Ronald P. Mathison and MATCO Investments Ltd. File Early Warning Report Regarding Calfrac Well Services Ltd.
CALGARY, Alberta, Dec. 23, 2025 (GLOBE NEWSWIRE) — This press release is being issued in accordance with the early warning requirements of applicable Canadian securities laws. On December 23, 2025, Ronald P. Mathison together with MATCO Investments Ltd. (“MATCO”) acquired beneficial ownership and control of an aggregate of 508,322 common shares (“Common Shares”) in the capital of Calfrac Well Services Ltd. (“Calfrac” or the “Corporation”) pursuant to a rights offering to the Corporation’s shareholders (the “Rights Offering”). Mr. Mathison is the President, Chief Executive Officer and sole shareholder of MATCO. Mr. Mathison is also Chairman of the Board of Directors of Calfrac.
Together Mr. Mathison and MATCO exercised 3,355,548 rights (“Rights”), with each Right entitling the holder to purchase 0.1514872 Common Shares at a price of $2.69 per Common Share until 5:00 p.m. (Toronto time) on December 19, 2025. The total cost of the Common Shares purchased by Mr. Mathison and MATCO was $1,367,386.18.
Immediately prior to these acquisitions, Mr. Mathison and MATCO beneficially owned and controlled an aggregate of 10,517,578 Common Shares representing approximately 12.2% of the then issued and outstanding Common Shares. In addition, Mr. Mathison held 414,000 options to purchase Common Shares (the “Options”). If all of the Options were exercised, Mr. Mathison and MATCO would have then owned and/or had control or direction over 10,931,578 Common Shares, representing approximately 12.7% of the then issued and outstanding Common Shares (assuming no other Options were exercised and no other Common Shares were issued by the Corporation).
Immediately following these acquisitions, Mr. Mathison and MATCO beneficially own and control an aggregate of 11,025,900 Common Shares representing 11.1% of the issued and outstanding Common Shares. Immediately following these acquisitions, if all of the 414,000 Options held by Mr. Mathison were exercised, Mr. Mathison and MATCO would then own and/or have control or direction over 11,439,900 Common Shares, representing approximately 11.5% of the then issued and outstanding Common Shares (assuming no other Options were exercised and no other Common Shares were issued by the Corporation).
The exercise of Rights for the acquisition of Common Shares by Mr. Mathison and MATCO was made for investment purposes. Subject to applicable law, Mr. Mathison and MATCO may from time to time dispose of, or acquire, additional securities of the Corporation.
In connection with the Rights Offering, Mr. Mathison and certain other shareholders of the Corporation (Mr. Mathison collectively with such other shareholders, referred to herein as the “Standby Purchasers”)) entered into a standby purchase agreement with the Corporation (the “Standby Purchase Agreement”). Pursuant to the Standby Purchase Agreement, the Standby Purchasers, as a group, agreed to purchase from the Corporation, all of the Common Shares offered by the Corporation pursuant to the Rights Offering less the number of Common Shares subscribed for and taken up under the Rights Offering by all holders of Rights (the “Standby Shares”). Mr. Mathison agreed to purchase 5% of the Standby Shares. As all of the Common Shares offered pursuant to the Rights Offering were fully-subscribed for by holders of Rights, Mr. Mathison was not required to acquire any Common Shares pursuant to his commitment under the Standby Purchase Agreement. Mathison and MATCO acquired the Common Shares pursuant to their basic subscription privilege under the Rights Offering.
The Corporation is located at Suite 601, 407 – 8 Avenue SW, Calgary, Alberta T2P 1E5. Mathison and MATCO are located at 4900, 525 – 8th Avenue S.W., Calgary, Alberta, T2P 1G1. This press release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions in which the Corporation is a reporting issuer containing information with respect to the foregoing matters (the “Early Warning Report“). A copy of the Early Warning Report will appear with the Corporation’s documents on the SEDAR+ system at www.sedarplus.ca and may be obtained upon request from Ryan Jennings at (403) 294-0101.
