the fourth quarter of 2026.

  • Ragnarok Abyss, an MMOARPG Mobile and PC game

Ragnarok Abyss will be launched within 2027.

  • Ragmon Marble, a Casual Board and F2P with Blockchain-based reward Mobile game

Ragmon Marble will be launched in Thailand, Indonesia, the Philippines and Malaysia in the first quarter of 2027.

  • Ragnarok Origin Classic, an MMORPG Mobile and PC game

Ragnarok Origin Classic will be launched in Vietnam in the first quarter of 2027.

  • Ragnarok Online 3, an MMORPG Mobile and PC game

Ragnarok Online 3 is underway for its launch in China and Asia (Korea, Taiwan, Hong Kong, Macau and Southeast Asia (except Vietnam)) in the first half of 2027. Preparation for its launch in Japan, Europe and North, Central and South America is underway.

  • Ragnarok: The New World, an MMORPG Mobile and PC game

Ragnarok: The New World will be launched in Japan and Korea in the first half of 2027, and in China and Global (except certain regions) within 2027.

  • Ragnarok Online Plus+, an MMORPG Mobile and PC game

Ragnarok Online Plus+ will be launched in Korea in the first half of 2027.

  • Ragnarok M: Eternal Love 2, an MMORPG Mobile and PC game

Ragnarok M: Eternal Love 2 will be launched in China within 2027.

  • Ragnarok: Path of Destiny (Ragnarok: The Promised Adventure), a Casual Idle MMORPG HTML5 and Mobile game

Ragnarok: Path of Destiny (Ragnarok: The Promised Adventure) will be launched in Southeast Asia (except Vietnam) in the first half of 2027.

Ragnarok Online IP-based Blockchain Game

  • Ragnarok Landverse Classic, an MMORPG Blockchain, HTML5, Mobile and PC game

Ragnarok Landverse Classic will be launched in Southeast Asia (except Indonesia and Vietnam) in December 2026.

Expansion of Ragnarok IP Business

We launched ‘RO Lite’ a casual-genre brand based on the Ragnarok IP, and have released two titles under it: RO Lite – Arrow on August 11, 2026, and RO Lite – BLOCK PUZZLE on September 16, 2026.

Other IP-based Games

  • RAMUSU: Ramen Girls 2048 Puzzle, a Puzzle Mobile game

RAMUSU: Ramen Girls 2048 Puzzle was officially launched in Global (except certain regions) on August 21, 2026.

  • Hashire HEBEREKE: EX, a Racing and Remake Console and PC game

Hashire HEBEREKE: EX was officially launched in Global (except for Japan on Nintendo Switch) on September 3, 2026.

  • Galvatein: Adventurers’ Guild, a Simulation Console and PC game

Galvatein: Adventurers’ Guild was launched in Early Access on Steam in Global on September 22, 2026.

  • NBA RISE, a Basketball Management and Card Collecting Mobile game

NBA RISE was officially launched in Korea, Southeast Asia (except Vietnam) and Oceania on October 20, 2026.

  • Aeruta, an Action RPG Console and PC game

Aeruta will be launched in Global in the fourth quarter of 2026.

  • Jaleco Arcade Collection, a Retro Console and PC game

Jaleco Arcade Collection will be launched in Global in the first quarter of 2027.

  • LIGHT ODYSSEY, a Boss Rush Action and Soul-like Console and PC game

LIGHT ODYSSEY will be launched in Global in the second quarter of 2027.

  • Final Knight, an Action RPG Console and PC game

Final Knight will be launched in Global in the second quarter of 2027.

Our New Businesses Operated by Joint Ventures

Gravity Game Max Co., Ltd., a subsidiary in Thailand to be established within 2026, will officially launch RAGLAND, a Ragnarok IP-based User Generated Content creation and distribution platform, in August 2028.

AIWAN PTE. LTD., a subsidiary in Singapore to be established within 2026, will soft-launch AIWAN, a platform for HTML5 gameplay, content creation and sharing, in the first quarter of 2027.

Investor Presentation

Gravity issued an investor presentation. The presentation contains the Company’s recent business updates, results of the third quarter in 2026 and Gravity’s business plan. The presentation can be found on the Company’s website under the IR Archives section at https://www.gravity.co.kr/en/ir/updates. Korean and Japanese versions of the presentation are also provided on the website.

About GRAVITY Co., Ltd. —————————————————

Gravity is a developer and publisher of online and mobile games. Gravity’s principal product, Ragnarok Online, is a popular online game in many markets, including Japan and Taiwan, and is currently commercially offered in 91 regions. For more information about Gravity, please visit http://www.gravity.co.kr.

Forward-Looking Statements:

Certain statements in this press release may include, in addition to historical information, “forward-looking statements” within the meaning of the “safe-harbor” provisions of the U.S. Private Securities Litigation Reform Act 1995. Forward-looking statements can generally be identified by the use of forward-looking terminology, such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe”, “project,” or “continue” or the negative thereof or other similar words, although not all forward-looking statements contain these words. Investors should consider the information contained in our submissions and filings with the United States Securities and Exchange Commission (the “SEC”), including our annual report for the fiscal year ended December 31, 2025 on Form 20-F, together with such other documents that we may submit to or file with the SEC from time to time, on Form 6-K. The forward-looking statements speak only as of this press release and we assume no duty to update them to reflect new, changing or unanticipated events or circumstances.

