Core Viewpoint - Questerre Energy Corporation is undergoing a reorganization to spin out its Quebec assets, which involves the exchange of existing Class A Common Shares for new Class A Common Shares and Series 2 Preferred Shares, with the original Common Shares being cancelled [2]. Summary by Sections Shareholder Approval and Reorganization Details - Shareholders approved a special resolution for the reorganization on January 15, 2026, leading to the exchange of each Common Share for one New Common Share and one Series 2 Preferred Share [2]. - The New Common Shares will continue trading on the TSX and Oslo Bors under the same CUSIP and ISIN numbers as the original Common Shares, while the Series 2 Preferred Shares will have new identifiers [2]. Fair Market Value - The management estimates the fair market value of the Series 2 Preferred Shares to be approximately C$0.01 per share, although this estimate is not binding on any regulatory body [3]. Key Dates - Important dates related to the reorganization include: - January 15, 2026: Date of shareholder approval - January 21, 2026: Last day of trading in the Common Shares - January 22, 2026: Distribution Record Date in Canada - January 23, 2026: Record Date in Norway - January 27, 2026: Effective Date for distribution of Series 2 Preferred Shares [4]. Series 2 Preferred Shares Terms - The terms of the Series 2 Preferred Shares are expected to be amended to allow the Oversight Committee to nominate a director for election by New Common Shareholders, and to clarify that Toronto Stock Exchange approval is required for any conversion of Series 2 Preferred Shares into New Common Shares [4]. Additional Information on Red Leaf Resources Inc. - In connection with the acquisition of Red Leaf Resources Inc., holders of Red Leaf common shares will receive one Series 2 Preferred Share for each New Common Share issued after the Distribution Record Date [5]. Company Overview - Questerre is positioned as an energy technology and innovation company, focusing on leveraging expertise in low permeability reservoirs to acquire high-quality resources and transition its energy portfolio with clean technologies [6]. - The company emphasizes the importance of balancing economics, environment, and society for the future success of the energy industry, advocating for transparency and public involvement in energy decisions [7].

Core Viewpoint - Questerre Energy Corporation is undergoing a reorganization to spin out its Quebec assets, which involves the exchange of existing Class A Common Shares for new Class A Common Shares and Series 2 Preferred Shares [2][3]. Summary by Sections Reorganization Details - Shareholders approved a special resolution for the reorganization on January 15, 2026, leading to the cancellation of existing Common Shares and the issuance of one New Common Share and one Series 2 Preferred Share for each existing Common Share [2]. - The New Common Shares will trade under the same CUSIP and ISIN numbers as the original Common Shares, while the Series 2 Preferred Shares will have new identifiers [2]. Valuation and Market Information - The estimated fair market value of the Series 2 Preferred Shares is approximately C$0.01 per share, although this valuation is subject to various circumstances and is not binding [3]. - The Series 2 Preferred Shares are not currently listed for trading, but the company is exploring options for their future listing [2]. Key Dates - Important dates related to the reorganization include: - January 21, 2026: Last day of trading for Common Shares - January 22, 2026: Distribution Record Date and Ex-Date - January 27, 2026: Effective Date for the distribution of Series 2 Preferred Shares [4]. Additional Information - The company confirmed that the exchange of Red Leaf Resources Inc. common shares will entitle holders to Series 2 Preferred Shares for each New Common Share issued [5]. - Questerre positions itself as an energy technology and innovation company, focusing on sustainable energy production and environmental responsibility [6][7].

Core Viewpoint - Questerre Energy Corporation has successfully approved a corporate reorganization to spin out its Quebec assets, which includes the exchange of existing shares for new classes of shares [1][2][3]. Group 1: Corporate Reorganization - The special resolution to approve the Articles of Amendment for the reorganization was passed during a shareholder meeting [2]. - Existing Class A Common Shares were exchanged for new Class A Common Shares and Series 2 Preferred Shares, with the original Common Shares being cancelled [3]. - The Series 2 Preferred Shares will track the economic performance of the Quebec assets, while the new Common Shares will represent ownership of the remaining assets of the Company [3]. Group 2: Shareholder Meeting Outcomes - The number of directors to be elected was fixed at seven, and the remaining nominees were elected as directors [5]. - The detailed voting results showed high approval rates for the elected directors, with Michael Binnion receiving 99.84% of votes for [6]. - The Company plans to establish a Series 2 Preferred Share Option Plan following the filing of the Articles of Amendment [6]. Group 3: Future Plans and Commitments - Questerre is focused on leveraging its expertise in energy technology and innovation to transition its energy portfolio responsibly [7]. - The Company emphasizes the importance of balancing economics, environment, and society for the future success of the energy industry [8].

