CALGARY, Alberta, Feb. 19, 2026 (GLOBE NEWSWIRE) -- Logan Energy Corp. (TSXV:LGN) ("Logan" or the "Company") is pleased to announce that it has entered into a definitive purchase agreement today with a subsidiary of a publicly-traded oil and gas company (the "Vendor"), pursuant to which Logan will acquire the Vendor's entire interest in certain assets predominantly in the Company's core area at Simonette, Alberta (the "Acquired Assets") for cash consideration of $62.5 million, prior to closing adjustments (the "Acquisition"). The Acquisition has an effective date of January 1, 2026, and is expected to close on or around March 10, 2026 (the "Closing Date"), subject to the satisfaction or waiver of customary closing conditions.
Logan previously acquired a 50% operated working interest in certain Simonette assets from the Vendor on December 17, 2024. The Acquisition strategically consolidates these Montney-focused joint interest partner lands to a 100% working interest and includes incremental Deep Basin lands offsetting Simonette in the Bilbo and Leland areas of Alberta. The Acquisition is highly accretive on all key metrics both immediately and in the long term, significantly enhancing Logan's long term organic growth plan.
Logan is also pleased to announce concurrent bought deal equity financings for aggregate gross proceeds of $50.0 million and an expansion of the Company's revolving credit facilities to $250.0 million.
ACQUISITION HIGHLIGHTS
The Acquisition includes current production of approximately 1,400 BOE/d (59% liquids), 24.5 net (52.5 gross) sections of highly prospective Montney acreage with 40 net identified Montney drilling locations at a cost of $0.6 million per location (1).
Consideration of $62.5 million is approximately 2.2x 2026E Operating Income (at US$60/bbl WTI and C$3.00/GJ AECO).
Consideration relative to the Acquired Assets YE2025 reserve values are 1.6x PDP, 0.6x TP and 0.4x TPP (BTax NPV10). The Acquisition will increase Logan's reserve values across categories by 15% to 19% relative to 10% dilution (on a fully diluted basis) from the Equity Offerings (as defined herein). Pro forma the Acquisition, Logan's reserve TP NAV will increase to $0.75 per fully diluted share and TPP NAV to $1.45 per fully diluted share (2)(6).
Annualized AFF per share (as defined herein) accretion exceeds 5% in 2026 and 10% in 2027, respectively, and continues to demonstrate strong per share accretion over Logan's long term organic growth plan.
Financing structure is approximately leverage neutral relative to Logan's pre-Acquisition 2026 budget.
Acquisition adds top tier Alberta Montney oil inventory; South Simonette Lower Montney oil wells are delivering a booked TPP oil EUR of 475mbbl of oil with an NPV10 of $12.7 million (YE2025 pricing) (3)(6).
Additional development opportunities in Cretaceous Deep Basin horizons with 10.2 net identified undeveloped locations (4).
Since the initial 2024 acquisition for $62.7 million (inclusive of closing adjustments and capital obligations), the Vendor's working interest share of PDP reserves in Simonette have increased in value from $6.6 million to $40.3 million (BTax NPV10) (5)(6).Notes: Refer to "Reader Advisories".
ACQUISITION METRICS
Purchase Price (1)
$62.5MM
February 2026 Production (2)
1,400 BOE/d (59% liquids)
Next Twelve Months Production (Forecast) (3)
2,100 BOE/d (64% liquids)
Next Twelve Months Operating Netback (Forecast) (4)
$40.81 / BOE
Next Twelve Months Operating Income (Forecast) (4)
$31MM
Montney Drilling Locations, booked (5)
40 gross (18.6 net)
Montney Drilling Locations, unbooked (5)
58 gross (21.7 net)
Reserve Volumes (6) Proved Developed Producing ("PDP") Total Proved ("TP") Total Proved plus Probable ("TPP")
2,406 mBOE8,277 mBOE15,863 mBOE
Reserve Values (before-tax NPV at 10%) (6) (7) PDP TP TPP
$40.3MM$97.8MM$167.7MM
Decommissioning Obligations (Undiscounted) (8)
~ $17.6MM
Notes: Refer to "Reader Advisories".