Contact:

Mr. Heung Gon Kim
Chief Financial Officer
Gravity Co., Ltd.
Email: kheung@gravity.co.kr

Ms. Jin Lee
Ms. Jimin Park
IR Unit
Gravity Co., Ltd.
Email: ir@gravity.co.kr
Telephone: +82-2-2132-7800

GRAVITY Co., Ltd.
Consolidated Statements of Financial Position

(In millions of KRW and thousands of US$)

    As of
    31-Dec-25     30-Sep-26
    KRW     US$     KRW     US$
    (audited)     (unaudited)     (unaudited)     (unaudited)
Assets                              
Current assets:                              
Cash and cash equivalents               203,599                 150,157                 209,410                 154,442
Short-term financial instruments               415,034                 306,093                 407,075                 300,223
Accounts receivable, net                 56,318                   41,535                   91,412                   67,417
Other receivables, net                    2,904                      2,142                         824                         608
Prepaid expenses                 13,766                   10,153                   10,731                      7,914
Other current financial assets                    4,333                      3,196                      6,246                      4,607
Other current assets                    2,559                      1,887                      2,988                      2,204
Total current assets               698,513                 515,163                 728,686                 537,415
Property and equipment, net                 10,770                      7,943                      7,896                      5,823
Intangible assets, net                    7,157                      5,278                      4,881                      3,600
Deferred tax assets                    7,209                      5,317                      6,370                      4,698
Other non-current financial assets                    3,812                      2,811                      3,755                      2,769
Other non-current assets                 15,201                   11,210                   52,659                   38,836
Total assets               742,662                 547,722                 804,247                 593,141
Liabilities and Equity                              
Current liabilities:                              
Accounts payable                 61,927                   45,672                   88,553                   65,309
Deferred revenue                 21,501                   15,857                   22,173                   16,353
Withholdings                    1,655                      1,221                      1,733                      1,278
Accrued expense                    2,597                      1,915                      2,197                      1,620
Income tax payable                    4,633                      3,417                      8,900                      6,564
Other current liabilities                    3,718                      2,742                      3,100                      2,286
Total current liabilities                 96,031                   70,824                 126,656                   93,410
Long-term account payables                       623                         459                         550                         406
Long-term deferred revenue                       410                         302                      4,561                      3,364
Deferred tax liabilities                    1,736                      1,280                      1,736                      1,280
Other non-current liabilities                    6,496                      4,792                      4,725                      3,485
Total liabilities               105,296                   77,657                 138,228                 101,945
Share capital                    3,474                      2,562                      3,474                      2,562
Capital surplus                 26,979                   19,897                   26,979                   19,897
Other components of equity                 25,523                   18,824                      9,672                      7,133
Retained earnings               580,882                 428,407                 625,449                 461,276
Equity attributable to owners of the Parent Company               636,858                 469,690                 665,574                 490,868
Non-controlling interest                       508                         375                         445                         328
Total equity               637,366                 470,065                 666,019                 491,196
Total liabilities and equity               742,662                 547,722                 804,247                 593,141

* For convenience purposes only, the KRW amounts are expressed in U.S. dollars at the rate of KRW 1,355.91 to US$ 1.00, the noon buying rate in effect on September 30, 2026 as quoted by the Federal Reserve Bank of New York.

GRAVITY Co., Ltd.
Consolidated Statements of Comprehensive Income

(In millions of KRW and thousands of US$ except for share and ADS data)

    Three months ended   Nine months ended
    30-Jun-26 30-Sep-25 30-Sep-26   30-Sep-25   30-Sep-26
    (KRW)   (KRW)   (KRW)   (US$)   (KRW)   (KRW)   (US$)
    (unaudited)   (unaudited)   (unaudited)   (unaudited)   (unaudited)   (unaudited)   (unaudited)
Revenues:                                          
Online games     29,660     25,968     25,139     18,540     66,745     80,705     59,521
Mobile games     128,611     109,571     169,387     124,925     369,060     430,798     317,719
Other revenue     3,613     3,355     2,620     1,932     11,293     9,405     6,936
Total net revenue     161,884     138,894     197,146     145,397     447,098     520,908     384,176
Cost of revenue     109,541     88,542     141,696     104,503     290,006     361,461     266,582
Gross profit     52,343     50,352     55,450     40,894     157,092     159,447     117,594
Operating expenses:                                          
Selling, general and administrative expenses     21,131     26,675     24,006     17,705     82,043     64,746     47,751
Research and development     2,951     2,149     2,753     2,030     8,871     6,837     5,042
Others, net                      679                      252                      (37)                      (27)                        502     724     534
Total operating expenses     24,761     29,076     26,722     19,708     91,416     72,307     53,327
Operating profit     27,582     21,276     28,728     21,186     65,676     87,140     64,267
Finance income(costs):                                          
Finance income     5,875     3,283     2,240     1,652     16,651     17,986     13,265
Finance costs                    (987)                  2,648                (3,284)                (2,422)                  (7,964)                (6,647)               (4,902)
Profit before income tax     32,470     27,207     27,684     20,416     74,363     98,479     72,630
Income tax expense     8,123     7,362     6,285     4,635     19,220     23,342     17,215
Profit for the year     24,347     19,845     21,399     15,781     55,143     75,137     55,415
Profit attributable to:                                          
Non-controlling interest                          6                      (24)                        (8)                        (6)                          (9)                        (5)                      (4)
Owners of Parent     24,341     19,869     21,407     15,787     55,152     75,142     55,419
Earnings per share                                          
– Basic and diluted     3,503     2,859     3,081     2.27     7,937     10,814     7.98
Weighted average number of shares outstanding                                          
– Basic and diluted     6,948,900     6,948,900     6,948,900     6,948,900     6,948,900     6,948,900     6,948,900
Earnings per ADS                                          
– Basic and diluted     3,503     2,859     3,081     2.27     7,937     10,814     7.98
                                           