Core Viewpoint - Questerre Energy Corporation has successfully completed the acquisition of Red Leaf Resources Inc., enhancing its strategy to commercialize oil shale as a competitive global resource [1][2]. Acquisition Details - The acquisition involved the exchange of 17.25 million Questerre Common Shares for over 50% of Red Leaf's outstanding common shares, bringing Questerre's total ownership to over 90% [2]. - An additional 3.1 million Questerre Common Shares may be issued to acquire the remaining interest in Red Leaf, subject to securities regulations [2]. - The majority of Red Leaf's preferred shareholders have agreed to sell their preferred shares for approximately US$1.6 million, excluding the 16% held by Questerre [3]. Company Assets and Technology - Red Leaf holds rights to several hundred million barrels of oil shale resources in Utah and has patented HCCO® oil-shale processing technology [2][4]. - The company also possesses mineral leases in Utah, a permit for a wax processing facility, and cash and investments totaling US$9 million [4]. Strategic Vision - Questerre aims to leverage its expertise in low permeability reservoirs to acquire high-quality resources and transition its energy portfolio [5]. - The company emphasizes the importance of balancing economics, environment, and society for the future success of the oil and gas industry [6].

Core Viewpoint - Questerre Energy Corporation has successfully completed the acquisition of Red Leaf Resources Inc., enhancing its strategy to commercialize oil shale as a competitive global resource [1][2]. Acquisition Details - The acquisition involved the exchange of 17.25 million Questerre Common Shares for over 50% of Red Leaf's outstanding common shares, bringing Questerre's total ownership to over 90% [2]. - An additional 3.1 million Questerre Common Shares may be issued to acquire the remaining interest in Red Leaf, subject to securities regulations [2]. Technology and Resources - Red Leaf holds rights to several hundred million barrels of oil shale resources in Utah and is negotiating an extension for exclusive rights to the Isfir-Jafr project in Jordan, which has over several billion barrels of oil shale resources [2]. - The acquisition includes Red Leaf's patented HCCO® technology, which is expected to improve efficiency and economics in unlocking oil shale resources globally [2][4]. Financial Aspects - Questerre will pay approximately US$1.6 million to acquire preferred shares from the majority of Red Leaf's preferred shareholders, excluding the 16% held by Questerre [3]. - Red Leaf's assets include cash and investments totaling US$9 million, along with mineral leases and a permit for a wax processing facility [4]. Company Strategy - Questerre aims to leverage its expertise in low permeability reservoirs to acquire high-quality resources and transition its energy portfolio [5]. - The company emphasizes the importance of balancing economics, environment, and society for the future success of the oil and gas industry [6].

Core Viewpoint - Questerre Energy Corporation is progressing with the spinout of its Quebec assets and the PX Energy transaction, with significant corporate developments scheduled for early 2026 [1][2]. Quebec Spinout - A Special Meeting of Shareholders is set for January 15, 2026, to elect the Board of Directors and approve an amendment for the Quebec Spinout [2]. - The Quebec Spinout will involve a reorganization of share capital, creating new "tracking" preferred shares distributed to shareholders on a one-for-one basis with existing common shares [3]. - These tracking preferred shares will provide economic benefits from Questerre's Quebec assets and will be linked to outcomes from legal actions or development scenarios [3]. - The proposed capital reorganization is not a taxable event under Canadian or Norwegian tax laws, and the tracking preferred shares will not be redeemable for at least five years [4]. - A portion of any settlement value will be allocated to benefit Questerre Common Shares, reflecting ongoing management of the Quebec assets [5]. - An Oversight Committee will be established to represent preferred shareholders, with the ability to appoint a Preferred Director [6]. - The structure aims to allow shareholders to directly participate in the value realization of Quebec assets while managing associated risks [6]. PX Energy Update - Questerre has submitted a purchase price adjustment claim of US$21.5 million related to working capital adjustments in the PX Energy acquisition, which is being disputed by the vendors [7]. - The company maintains that no further consideration is owed to the vendors and has not issued the first tranche of Common Shares as per the Share Purchase Agreement [8]. - Questerre anticipates closing a joint venture agreement with a local Brazilian partner to further its international growth strategy [9].

Core Viewpoint - Questerre Energy Corporation plans to consolidate its ownership in Red Leaf Resources, Inc. through an exchange of shares, aiming to enhance its oil shale strategy and leverage Red Leaf's patented HCCO® technology for oil production with integrated carbon capture [1][2]. Company Overview - Questerre currently holds approximately 40% of Red Leaf's common equity and is acquiring the remaining shares valued at US$43 million, with an acquisition price of US$7.5 million after adjustments [1][2]. - The acquisition will allow Questerre to integrate new technology with existing production and refining operations, enhancing its resource access in Utah, Jordan, and Brazil [2]. Technology and Assets - Red Leaf's key assets include its patented HCCO® oil-shale processing technology, mineral leases in Utah, a permit for a wax processing facility, and over 7,000 acres in the Uintah Basin, along with cash and investments exceeding US$9 million [2][3]. - The HCCO® technology is viewed as a significant opportunity to unlock oil shale resources globally, aligning with Questerre's strategic goals [2]. Shareholder Participation - Shareholders representing about 40% of Red Leaf's common shareholders, excluding Questerre, have agreed to exchange their shares for Questerre Common Shares, indicating strong support for the transaction [3]. - The preferred share equity of Red Leaf, amounting to US$1.9 million, is also expected to participate in the transaction, with majority support from preferred shareholders [3]. Transaction Details - The exchange ratio is based on a thirty-day weighted average price of $0.31 (US$0.22) per Questerre Common Share, with a potential issuance of up to 20 million Common Shares to acquire all remaining common equity of Red Leaf [4]. - The transaction is subject to necessary approvals, with an initial closing anticipated by the end of the month [4].

