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6-K 1 ea0305913-6k_greenfire.htm REPORT OF FOREIGN PRIVATE ISSUER

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of September 2026.

 

Commission File Number 001-41810

 

Greenfire Resources Ltd.

(Exact name of Registrant as specified in its charter)

 

N/A 

(Translation of Registrant’s name)

 

Suite 800, 350 – 7th Avenue SW
Calgary, Alberta T2P 3N9

(403) 264-9046

(Address and telephone number of registrant’s principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☐ Form 40-F ☒

 

 

 

 

 

 

GREENFIRE RESOURCES LTD.

 

DOCUMENTS INCLUDED AS PART OF THIS REPORT

 

Exhibit

 

99.1 Material Change Report dated September 17, 2026

 

1

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Greenfire Resources Ltd.
   
  By: /s/ Colin Germaniuk
  Name: 
Title:
Colin Germaniuk
President

 

Date: September 17, 2026

 

2

 

EX-99.1 2 ea030591301ex99-1.htm MATERIAL CHANGE REPORT DATED SEPTEMBER 17, 2026

Exhibit 99.1

 

Form 51-102F3

 

MATERIAL CHANGE REPORT

 

Item 1 Name and Address of Reporting Issuer

 

Greenfire Resources Ltd. (the “Corporation”)

800, 350 - 7th Avenue S.W.
Calgary, Alberta T2P 3N9

 

Item 2 Date of Material Change

 

September 16, 2026

 

Item 3 News Release

 

The news release with respect to the material change referred to in this material change report was disseminated by the Corporation through a recognized newswire on September 16, 2026, and subsequently filed under the Corporation’s profile on the System for Electronic Data Analysis and Retrieval+ (SEDAR+) at www.sedarplus.ca and with the U.S. Securities Exchange Commission at www.sec.gov.

 

Item 4 Summary of Material Change

 

On September 16, 2026, the Corporation announced the completion of its previously announced C$775 million offering of rights (the “Rights”) to all eligible shareholders of the Corporation to purchase additional common shares of the Corporation (the “Common Shares”) which expired at 4:00 p.m. (Calgary time) on September 15, 2025 (the “Rights Offering”).

 

Item 5 Full Description of Material Change

 

On September 16, 2026, the Corporation announced the completion of the Rights Offering, the net proceeds of which were used to repay the Corporation’s C$575 million bridge facility and a portion of the other indebtedness incurred in connection with the Corporation’s recent acquisition of Connacher Oil and Gas Limited. Upon closing of the Rights Offering and the use of proceeds therefrom, the Corporation anticipates having approximately C$570 million drawn on its C$1.0 billion reserves based revolving credit facility.

 

At the completion of the Rights Offering and pursuant to the exercise of Rights, the Corporation issued an aggregate of 114,985,163 Common Shares, representing the maximum allotment available to holders of Common Shares at the record date of August 17, 2026. Each Right entitled the holder thereof to acquire 0.9167 of a Common Share, with no fractional Common Shares issued. Common Shares acquired pursuant to the exercise of Rights were issued at a price of C$6.74 or US$4.81 per Common Share for aggregate gross proceeds of approximately C$774 million (after conversion of U.S. dollar subscriptions). 114,041,317 Common Shares were issued under the basic subscription privilege and 943,846 Common Shares were issued under the additional subscription privilege. As a result of the oversubscription, Common Shares subscribed for pursuant to the additional subscription privilege were subject to proration in accordance with the terms of the Rights Offering, as set forth in the Corporation’s short form prospectus dated August 7, 2026. As the Rights Offering was fully subscribed, the Corporation did not utilize the previously announced standby commitment whereby certain limited partnerships comprising Waterous Energy Fund agreed to acquire any Common Shares not subscribed for under the Rights Offering. As of September 16, 2026, the Corporation had 240,413,692 Common Shares issued and outstanding.

 

Item 6 Reliance on Subsection 7.1(2) of National Instrument 51-102–Continuous Disclosure Obligations

 

Not applicable.

 

Item 7 Omitted Information

 

Not applicable.

 

Item 8 Executive Officer

 

For further information, contact Travis Belak, Vice President, Finance, by telephone at 403.999.5428.

 

Item 9 Date of Report

 

September 17, 2026