* For convenience, the KRW amounts are expressed in U.S. dollars at the rate of KRW 1,355.91 to US$1.00, the noon buying rate in effect on September 30, 2026 as quoted by the Federal Reserve Bank of New York.
(1) Each ADS represents one common share.

Seoul, South Korea, Nov. 13, 2026 (GLOBE NEWSWIRE) — GRAVITY Co., Ltd. (NasdaqGM: GRVY) (“Gravity” or “Company”), a developer and publisher of online and mobile games based in South Korea, today announced its unaudited financial results for the third quarter ended September 30, 2026, prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board and business updates.

THIRD QUARTER 2026 HIGHLIGHTS

  • Total revenues were KRW 197,146 million (US$ 145,397 thousand), representing a 21.8% increase from the second quarter ended June 30, 2026 (“QoQ”) and a 41.9% increase from the third quarter ended September 30, 2025 (“YoY”).
  • Operating profit was KRW 28,728 million (US$ 21,186 thousand), representing a 4.2% increase QoQ and a 35.0% increase YoY.
  • Profit before income tax expense was KRW 27,684 million (US$ 20,416 thousand), representing a 14.7% decrease QoQ and a 1.8% increase YoY.
  • Net profit attributable to parent company was KRW 21,407 million (US$ 15,787 thousand), representing a 12.1% decrease QoQ and a 7.7% increase YoY.

REVIEW OF THIRD QUARTER 2026 FINANCIAL RESULTS

Revenues

Online game revenues for the third quarter of 2026 were KRW 25,139 million (US$ 18,540 thousand), representing a 15.2% decrease QoQ from KRW 29,660 million and a 3.2% decrease YoY from KRW 25,968 million. The decrease QoQ was mainly attributable to decreased revenue from Ragnarok Online in Thailand. This decrease was partially offset by initial revenue from Ragnarok Zero: Global launched in Southeast Asia, Europe and Oceania on August 18, 2026. The decrease YoY was mainly due to decreased revenues from Ragnarok Online America Latina in Latin America and Ragnarok Online in Taiwan, Hong Kong and Macau. This decrease was partially offset by initial revenue from Ragnarok Zero: Global launched in Southeast Asia, Europe and Oceania on August 18, 2026.

Mobile game revenues were KRW 169,387 million (US$ 124,925 thousand) for the third quarter of 2026, representing a 31.7% increase QoQ from KRW 128,611 million and a 54.6% increase YoY from KRW 109,571 million. The increase QoQ was mainly attributable to initial revenues from Ragnarok: The New World launched in Southeast Asia except for Vietnam on July 16, 2026, Ragnarok M: Classic launched in Korea on July 16, 2026 and Ragnarok Origin Classic launched in North, Central and South America on July 23, 2026. Such increase was partially offset by decreased revenues from Ragnarok Origin Classic in Korea, Taiwan, Hong Kong, Macau and Southeast Asia and Ragnarok: The New World in Taiwan, Hong Kong and Macau. The increase YoY was mainly due to initial revenues from Ragnarok: The New World launched in Southeast Asia except for Vietnam on July 16, 2026 and in Taiwan, Hong Kong and Macau on January 15, 2026 and Ragnarok Origin Classic launched in Korea, Taiwan, Hong Kong, Macau and Southeast Asia on March 26, 2026. Such increase was partially offset by decreased revenues from Ragnarok M: Classic in Taiwan, Hong Kong, Macau and Southeast Asia and Ragnarok: Twilight in Taiwan, Hong Kong and Macau.

Other revenues were KRW 2,620 million (US$ 1,932 thousand) for the third quarter of 2026, representing a 27.5% decrease QoQ from KRW 3,613 million and a 21.9% decrease YoY from KRW 3,355 million.

Cost of Revenue

Cost of revenue was KRW 141,696 million (US$ 104,503 thousand) for the third quarter of 2026, representing a 29.4% increase QoQ from KRW 109,541 million and a 60.0% increase YoY from KRW 88,542 million. The increase QoQ was mainly due to initial commission paid for mobile game services related to Ragnarok: The New World launched in Southeast Asia except for Vietnam on July 16, 2026. The increase YoY was primarily due to initial commissions paid for mobile game services related to Ragnarok: The New World launched in Southeast Asia except for Vietnam on July 16, 2026 and in Taiwan, Hong Kong and Macau on January 15, 2026 and Ragnarok Origin Classic launched in Korea, Taiwan, Hong Kong, Macau and Southeast Asia on March 26, 2026.