EQUITY OFFERINGS
Logan has entered into an agreement with a syndicate of underwriters (the "Underwriters") co-led by National Bank Capital Markets as sole bookrunner and co-lead underwriter, and TD Securities Inc. as co-lead underwriter, pursuant to which the Underwriters have agreed to purchase for resale an aggregate of 68,494,000 common shares ("Common Shares") of Logan at a price of $0.73 per Common Share (the "Issue Price") for gross proceeds of $50.0 million (the "Equity Offerings"). The Equity Offerings will be conducted, on a bought deal basis, by way of a public offering of 34,247,000 Common Shares at the Issue Price (the "Prospectus Offering") and a private placement of 34,247,000 Common Shares at the Issue Price (the "Private Placement").
Closing of the Equity Offerings will be conditional on the completion of the Acquisition in accordance with the terms of an asset purchase agreement between Logan and the Vendor dated February 19, 2026, in respect of the Acquisition. Logan intends to use the net proceeds from the Equity Offerings to repay indebtedness incurred to fund a portion of the purchase price for the Acquisition. The completion of the Equity Offerings is also subject to customary closing conditions, including the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange ("TSXV"). Closing of the Equity Offerings is expected to occur immediately following closing of the Acquisition on March 10, 2026.
The Underwriters have been granted an option to purchase up to an additional 15% of the Common Shares issued under the Prospectus Offering at the Issue Price to cover over allotments exercisable in whole or in part at any time until 30 days after the closing of the Prospectus Offering.
The Common Shares offered in the Prospectus Offering will be offered by way of short form prospectus in all provinces of Canada except Québec. The Common Shares may also be placed privately in the United States to Qualified Institutional Buyers (as defined under Rule 144A under the United States Securities Act of 1933, as amended (the "U.S. Securities Act")), pursuant to an exemption under Rule 144A, and may be distributed outside Canada and the United States on a basis which does not require the qualification or registration of any of the Company's securities under domestic or foreign securities laws. The Common Shares issued under the Private Placement will be issued on a private placement basis only and will be subject to a statutory hold period that extends four months plus one day from the Closing Date of the Private Placement.
The Company has agreed to pay a cash commission of 4.0% of the gross proceeds of the Equity Offerings to the Underwriters. It is anticipated that certain directors, officers and employees of the Company will subscribe for approximately $2.0 million of the Private Placement.
INCREASE TO CREDIT FACILITY
Logan is pleased to announce it has received a $250.0 million commitment from National Bank Capital Markets for increased credit facilities. Closing of the expanded credit facilities will be concurrent with the Acquisition on the Closing Date.
ADVISORS
National Bank Capital Markets is acting as financial advisor to Logan in respect of the Equity Offerings and the expanded credit facilities. TD Securities Inc. is acting as strategic advisor to Logan in respect of the Acquisition.
Stikeman Elliott LLP is acting as legal counsel to Logan in respect of the Acquisition, the Equity Offerings and the expanded credit facilities.
Burnet, Duckworth & Palmer LLP is acting as legal counsel to the Underwriters in respect of the Equity Offerings.
PRO FORMA 2026 GUIDANCE AND UPDATED OPERATING PLAN
Logan has updated its guidance for 2026 to reflect the Acquisition and Equity Offerings, including an expanded budget for Capital Expenditures before A&D of $175-185 million (previously $140-150 million) and increased average production guidance for 2026 by 6% to 16,000-17,000 BOE/d (previously 15,000-16,000 BOE/d).
The expanded capital budget reflects the incremental capital on the joint Acquired Assets increasing from 50% to 100% working interest, as well an activity re-allocation on Logan's existing assets. On Logan's existing assets, Logan plans to reduce one Montney well planned in Pouce Coupe to balance capital spending levels.
Logan is also now budgeting and planning to complete its first delineation well in Flatrock in late 2026, subject to commodity prices. Flatrock represents a high impact Montney development opportunity with scale and the expected reservoir attributes to deliver highly economic Montney oil and gas wells. Logan is excited to demonstrate this asset's potential with anticipated results in 2026. With success, Logan has identified over 240 Montney locations in Flatrock.
