Slide 1: Greenfire Resources Inc. Business Combination with M3-Brigade Acquisition III Corp.
GREENFIRE RESOURCES INC. BUSINESS COMBINATION WITH M3 - BRIGADE ACQUISITION III CORP. DECEMBER 15, 2022
Slide 2: General Disclaimer and Confidentiality
2 General Disclaimer and Confidentiality This confidential investor presentation (this “Presentation”) was prepared by M 3 - Brigade Acquisition III Corp . (the “SPAC” or “MBSC”) and Greenfire Resources Inc . (the “Company” or “Greenfire”) . This Presentation is for its intended audience and for inf
Slide 3: Forward-Looking Statements
3 Forward - Looking Statements This communication may contain certain forward - looking statements within the meaning of United States federal securities laws and applicable Canadian securities laws with respect to the proposed transaction between PubCo, MBSC, Greenfire and the other parties thereto
Slide 4: Use of Projections
4 Use of Projections This presentation contains projected financial information with respect to Greenfire and the combined entity following completion of the Business Combination . Such projected financial information constitutes forward - looking information, and is for illustrative purposes only a
Slide 5: Overview of Greenfire Resources
5 Greenfire Resources is an intermediate - sized and low - cost oil sands producer focused on responsible energy development in Canada Hangingstone Expansion OVERVIEW OF GREENFIRE RESOURCES Company Highlights: » Opportunistic consolidator of underdeveloped or misunderstood energy assets with a demon
Slide 6: Overview of M3-Brigade Acquisition III Corp.
William Gallagher Executive Vice President Matthew Perkal Chief Executive Officer Charles Garner Executive Vice President & Secretary OVERVIEW OF M3 - BRIGADE ACQUISITION III CORP. 6 Deep Expertise and Partnership Overview of our Sponsors ▪ M3 - Brigade Acquisition III Corp. (“M3 - Brigade” or “MBSC
Slide 7: Greenfire Resources & MBSC Business Combination
GREENFIRE RESOURCES & MBSC BUSINESS COMBINATION 7 ▪ Lower - risk Organic Production Growth Plan Provides Meaningful Upside Potential to Public Shareholders o Greenfire is implementing relatively low capital expenditure surface debottlenecking programs at Hangingstone Expansion and D emo to enable ad
Slide 8: Committed Business Combination Financing of US$100mm
Committed Business Combination Financing of US$100mm; Existing Greenfire Shareholders to Receive US$75mm ▪ Institutional investors providing financing commitments of up to US$100mm to backstop any potential investor redemptions o Financing commitment consists of US$50mm of common equity and US$50mm
Slide 9: Pro-Forma Ownership, Capitalization and Cash: Scenario 1
9 Sources & Uses ($ millions) Capitalization Table & Pro Forma Ownership (2) Scenario 1 : 100% MBSC Investor Redemptions of SPAC Common Stock PRO - FORMA OWNERSHIP, CAPITALIZATION AND CASH (US DOLLARS) ▪ Based on WTI strip pricing as of November 23, 2022, and a WCS differential of US$15/bbl, the Com
Slide 10: Pro-Forma Ownership, Capitalization and Cash: Scenario 2
PRO - FORMA OWNERSHIP, CAPITALIZATION AND CASH (US DOLLARS) 10 Sources & Uses ($ millions) Scenario 2 : ~67% MBSC Investor Redemptions of SPAC Common Stock Capitalization Table & Pro Forma Ownership (2) ▪ Based on WTI strip pricing as of November 23, 2022, and a WCS differential of US$15/bbl, the Co
Slide 11: Valuation Relative to Peers
44% 33% 26% 24% 24% 24% 23% 20% – 5% 10% 15% 20% 25% 30% 35% 40% 45% 50% Greenfire Resources (29.5 mbbl/d)(3) Greenfire Resources (25 mbbl/d)(3) Greenfire Resources (21 mbbl/d)(3) Crew Energy Athabasca Oil Corp. Baytex Energy Meg Energy Nuvista Energy 3.5x 3.5x 3.1x 3.0x 2.9x 2.9x 2.5x 2.2x 0.0x 0.5
Slide 12: Greenfire Resources: Assets, Strategy and Differentiation
GREENFIRE RESOURCES Assets, Strategy and Differentiation
Slide 13: Corporate Strategy & Overview