Operating Expenses

Operating expenses were KRW 26,722 million (US$ 19,708 thousand) for the third quarter of 2026, representing a 7.9% increase QoQ from KRW 24,761 million and an 8.1% decrease YoY from KRW 29,076 million. The increase QoQ was mainly due to increased advertising expenses for Ragnarok Zero: Global in Southeast Asia, Europe and Oceania. The decrease YoY was mainly due to decreased advertising expenses for Ragnarok Idle Adventure Plus in Korea and Global and Nobunaga’s Ambition: The Road to the World in Japan.

Profit Before Income Tax Expense

Profit before income tax expense was KRW 27,684 million (US$ 20,416 thousand) for the third quarter of 2026 compared with profit before income tax expense of KRW 32,470 million for the second quarter of 2026 and profit before income tax expense of KRW 27,207 million for the third quarter of 2025.

Net Profit

As a result of the foregoing factors, Gravity recorded a net profit attributable to parent company of KRW 21,407 million (US$ 15,787 thousand) for the third quarter of 2026 compared with net profit attributable to parent company of KRW 24,341 million for the second quarter of 2026 and a net profit attributable to parent company of KRW 19,869 million for the third quarter of 2025.

Liquidity

The balance of cash and cash equivalents and short-term financial instruments was KRW 616,485 million (US$ 454,665 thousand) as of September 30, 2026.

Note: For convenience purposes only, the KRW amounts have been expressed in U.S. dollars at the exchange rate of KRW 1,355.91 to US$ 1.00, the noon buying rate in effect on September 30, 2026 as quoted by the Federal Reserve Bank of New York.

GRAVITY BUSINESS UPDATES

Ragnarok Online IP-based Games

  • Ragnarok Zero: Global, an MMORPG PC game

Ragnarok Zero: Global was officially launched in Southeast Asia (except Vietnam), Europe and Oceania on August 18, 2026. Ragnarok Zero: Americas will be launched in North and South America in January 2027.

  • Ragnarok: Midgard Senki, a 2D MMORPG Mobile and PC game

Ragnarok: Midgard Senki was officially launched in Taiwan, Hong Kong and Macau on October 23, 2026, and will be launched in Korea and Southeast Asia (except Vietnam) in the first half of 2027.

  • Ragnarok: GO, an Idle RPG Mobile game

Ragnarok: GO was officially launched in Southeast Asia (except Vietnam) on October 29, 2026, and will be launched in Taiwan, Hong Kong and Macau in the first quarter of 2027.

  • Ragnarok: Yggdrasil, an MMORPG and SLG Mobile and PC game

Ragnarok: Yggdrasil will be launched in Central and South America in December 2026.

  • Ragnarok: Adventures, a Vertical Idle MMORPG Mobile game

Ragnarok: Adventures will be launched in Japan in the fourth quarter of 2026.

  • Ragnarok Abyss, an MMOARPG Mobile and PC game

Ragnarok Abyss will be launched within 2027.

  • Ragmon Marble, a Casual Board and F2P with Blockchain-based reward Mobile game

Ragmon Marble will be launched in Thailand, Indonesia, the Philippines and Malaysia in the first quarter of 2027.

  • Ragnarok Origin Classic, an MMORPG Mobile and PC game

Ragnarok Origin Classic will be launched in Vietnam in the first quarter of 2027.

  • Ragnarok Online 3, an MMORPG Mobile and PC game

Ragnarok Online 3 is underway for its launch in China and Asia (Korea, Taiwan, Hong Kong, Macau and Southeast Asia (except Vietnam)) in the first half of 2027. Preparation for its launch in Japan, Europe and North, Central and South America is underway.

  • Ragnarok: The New World, an MMORPG Mobile and PC game

Ragnarok: The New World will be launched in Japan and Korea in the first half of 2027, and in China and Global (except certain regions) within 2027.

  • Ragnarok Online Plus+, an MMORPG Mobile and PC game

Ragnarok Online Plus+ will be launched in Korea in the first half of 2027.

  • Ragnarok M: Eternal Love 2, an MMORPG Mobile and PC game

Ragnarok M: Eternal Love 2 will be launched in China within 2027.

  • Ragnarok: Path of Destiny (Ragnarok: The Promised Adventure), a Casual Idle MMORPG HTML5 and Mobile game

Ragnarok: Path of Destiny (Ragnarok: The Promised Adventure) will be launched in Southeast Asia (except Vietnam) in the first half of 2027.

Ragnarok Online IP-based Blockchain Game

  • Ragnarok Landverse Classic, an MMORPG Blockchain, HTML5, Mobile and PC game

Ragnarok Landverse Classic will be launched in Southeast Asia (except Indonesia and Vietnam) in December 2026.

