Q1
For the three months ended March 31, 2026
Selected Financial and Operating Information
Three months ended March 31, | Year ended | ||
(Thousands of dollars except per share data, | 2026 | 2025 | December 31, 2025 |
numbers of shares and kilometres of seismic data) | (Unaudited) | (audited) | |
Revenue | 1,851 | 22,759 | 51,090 |
Amortization of seismic data library | 384 | 2,225 | 8,898 |
Net earnings (loss) | (1,363) | 13,375 | 23,119 |
Per share basic and diluted | (0.03) | 0.26 | 0.46 |
Cash provided (used in) by operating activities | (637) | 16,615 | 35,204 |
Per share basic and diluted | (0.01) | 0.33 | 0.69 |
EBITDA (a) | (1,474) | 20,048 | 40,847 |
Per share basic and diluted (a) | (0.03) | 0.39 | 0.80 |
Shareholder free cash flow (a) | (1,450) | 15,419 | 31,596 |
Per basic and diluted (a) | (0.03) | 0.30 | 0.62 |
Dividends | |||
Regular dividends declared | 888 | 763 | 3,425 |
Special dividends declared | 5,071 | 10,167 | 20,318 |
Total dividends declared | 5,959 | 10,930 | 23,743 |
Normal course issuer bid Number of shares purchased and cancelled - 43,300 120,800 Cost of shares purchased and cancelled - 106 309 | |||
Weighted average shares outstanding | |||
Basic and diluted | 50,714,857 | 50,829,404 | 50,770,625 |
Shares outstanding at period-end | 50,714,857 | 50,794,563 | 50,714,857 |
Seismic library | |||
2D in kilometres | 829,207 | 829,207 | 829,207 |
3D in square kilometres | 65,310 | 65,310 | 65,310 |
March 31, | March 31, | December 31, | |
(Thousands of dollars except ratio) | 2026 | 2025 | 2025 |
Working capital | 9,801 | 14,201 | 16,792 |
Working capital ratio | 3.2:1 | 3.7:1 | 4.9:1 |
Cash and cash equivalents | 13,128 | 14,305 | 19,746 |
Total assets | 16,120 | 27,412 | 22,732 |
Trailing 12-month (TTM) EBITDA (b) | 19,325 | 29,315 | 40,847 |
Shareholders' equity | 9,994 | 20,533 | 17,316 |
(a) These non-GAAP financial measures are defined, calculated and reconciled to the nearest GAAP financial measures in the Management's Discussion and Analysis. | |||
(b) TTM EBITDA is defined as the sum of EBITDA generated over the previous 12 months and is used to provide a comparable annualized measure. | |||
Q1
For the three months ended March 31, 2026
Management's Discussion and Analysis of Financial Condition and Results of Operations
Three months ended March 31, 2026
The following Management's Discussion and Analysis (MD&A) of the financial condition and results of operations of Pulse Seismic Inc. ("Pulse" or the "Company") for the three months ended March 31, 2026, was prepared taking into consideration information available to April 28, 2026, and is supplemental
to the unaudited condensed consolidated interim financial statements and related notes for the three months ended March 31, 2026. This MD&A is also supplemental to the MD&A, audited consolidated financial statements and related notes for the year ended December 31, 2025.
The unaudited condensed consolidated interim financial statements were prepared in accordance with IFRS® Accounting Standards (IFRS) with comparative figures for the prior year. Certain comparative figures were reclassified to conform to the current year's presentation. The unaudited
condensed consolidated interim financial statements and the MD&A were reviewed by Pulse's Audit and Risk Committee and approved by Pulse's Board of Directors. All financial information is reported in Canadian dollars. This MD&A discusses matters that Pulse's management considers material. Management determines whether information is material based on whether it believes a reasonable investor's decision whether or not to buy, sell, or hold shares in the Company would likely be influenced or changed if the information were omitted or misstated.
Readers should also read the cautionary statement in "Forward-Looking Information".