CORPORATE STRATEGY & OVERVIEW 13 Optimizing t wo SAGD facilities with the same tier 1 reservoir • Hangingstone Expansion : Increasing well productivity & debottlenecking surface infrastructure • Hangingstone Demo: D ebottlenecking infrastructure & extending reserve life Hangingstone Expansion Demo C
Slide 14: Comparison to Oilsands Competitors
0.0x 0.5x 1.0x 1.5x Athabasca Cenovus Suncor MEG Greenfire Q3 2022 Net Debt / 9 Months 2022 Annualized Adjusted Funds Flow 0.0x 1.0x 2.0x 3.0x 4.0x Cenovus MEG Suncor Greenfire Athabasca Christina Lake Christina Lake Firebag Expansion Leismer 9 Months Ended Sept. 2022 SOR - Steam Oil Ratio $0 $20 $4
Slide 15: Company History & Key Partnerships
COMPANY HISTORY & KEY PARTNERSHIPS Greenfire Resources • The Greenfire team received the 2020 Oilsands Energy Excellence Award for the precedent - setting restart of Hangingstone Demo • A cquired operatorship of Hangingstone Expansion in September 2021 Trafigura • One of the world’s largest logistic
Slide 16: Trafigura: A Key Strategic Stakeholder
TRAFIGURA: A KEY STRATEGIC STAKEHOLDER A Symbiotic Relationship • Strategic stakeholder and capital provider • Trafigura is Greenfire’s exclusive production marketer, and provides funding, transportation and logistical support • Trafigura assumed transportation and marketing commitments at Hangingst
Slide 17: Corporate Differentiation & Objectives
Differentiation 1. Demonstrated ability to grow production with limited capital spending, leading to high FCF/bbl 2. Strategic cooperation with Trafigura 3. Strong ESG focus with carbon intensity already reduced and now anticipate generating carbon credits Objectives 1. Near term : Focus on asset op
Slide 18: Hangingstone Expansion Production
0 200 400 600 800 1,000 1,200 1,400 10,000 12,000 14,000 16,000 18,000 20,000 22,000 24,000 26,000 28,000 30,000 Average Bitumen Rate Per Well (bbl/d/well) Bitumen Rate (bbl/d) Hangingstone Expansion (Gross) Bitumen Rate (bbl/d) bbl/d per well Greenfire acquired Expansion in Sept ember 2021 Plant Tu
Slide 19: Hangingstone Demo (100% WI)
0 200 400 600 800 1000 0 1,000 2,000 3,000 4,000 5,000 6,000 7,000 Average Bitumen Rate Per Well (bbl/d/well) Bitumen Rate (bbl/d) Hangingstone Demo Bitumen Rate (bbl/d) bbl/d per well • Tripled production per well relative to prior operator, with lower costs, by implementing proven production enhan
Slide 20: Growth Capital Projects and Capital Allocation Strategy
GROWTH CAPITAL PROJECTS CAPITAL ALLOCATION STRATEGY HANGINGSTONE EXPANSION HANGINGSTONE DEMO • Lower - risk optimizations of existing surface facilities and infrastructure • Modest growth capital of ~US$40 million from Q4/2022 to the first half of 2024 to debottleneck Expansion and Demo; no drilling
Slide 21: 2023 Production Growth Forecast vs. 2022E
2023 PRODUCTION GROWTH FORECAST vs. 2022E FORECASTED PRODUCTION GROWTH 21 • Budgeting 2023E annual consolidated net production of ~24.8 mbbl/d, a 20% increase from 2022E 2023E Budget Gross Production (mbbls/d) 2023E Budget Net Production (mbbls/d) 2022E Forecast Net Production (mbbls/d) Net 2023E Gr
Slide 22: Water Disposal Wells
Closed Process System Constraints • Limited water handling capabilities • Restricts the number of wells on production Disposal Wells to Improve Capacity • One disposal well drilled at both Expansion and Demo, regulatory approval received and in service as of September 2022 • Conditioning process wit
Slide 23: Expansion – Quench & Vapor Handling
Quench Water Constraints • Colder water used to cool produced fluids to reduce vapor and pressure in order to optimize production • Challenge: Pipeline used for cold water delivery partially plugged due to prior operations • Solution: Temporary fix using tanks/pumps, but requiring a longer - term so
Slide 24: Demo – Plant 1 Partial Recommissioning
Plant 1 • Decommissioned in 2015 by prior operator • Potential to recommission the oil processing equipment to handle additional production Timing and Impact • Timing dependent on regulatory approval and having the disposal well in operation • Potential to further increase production in addition to
Slide 25: Demo – Truck Rack