Expansion of Ragnarok IP Business

We launched ‘RO Lite’ a casual-genre brand based on the Ragnarok IP, and have released two titles under it: RO Lite – Arrow on August 11, 2026, and RO Lite – BLOCK PUZZLE on September 16, 2026.

Other IP-based Games

  • RAMUSU: Ramen Girls 2048 Puzzle, a Puzzle Mobile game

RAMUSU: Ramen Girls 2048 Puzzle was officially launched in Global (except certain regions) on August 21, 2026.

  • Hashire HEBEREKE: EX, a Racing and Remake Console and PC game

Hashire HEBEREKE: EX was officially launched in Global (except for Japan on Nintendo Switch) on September 3, 2026.

  • Galvatein: Adventurers’ Guild, a Simulation Console and PC game

Galvatein: Adventurers’ Guild was launched in Early Access on Steam in Global on September 22, 2026.

  • NBA RISE, a Basketball Management and Card Collecting Mobile game

NBA RISE was officially launched in Korea, Southeast Asia (except Vietnam) and Oceania on October 20, 2026.

  • Aeruta, an Action RPG Console and PC game

Aeruta will be launched in Global in the fourth quarter of 2026.

  • Jaleco Arcade Collection, a Retro Console and PC game

Jaleco Arcade Collection will be launched in Global in the first quarter of 2027.

  • LIGHT ODYSSEY, a Boss Rush Action and Soul-like Console and PC game

LIGHT ODYSSEY will be launched in Global in the second quarter of 2027.

  • Final Knight, an Action RPG Console and PC game

Final Knight will be launched in Global in the second quarter of 2027.

Our New Businesses Operated by Joint Ventures

Gravity Game Max Co., Ltd., a subsidiary in Thailand to be established within 2026, will officially launch RAGLAND, a Ragnarok IP-based User Generated Content creation and distribution platform, in August 2028.

AIWAN PTE. LTD., a subsidiary in Singapore to be established within 2026, will soft-launch AIWAN, a platform for HTML5 gameplay, content creation and sharing, in the first quarter of 2027.

Investor Presentation

Gravity issued an investor presentation. The presentation contains the Company’s recent business updates, results of the third quarter in 2026 and Gravity’s business plan. The presentation can be found on the Company’s website under the IR Archives section at https://www.gravity.co.kr/en/ir/updates. Korean and Japanese versions of the presentation are also provided on the website.

About GRAVITY Co., Ltd. —————————————————

Gravity is a developer and publisher of online and mobile games. Gravity’s principal product, Ragnarok Online, is a popular online game in many markets, including Japan and Taiwan, and is currently commercially offered in 91 regions. For more information about Gravity, please visit http://www.gravity.co.kr.

Forward-Looking Statements:

Certain statements in this press release may include, in addition to historical information, “forward-looking statements” within the meaning of the “safe-harbor” provisions of the U.S. Private Securities Litigation Reform Act 1995. Forward-looking statements can generally be identified by the use of forward-looking terminology, such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe”, “project,” or “continue” or the negative thereof or other similar words, although not all forward-looking statements contain these words. Investors should consider the information contained in our submissions and filings with the United States Securities and Exchange Commission (the “SEC”), including our annual report for the fiscal year ended December 31, 2025 on Form 20-F, together with such other documents that we may submit to or file with the SEC from time to time, on Form 6-K. The forward-looking statements speak only as of this press release and we assume no duty to update them to reflect new, changing or unanticipated events or circumstances.

Contact:

Mr. Heung Gon Kim
Chief Financial Officer
Gravity Co., Ltd.
Email: kheung@gravity.co.kr

Ms. Jin Lee
Ms. Jimin Park
IR Unit
Gravity Co., Ltd.
Email: ir@gravity.co.kr
Telephone: +82-2-2132-7800

GRAVITY Co., Ltd.
Consolidated Statements of Financial Position

(In millions of KRW and thousands of US$)