For the year ending December 31, 2026
PreviousGuidance (1)
UpdatedGuidance (1)
Change
%
2026 average production (BOE/d) (2)
15,000 - 16,000
16,000 - 17,000
1,000
6
% Liquids
39%
42%
3%
8
H2 2026 average production (BOE/d) (2)
16,500 - 17,500
18,000 - 19,000
1,500
9
% Liquids
41%
44%
3%
7
Forecast Average Commodity Prices (3)
WTI crude oil price (US$/bbl)
60.00
60.00
-
-
AECO natural gas price ($/GJ)
3.00
3.00
-
-
Average exchange rate (CA$/US$)
1.40
1.40
-
-
Operating Netback, after hedging ($/BOE) (2)(3)(4)
25.35
27.07
1.72
7
Adjusted Funds Flow ($MM) (2)(4)
120
138
18
15
AFF per share, basic (2)(4)(5)
0.20
0.21
0.01
5
Capital Expenditures before A&D ($MM) (2)
140 - 150
175, 185
35
24
Acquisitions (6)
-
66
66
nm
Net Debt, end of year ($MM) (4)
116
149
33
28
Common shares outstanding, end of year (MM) (5)
596
664
68
11
(1)
The financial performance measures included in the Company's guidance for 2026 are based on the midpoint of the average production and capital expenditure forecast. Previous guidance for 2026 was published in the Company's press release dated January 5, 2026.
(2)
Additional information regarding the assumptions used in the forecasts of average production, Operating Netback and Adjusted Funds Flow are provided under "Reader Advisories" below.
(3)
A summary of outstanding commodity price risk management contracts is provided under the heading "Reader Advisories - Assumptions for Guidance, Commodity Hedging".
(4)
"Operating Netback, after hedging", "Adjusted Funds Flow", "AFF per share", "Capital Expenditures before A&D" and "Net Debt (Surplus)" do not have standardized meanings under IFRS Accounting Standards, see "Non-GAAP Measures and Ratios" section of this press release.
(5)
The forecast of basic Common Shares outstanding assumes closing of the Equity Offerings for aggregate gross proceeds of $50.0 million. AFF per share is based on the estimated basic weighted average common shares outstanding during the year. Refer to additional information regarding outstanding dilutive securities under the heading "Share Capital" in this press release.
(6)
Includes the $62.5 million purchase price for the Acquisition plus $3.2 million of estimated closing adjustments.
ABOUT LOGAN ENERGY CORP.
Logan is a growth-oriented exploration, development and production company formed through the spin-out of the early stage Montney assets of Spartan Delta Corp. Logan has three high quality and opportunity rich Montney assets located in the Simonette and Pouce Coupe areas of northwest Alberta and the Flatrock area of northeastern British Columbia. Additionally, the Company has established a position within the greater Kaybob Duvernay oil play with assets in the North Simonette, Ante Creek and Two Creeks areas. The management team brings proven leadership and a track record of generating excess returns in various business cycles.
For additional information, please contact:
Richard F. McHardy
Logan Energy Corp.
Chief Executive Officer
900, 355, 4th Avenue SW
Calgary, Alberta T2P 0J1
Brendan Paton
Email: [email protected]
President and Chief Operating Officer
https://www.loganenergycorp.com/
READER ADVISORIES
Notes to Acquisition Highlights:
1)
Of the 40 net (98 gross) identified Montney locations, there are 40 gross (18.6 net) booked locations in the Reserves Report with an additional 58 gross (21.7 net) unbooked locations identified by Logan. See "Drilling Locations" for additional details. Cost per location is calculated as total consideration less $40.3 million PDP NPV10 BTax reserve value divided by 40 net locations.Field estimated average production for February 2026 from the Acquired Assets is approximately 1,400 BOE/d, consisting of 770 bbl/d of oil (55%), 56 bbl/d of NGLs (4%), and 3,444mcf/d of natural gas (41%).
2)
See "Reserves Disclosure" for additional details.
3)
South Simonette Lower Montney oil wells as evaluated in the Reserves Report.
4)
10.2 net (20 gross) identified locations are unbooked; See "Drilling Locations" for additional details.
5)
See Logan's press release dated November 26, 2024 for details of the PDP reserves at the time of the initial 2024 acquisition. See "Reserves Disclosure" for additional details relating to the PDP reserves attributed to this acquisition.
6)
The estimates of reserves and future net revenue for individual properties may not reflect the same confidence level as estimates of reserves and future net revenue for all properties, due to the effects of aggregation.
Notes to Acquisition Metrics table:
1)
The purchase price to be paid by Logan in respect of the Acquisition is ...