1,000 Kilometers vs 10 Kilometers • Production from Demo was previously trucked to a pipeline sales point: 1,000 km round trip • Q3 2022 trucking cost: ~ C$13 per barrel • The truck rack offloading facility at Expansion enables the delivery of Demo volumes: 10 km round trip Cost Savings and Optional
Slide 26: 2023E EBITDA Sensitivity to Production Levels & WTI Prices
2023E EBITDA SENSITIVITY TO PRODUCTION LEVELS & WTI PRICES (EBITDA in US Dollars) 26 Annual 2023 EBITDA (US$mm) at Various Production Levels 2022E Production 2023E Budget Production Production at Target Debottlenecked Capacity (1) 20.6 mbbl/d 24.8 mbbl/d 32.4 mbbl/d WTI Scenario (US $/bbl) US$65/bbl
Slide 27: Appendix: Management Team, Asset Benchmarking & Additional Strategic Details
APPENDIX Management Team, Asset Benchmarking & Additional Strategic Details
Slide 28: Management Team
MANAGEMENT TEAM Team Member Prior Employers Robert Logan MPBE, P.Eng., PE President and CEO David Phung P.Eng., CFA CFO Kevin Millar C.E.T. SVP Operations & Steam Chief Alberta Ma P.Eng. SVP Engineering Crystal Park P.Eng., MBA SVP Corporate Development 28
Slide 29: Steam Assisted Gravity Drainage (SAGD)
STEAM ASSISTED GRAVITY DRAINAGE (SAGD) SAGD In - situ Oil Sands Extraction • ~80% of Alberta's bitumen is too deep for mining and must be extracted in - place (or in - situ) using steam • H as a much smaller footprint than oil sands mining, and uses less water with no tailings stream Source: Alberta
Slide 30: Asset Map & Geographic Overview
ASSET MAP & GEOGRAPHIC OVERVIEW Hangingstone Demo Hangingstone Expansion 50 km south of Fort McMurray, Northern Alberta, Canada Christina Lake Firebag Hangingstone Ft. McMurray MacKay Christina Lake 2 of 5 Tier - 1 SAGD reservoirs Demo Expansion Hangingstone Demo Capacity: 7.5 mbbl/d (100% Greenfire
Slide 31: Attributes of a Tier 1 SAGD Reservoir
Tier 1 SAGD reservoirs have no top gas, bottom water or lean zones • These “thief zones” provide an unwanted outlet for steam and reservoir pressure • Thief zones require costly downhole pumps and recurring pump replacements to achieve targeted production rates, leading to higher capital and opex sp
Slide 32: SAGD Benchmarking: Facility Production Relative to Capacity vs. SOR
0 50 100 150 200 250 300 350 400 West Ells - Sunshine Oilsands McKay River - Everest Canadian Hangingstone Demo - Greenfire MacKay River - PetroChina Tucker - Strathcona Resources Hangingstone - Athabasca Oil Corp Orion - Strathcona Resources Great Divide - Connacher Oil & Gas Long Lake / Kinosis -
Slide 33: SAGD Benchmarking: Production per Well Pair
0 200 400 600 800 1,000 1,200 1,400 1,600 1,800 2,000 West Ells - Sunshine Oilsands McKay River - Everest Canadian Tucker - Strathcona Resources MacKay River - PetroChina Great Divide - Connacher Oil & Gas Lindbergh - Strathcona Resources MacKay River - Suncor Long Lake / Kinosis - CNOOC Orion - Str
Slide 34: SAGD – Competitor Positioning, Spending & Production
SAGD – COMPETITOR POSITIONING, SPENDING & PRODUCTION Total In - Situ Bitumen Production (mmbbl/d) Total Expenditures for In - Situ Operations (C$ billion) Christina Lake Foster Creek Christina Lake Sunrise Firebag MacKay River Black Gold Jackfish Kirby Surmont Long Lake / Kinosis Algar / Great Divid
Slide 35: Regional Infrastructure
REGIONAL INFRASTRUCTURE Greenfire Assets near major pipeline systems, with a combination of firm and interruptible transportation for blend and diluent without being burdened by unmanageable long - term commitments Blend Transportation • Expansion to Cheecham via the Enbridge Lateral • 54 mbbl/d dil
Slide 36: Markets & Regional Pricing
Marketing strategy focuses on Edmonton as sales point • Providing access to North American markets including heavy oil refining destinations in the US Midwest and Gulf Coast via Enbridge or Keystone pipeline networks • Future opportunity to market volumes west via the Trans Mountain Expansion Projec
Slide 37: North American Heavy Oil Pipelines & Markets