    As of
    31-Dec-25     30-Sep-26
    KRW     US$     KRW     US$
    (audited)     (unaudited)     (unaudited)     (unaudited)
Assets                              
Current assets:                              
Cash and cash equivalents               203,599                 150,157                 209,410                 154,442
Short-term financial instruments               415,034                 306,093                 407,075                 300,223
Accounts receivable, net                 56,318                   41,535                   91,412                   67,417
Other receivables, net                    2,904                      2,142                         824                         608
Prepaid expenses                 13,766                   10,153                   10,731                      7,914
Other current financial assets                    4,333                      3,196                      6,246                      4,607
Other current assets                    2,559                      1,887                      2,988                      2,204
Total current assets               698,513                 515,163                 728,686                 537,415
Property and equipment, net                 10,770                      7,943                      7,896                      5,823
Intangible assets, net                    7,157                      5,278                      4,881                      3,600
Deferred tax assets                    7,209                      5,317                      6,370                      4,698
Other non-current financial assets                    3,812                      2,811                      3,755                      2,769
Other non-current assets                 15,201                   11,210                   52,659                   38,836
Total assets               742,662                 547,722                 804,247                 593,141
Liabilities and Equity                              
Current liabilities:                              
Accounts payable                 61,927                   45,672                   88,553                   65,309
Deferred revenue                 21,501                   15,857                   22,173                   16,353
Withholdings                    1,655                      1,221                      1,733                      1,278
Accrued expense                    2,597                      1,915                      2,197                      1,620
Income tax payable                    4,633                      3,417                      8,900                      6,564
Other current liabilities                    3,718                      2,742                      3,100                      2,286
Total current liabilities                 96,031                   70,824                 126,656                   93,410
Long-term account payables                       623                         459                         550                         406
Long-term deferred revenue                       410                         302                      4,561                      3,364
Deferred tax liabilities                    1,736                      1,280                      1,736                      1,280
Other non-current liabilities                    6,496                      4,792                      4,725                      3,485
Total liabilities               105,296                   77,657                 138,228                 101,945
Share capital                    3,474                      2,562                      3,474                      2,562
Capital surplus                 26,979                   19,897                   26,979                   19,897
Other components of equity                 25,523                   18,824                      9,672                      7,133
Retained earnings               580,882                 428,407                 625,449                 461,276
Equity attributable to owners of the Parent Company               636,858                 469,690                 665,574                 490,868
Non-controlling interest                       508                         375                         445                         328
Total equity               637,366                 470,065                 666,019                 491,196
Total liabilities and equity               742,662                 547,722                 804,247                 593,141

* For convenience purposes only, the KRW amounts are expressed in U.S. dollars at the rate of KRW 1,355.91 to US$ 1.00, the noon buying rate in effect on September 30, 2026 as quoted by the Federal Reserve Bank of New York.

GRAVITY Co., Ltd.
Consolidated Statements of Comprehensive Income

(In millions of KRW and thousands of US$ except for share and ADS data)

    Three months ended   Nine months ended
    30-Jun-26 30-Sep-25 30-Sep-26   30-Sep-25   30-Sep-26
    (KRW)   (KRW)   (KRW)   (US$)   (KRW)   (KRW)   (US$)
    (unaudited)   (unaudited)   (unaudited)   (unaudited)   (unaudited)   (unaudited)   (unaudited)
Revenues:                                          
Online games     29,660     25,968     25,139     18,540     66,745     80,705     59,521
Mobile games     128,611     109,571     169,387     124,925     369,060     430,798     317,719
Other revenue     3,613     3,355     2,620     1,932     11,293     9,405     6,936
Total net revenue     161,884     138,894     197,146     145,397     447,098     520,908     384,176
Cost of revenue     109,541     88,542     141,696     104,503     290,006     361,461     266,582
Gross profit     52,343     50,352     55,450     40,894     157,092     159,447     117,594
Operating expenses:                                          
Selling, general and administrative expenses     21,131     26,675     24,006     17,705     82,043     64,746     47,751
Research and development     2,951     2,149     2,753     2,030     8,871     6,837     5,042
Others, net                      679                      252                      (37)                      (27)                        502     724     534
Total operating expenses     24,761     29,076     26,722     19,708     91,416     72,307     53,327
Operating profit     27,582     21,276     28,728     21,186     65,676     87,140     64,267
Finance income(costs):                                          
Finance income     5,875     3,283     2,240     1,652     16,651     17,986     13,265
Finance costs                    (987)                  2,648                (3,284)                (2,422)                  (7,964)                (6,647)               (4,902)
Profit before income tax     32,470     27,207     27,684     20,416     74,363     98,479     72,630
Income tax expense     8,123     7,362     6,285     4,635     19,220     23,342     17,215
Profit for the year     24,347     19,845     21,399     15,781     55,143     75,137     55,415
Profit attributable to:                                          
Non-controlling interest                          6                      (24)                        (8)                        (6)                          (9)                        (5)                      (4)
Owners of Parent     24,341     19,869     21,407     15,787     55,152     75,142     55,419
Earnings per share                                          
– Basic and diluted     3,503     2,859     3,081     2.27     7,937     10,814     7.98
Weighted average number of shares outstanding                                          
– Basic and diluted     6,948,900     6,948,900     6,948,900     6,948,900     6,948,900     6,948,900     6,948,900
Earnings per ADS                                          
– Basic and diluted     3,503     2,859     3,081     2.27     7,937     10,814     7.98
                                           

* For convenience, the KRW amounts are expressed in U.S. dollars at the rate of KRW 1,355.91 to US$1.00, the noon buying rate in effect on September 30, 2026 as quoted by the Federal Reserve Bank of New York.
(1) Each ADS represents one common share.