Core Viewpoint - Questerre Energy Corporation has received regulatory approval for a joint venture with Nice Capital Holdings Ltda. to develop PX Energy, an oil shale production and refining company in Brazil [1][2]. Group 1: Joint Venture Details - Nice Capital Holdings Ltda. will acquire a 50% interest in the joint venture by purchasing shares of Questerre's special purpose subsidiary and the Brazilian holding company that owns 100% of PX Energy [2]. - The Brazilian Administrative Council for Economic Defense (CADE) issued a final decision approving Nice's participation in the joint venture [2]. Group 2: Company Strategy and Vision - The company aims to leverage its expertise in low permeability reservoirs to acquire high-quality resources and transition its energy portfolio using clean technologies [3]. - Questerre believes that the future success of the oil and gas industry relies on balancing economics, environment, and society, emphasizing transparency and public involvement in energy decisions [4].

Core Viewpoint - Questerre Energy Corporation is advancing its goal of commercially developing oil shale through the acquisition of PX Energy, enhancing its portfolio and establishing itself as a vertically integrated oil shale company [2][7]. Financial Performance - For Q3 2025, Questerre reported an average production of 2,926 barrels of oil equivalent per day (boe/d), a significant increase from 1,913 boe/d in Q3 2024 [4]. - Petroleum and natural gas sales for the quarter reached $11.8 million, up from $9.5 million in the same quarter last year, while year-to-date sales totaled $34.6 million compared to $27.3 million in 2024 [5]. - The company experienced a net loss of $5.3 million for the quarter, compared to a loss of $0.3 million in Q3 2024, and a year-to-date net loss of $6.0 million versus a net income of $0.8 million in 2024 [6]. Operational Developments - The acquisition of PX Energy is expected to enhance production capabilities and profitability through a joint venture with Nimofast, a major fuel distributor in Brazil [2]. - Questerre is working on a structure to distribute new tracking shares to existing shareholders, representing ownership in its Quebec assets [2]. Production Metrics - Liquids production for Q3 2025 included 1,512 barrels per day (bbls/d) of light crude and natural gas liquids, up from 1,106 bbls/d in Q3 2024 [12]. - Natural gas production averaged 8,485 thousand cubic feet per day (Mcf/d) for the quarter, compared to 4,842 Mcf/d in the same period last year [12]. Strategic Initiatives - The company is pursuing a business and political solution in Quebec while working on approvals for a pilot carbon storage project [2]. - Questerre is committed to leveraging clean technologies and innovation to transition its energy portfolio responsibly [8].

Core Viewpoint - Questerre Energy Corporation has entered a binding term sheet for a 50/50 joint venture with Nice Capital Holdings Ltda to develop PX Energy, an oil shale production and refining company in Brazil, enhancing its position in the energy sector [1][2][8] Company Developments - Questerre has completed the acquisition of PX Energy and amended the share purchase agreement to acquire 100% ownership of Forbes Resources Brazil Holding SA, with Nice acquiring a 50% interest in the joint venture [2][3] - Control and management of the new joint venture company (JV Newco) will be shared equally between Questerre and Nice, with both parties committing to an initial liquidity of up to US$50 million [3][4] - New board members, Ramon Reis and William Con Steers, will join Questerre's board, bringing extensive experience in capital markets and project development [4][5] Financial Commitments - The joint venture includes a liquidity commitment of up to US$50 million, which will be shared equally between the partners, prioritizing third-party financing [3][8] - Nimofast will receive warrants to acquire 40 million common shares of Questerre, with an exercise price based on the 5-day VWAP [5] Strategic Goals - The joint venture aims to leverage Questerre's upstream resource and technology development experience alongside Nimofast's downstream distribution and logistics expertise, positioning PX Energy as a competitive player in Brazil's energy landscape [7][8] - Questerre is advancing its plan to spin out its Quebec-based assets, which is expected to be completed before issuing any common shares related to the acquisition of PX Energy [6] Market Position - Nimofast, with annual revenues of approximately US$2 billion, will enhance PX Energy's supply chain efficiency and market access, contributing to its profitability [8][9] - The partnership is seen as a strategic contribution to Brazil's energy security, combining local expertise with world-class technological capabilities [9]