NORTH AMERICAN HEAVY OIL PIPELINES & MARKETS Canada Heavy Oil Exports to U.S. (mmbbl/d) U.S. Heavy Oil Imports by Country (mmbbl/d) Source: BMO Capital Markets 37 PADD I PADD II PADD III PADD IV PADD V Delivery Pipelines Other Pipelines
Slide 38: Canadian Crude Takeaway Capacity vs. Supply
• Canadian product differentials are expected to be relatively less volatile moving forward as the Western Canadian basin is long pipeline egress with the potential for phased expansions over time • WCS expected to be set by pipeline economics (~US$11 - 13/bbl differential to WTI) vs. rail (~US$15 -
Slide 39: Sustainability - Environmental
SUSTAINABILITY - ENVIRONMENTAL Optimization and efficiency gains have Expansion and Demo on pace to reduce carbon emissions per barrel by 40% relative to the prior operator Lower Facility Carbon Intensity Reduced Diluent Use & Waste M ore attentive operations team and processes to operate equipment
Slide 40: Canadian Energy & ESG
CANADIAN ENERGY & ESG • Canada places #1 when independently ranked vs. top reserve holding countries on governance, social progress and environmental performance • Alberta’s energy sector has virtually eliminated non - routine flaring and is now one of the lowest flaring producers in the world , des
Slide 41: Hedging & Risk Management
Risk management program mandates hedging at least 50% of corporate PDP bitumen volumes on a rolling 12 - month basis, tested quarterly • WTI Hedges • 26% swaps: averaging ~US$64/bbl • 74% puts: US$50/bbl Strike • 28% calls sold: averaging ~US$88/bbl • WCS Differential Hedges • 100% swaps: averaging
Slide 42: Independent Reserves Overview
$1,002 $1,288 $428 PDP PUD PROB 40 148 57 PDP PUD PROB INDEPENDENT RESERVES OVERVIEW (Canadian Dollars) 42 ▪ Greenfire’s independent reserves evaluator, McDaniel and Associates, estimates total proved plus probable reserves of 245 mil lio n barrels with a NPV10 before tax value of ~C$2.7 billion as
Slide 43: Historical Financials & Operating Cost Structure
HISTORICAL FINANCIALS & OPERATING COST STRUCTURE (Canadian Dollars) 43 ▪ Quarterly Results : Cash Operating Netback - by Asset and Consolidated : o C $ Thousands and C $ Per Bitumen Barrel Sold (1) Specified financial measures do not have any standardized meaning prescribed by IFRS and may not be co
Slide 44: Pro-Forma Ownership Analysis Sensitivity
44 Notes: (1) Represents fully vested amount of founder shares. (2) PIPE is reduced dollar - for - dollar on a pro rata basis by the amount of SPAC proceeds after giving effect to redemptions, with co nvertible debt being reduced first ~ PRO - FORMA OWNERSHIP ANALYSIS SENSITIVITY (US Dollars) ($ in
Slide 45: Specified Financial Measures
Certain financial measures in this presentation do not have a standardized meaning prescribed by IFRS and, therefore, are considered Specified Financial Measures . These Specified Financial Measures may not be comparable to similar measures presented by other issuers . Diluted bitumen sales - compri
Slide 46: Canadian Purchasers' Rights of Action
CANADIAN PURCHASERS' RIGHTS OF ACTION The following statutory rights of action for damages or rescission will only apply to a purchase of securities in the event that the foregoing investor presentation is deemed to be an offering memorandum pursuant to applicable securities legislation in the Provi
Slide 47: Rights of Action – Manitoba Purchasers Only
Rights of Action – Manitoba Purchasers Only The right of action for rescission or damages described herein is conferred by section 141 . 1 of The Securities Act (Manitoba) (the "Manitoba Act") . The Manitoba Act provides, in the relevant part, that in the event that an offering memorandum together w
Slide 48: Rights of Action – Saskatchewan Purchasers Only
Rights of Action – Saskatchewan Purchasers Only The right of action for rescission or damages described herein is conferred by section 138 of The Securities Act, 1988 (Saskatchewan) (the "Saskatchewan Act") . The Saskatchewan Act provides, in the relevant part, that in the event that the offering me