FORM 8.5 (EPT/RI)

PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the “Code”)

1.        KEY INFORMATION

(a)        Name of exempt principal trader: Investec Bank Plc
(b)        Name of offeror/offeree in relation to whose relevant securities this form relates:
        Use a separate form for each offeror/offeree
Logistics Development Group Plc
(c)        Name of the party to the offer with which exempt principal trader is connected: Investec is Advisor to DBAY Advisors Limited
(d)        Date dealing undertaken: 12th November 2026
(e)        In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer?
        If it is a cash offer or possible cash offer, state “N/A”
N/A

2.        DEALINGS BY THE EXEMPT PRINCIPAL TRADER

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)        Purchases and sales

Class of relevant security Purchases/ sales Total number of securities Highest price per unit paid/received Lowest price per unit paid/received
Ordinary shares Sales 25,000 23 23

(b)        Cash-settled derivative transactions

Class of relevant security Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities Price per unit
N/A N/A N/A N/A N/A

(c)        Stock-settled derivative transactions (including options)

(i)        Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
e.g. American, European etc.
Expiry date Option money paid/ received per unit
N/A N/A N/A N/A N/A N/A N/A N/A

(ii)        Exercise

Class of relevant security Product description
e.g. call option
Exercising/ exercised against Number of securities Exercise price per unit
N/A N/A N/A N/A N/A

(d)        Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing
e.g. subscription, conversion
Details Price per unit (if applicable)
N/A N/A N/A N/A

3.        OTHER INFORMATION

(a)        Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”
None

(b)        Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:
(i)        the voting rights of any relevant securities under any option; or
(ii)        the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
If there are no such agreements, arrangements or understandings, state “none”
None

Date of disclosure: 13th November 2026
Contact name: Abhishek Gawde
Telephone number: +91- 9923757332

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at ssssssswwww.thetakeoverpanel.org.uk.

FORM 8.5 (EPT/RI)

PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the “Code”)

1.        KEY INFORMATION

(a)        Name of exempt principal trader: Investec Bank Plc
(b)        Name of offeror/offeree in relation to whose relevant securities this form relates:
        Use a separate form for each offeror/offeree
Logistics Development Group Plc
(c)        Name of the party to the offer with which exempt principal trader is connected: Investec is Advisor to DBAY Advisors Limited
(d)        Date dealing undertaken: 12th November 2026
(e)        In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer?
        If it is a cash offer or possible cash offer, state “N/A”
N/A

2.        DEALINGS BY THE EXEMPT PRINCIPAL TRADER

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)        Purchases and sales

Class of relevant security Purchases/ sales Total number of securities Highest price per unit paid/received Lowest price per unit paid/received
Ordinary shares Sales 25,000 23 23

(b)        Cash-settled derivative transactions

Class of relevant security Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities Price per unit
N/A N/A N/A N/A N/A

(c)        Stock-settled derivative transactions (including options)

(i)        Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
e.g. American, European etc.
Expiry date Option money paid/ received per unit
N/A N/A N/A N/A N/A N/A N/A N/A

(ii)        Exercise

Class of relevant security Product description
e.g. call option
Exercising/ exercised against Number of securities Exercise price per unit
N/A N/A N/A N/A N/A

(d)        Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing
e.g. subscription, conversion
Details Price per unit (if applicable)
N/A N/A N/A N/A

3.        OTHER INFORMATION

(a)        Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”
None

(b)        Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:
(i)        the voting rights of any relevant securities under any option; or
(ii)        the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
If there are no such agreements, arrangements or understandings, state “none”
None

Date of disclosure: 13th November 2026
Contact name: Abhishek Gawde
Telephone number: +91- 9923757332

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at ssssssswwww.thetakeoverpanel.org.uk.

FORM 8.5 (EPT/RI)

PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the “Code”)

1.        KEY INFORMATION

(a)        Name of exempt principal trader: Investec Bank Plc
(b)        Name of offeror/offeree in relation to whose relevant securities this form relates:
        Use a separate form for each offeror/offeree
Advanced Medical Solutions Group Plc
(c)        Name of the party to the offer with which exempt principal trader is connected: Investec is Advisor & Joint Broker to Advanced Medical Solutions Group plc
(d)        Date dealing undertaken: 12th November 2026
(e)        In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer?
        If it is a cash offer or possible cash offer, state “N/A”
N/A

2.        DEALINGS BY THE EXEMPT PRINCIPAL TRADER

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)        Purchases and sales

Class of relevant security Purchases/ sales Total number of securities Highest price per unit paid/received Lowest price per unit paid/received
Ordinary shares Purchase 345,456 283 282.561
Ordinary shares Sales 200,301 283 283

(b)        Cash-settled derivative transactions

Class of relevant security Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities Price per unit
N/A N/A N/A N/A N/A

(c)        Stock-settled derivative transactions (including options)

(i)        Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
e.g. American, European etc.
Expiry date Option money paid/ received per unit
N/A N/A N/A N/A N/A N/A N/A N/A

(ii)        Exercise

Class of relevant security Product description
e.g. call option
Exercising/ exercised against Number of securities Exercise price per unit
N/A N/A N/A N/A N/A

(d)        Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing
e.g. subscription, conversion
Details Price per unit (if applicable)
N/A N/A N/A N/A

3.        OTHER INFORMATION

(a)        Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”
None

(b)        Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:
(i)        the voting rights of any relevant securities under any option; or
(ii)        the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
If there are no such agreements, arrangements or understandings, state “none”
None

Date of disclosure: 13th November 2026
Contact name: Abhishek Gawde
Telephone number: +91- 9923757332

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at ssssssswwww.thetakeoverpanel.org.uk.

FORM 8.5 (EPT/RI)

PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the “Code”)

1.        KEY INFORMATION

(a)        Name of exempt principal trader: Investec Bank plc
(b)        Name of offeror/offeree in relation to whose relevant securities this form relates:
        Use a separate form for each offeror/offeree
Gamma Communications Plc
(c)        Name of the party to the offer with which exempt principal trader is connected: Investec is Joint Broker to Gamma Communications Plc
(d)        Date dealing undertaken: 12th November 2026
(e)        In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer?
        If it is a cash offer or possible cash offer, state “N/A”
N/A

2.        DEALINGS BY THE EXEMPT PRINCIPAL TRADER

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)        Purchases and sales

Class of relevant security Purchases/ sales Total number of securities Highest price per unit paid/received Lowest price per unit paid/received
Ordinary shares Sales 200 1100 1100

(b)        Cash-settled derivative transactions

Class of relevant security Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities Price per unit
N/A N/A N/A N/A N/A

(c)        Stock-settled derivative transactions (including options)

(i)        Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
e.g. American, European etc.
Expiry date Option money paid/ received per unit
N/A N/A N/A N/A N/A N/A N/A N/A

(ii)        Exercise

Class of relevant security Product description
e.g. call option
Exercising/ exercised against Number of securities Exercise price per unit
N/A N/A N/A N/A N/A

(d)        Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing
e.g. subscription, conversion
Details Price per unit (if applicable)
N/A N/A N/A N/A

3.        OTHER INFORMATION
        
(a)        Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”
None

(b)        Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:
(i)        the voting rights of any relevant securities under any option; or
(ii)        the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
If there are no such agreements, arrangements or understandings, state “none”
None

Date of disclosure: 13th November 2026
Contact name: Abhishek Gawde
Telephone number: +91-9923757332

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Full name of discloser: Man Group PLC
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):
 The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
 
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
 Use a separate form for each offeror/offeree
Spire Healthcare Group plc
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:  
(e) Date position held/dealing undertaken:
 For an opening position disclosure, state the latest practicable date prior to the disclosure
12/11/2026
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? NO

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security: 1p ordinary
  Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled:        
(2) Cash-settled derivatives: 6,200,375 1.53    
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:        
 TOTAL: 6,200,375 1.53    

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b) Rights to subscribe for new securities (including directors’ and other employee options)

Class of relevant security in relation to which subscription right exists:  
Details, including nature of the rights concerned and relevant percentages:  

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a) Purchases and sales

Class of relevant security Purchase/sale Number of securities Price per unit

(b) Cash-settled derivative transactions

Class of relevant security Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities Price per unit
1p ordinary Equity swap Reducing a long position 18,938 2.4752 GBP

(c) Stock-settled derivative transactions (including options)

(i) Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
e.g. American, European etc.
Expiry date Option money paid/ received per unit

(ii) Exercise

Class of relevant security Product description
e.g. call option
Exercising/ exercised against Number of securities Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing
e.g. subscription, conversion
Details Price per unit (if applicable)

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
None

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
(i) the voting rights of any relevant securities under any option; or
(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
None

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? NO

Date of disclosure: 13/11/2026
Contact name: Molly Childs
Telephone number: +44 20 7144 3714

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Full name of discloser: Man Group PLC
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):
 The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
 
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
 Use a separate form for each offeror/offeree
Vesuvius plc
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:  
(e) Date position held/dealing undertaken:
 For an opening position disclosure, state the latest practicable date prior to the disclosure
12/11/2026
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? YES
Offeror: RHI Magnestia N.V.

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security: 10p ordinary
  Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 12,491,423 5.03    
(2) Cash-settled derivatives: 12,648 0.00 77,911 0.03
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:        
 TOTAL: 12,504,071 5.03 77,911 0.03

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b) Rights to subscribe for new securities (including directors’ and other employee options)

Class of relevant security in relation to which subscription right exists:  
Details, including nature of the rights concerned and relevant percentages:  

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a) Purchases and sales

Class of relevant security Purchase/sale Number of securities Price per unit
10p ordinary Sale 199,853 4.5960 GBP

(b) Cash-settled derivative transactions

Class of relevant security Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities Price per unit
10p ordinary Equity Swap Reducing a short position 400 4.5829 GBP
10p ordinary Equity Swap Reducing a short position 15,600 4.5829 GBP
10p ordinary Equity Swap Reducing a short position 20,400 4.5829 GBP
10p ordinary Equity Swap Reducing a short position 1,100 4.5829 GBP
10p ordinary Equity Swap Reducing a short position 2,000 4.5829 GBP

(c) Stock-settled derivative transactions (including options)

(i) Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type
e.g. American, European etc.
Expiry date Option money paid/ received per unit

(ii) Exercise

Class of relevant security Product description
e.g. call option
Exercising/ exercised against Number of securities Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing
e.g. subscription, conversion
Details Price per unit (if applicable)

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
None

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
(i) the voting rights of any relevant securities under any option; or
(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
None

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? NO

Date of disclosure: 13/11/2026
Contact name: Molly Childs
Telephone number: +44 20 7144 3714

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

Privacy Overview

This website uses cookies so that we can provide you with the best user experience possible. Cookie information is stored in your browser and performs functions such as recognising you when you return to our website and helping our team to understand which sections of the website you find most interesting and useful.