ContentsOverview 3
Corporate Update 3
Key Performance Indicators 4
Outlook 5
Discussion of Operating Results 6
Review of Financial Position 9
Financial Summary of Quarterly Results 11
Contractual Obligations 12
Liquidity, Capital Resources and Capital Requirements 12
Non-Capital Resources 14
Non-GAAP Financial Measures and Reconciliations 14
Financial Instruments 15
New IFRS Standards 16
Critical Accounting Estimates 16
Disclosure Controls and Procedures (DC&P) and Internal Controls Over Financial Reporting (ICFR) 16
Risk Factors 16
Additional Information 16
Forward-Looking Information 17
2
OVERVIEW
ABOUT PULSE
Pulse is a market leader in the acquisition, marketing and licensing of two-dimensional (2D) and three-dimensional (3D) seismic data for the energy sector in Western Canada. Seismic data is used by oil and natural gas exploration and development companies to identify portions of geological formations that have the potential to hold hydrocarbons. Seismic data is also used by those requiring advanced geophysics to maximize the probability of project success including companies exploring for non-traditional forms of energy such as lithium, companies developing carbon capture, utilization and storage (CCUS) projects, and companies exploring for helium. Seismic data is used in conjunction with well logging data, well core comparisons, geological mapping and surface outcrops to create a detailed map of the Earth's subsurface at various depths.
Pulse owns the largest licensable seismic data library in Canada, currently consisting of approximately 65,310 net square kilometres of 3D seismic and 829,207 net kilometres of 2D seismic. The library extensively covers the Western Canada Sedimentary Basin (WCSB), where most of Canada's oil and natural gas exploration and development occur.
Pulse calculates net kilometres of 2D data and net square kilometres of 3D data by multiplying the number of kilometres of seismic data in each 2D line and the number of square kilometres of seismic data in individual 3D seismic datasets by Pulse's percentage of ownership in each.
MISSION AND STRATEGY
As a pure-play seismic data library company, Pulse's business model is designed to generate a growing stream of cash flow by repeatedly licensing the data in its seismic data library to the western Canadian oil and natural gas, and new energy sectors.
Pulse is working with partners to explore the use of sophisticated processing technologies that provide advanced interpretation and visualization of seismic data to reduce the geological and drilling risks in exploring for subsurface targets. The application of such technologies is intended to increase the attractiveness and range of uses of Pulse's seismic dataset for potential new and existing customers. These include companies in emerging energy-transition projects such as lithium, CCUS, geothermal and helium resource extraction, and Pulse's traditional core focus of oil and natural gas development.
Current seismic processing and visualization software allows historical 2D and 3D data to be reprocessed and reinterpreted, thereby maintaining the technical usefulness and marketability of historical data and, through repeated licensing sales, generating recurring revenue. The Company is continuously seeking and evaluating opportunities to expand its data library by acquiring high-quality 2D and 3D datasets that cover some of western Canada's most prospective exploration regions, are complementary to its current library and are available at favourable valuations.
Pulse's strategy is to pursue growth opportunities that meet its financial and technical criteria while maintaining a low-cost structure.
CORPORATE UPDATEOn April 28, 2026, Pulse's Board of Directors approved a 7% increase to the regular quarterly dividend. The declared dividend of
$0.01875 per common share represents an annualized dividend of $0.075 per share. The total dividend will be approximately
$951,000 based on Pulse's 50,714,857 common shares outstanding as of April 28, 2026, and will be paid on May 26, 2026, to shareholders of record on May 12, 2026.
KEY PERFORMANCE INDICATORSThe key performance indicators used by Pulse's management to analyze business results are revenue, net earnings, cash provided by operating activities, EBITDA, and shareholder free cash flow. The definitions, calculations, and reconciliations of EBITDA
and shareholder free cash flow to the nearest GAAP financial measures are provided in "Non-GAAP Financial Measures and Reconciliations."
Results for the key performance indicators for the three months ended March 31, 2026, with comparative figures for 2025, are set out in the following table:
Three months ended March 31, | |||
(Thousands of dollars except per share data) | 2026 | 2025 | Variance |
Revenue - Data library sales | 1,851 | 22,759 | (20,908) |
Net earnings (loss) | (1,363) | 13,375 | (14,738) |
Per share basic and diluted | (0.03) | 0.26 | (0.29) |
Cash provided (used in) by operating activities | (637) | 16,615 | (17,252) |
Per share basic and diluted | (0.01) | 0.33 | (0.34) |
EBITDA | (1,474) | 20,048 | (21,522) |
Per share basic and diluted | (0.03) | 0.39 | (0.42) |
Shareholder free cash flow | (1,450) | 15,419 | (16,869) |
Per share basic and diluted | (0.03) | 0.30 | (0.33) |
For the three months ended March 31, 2026, revenue was $1.9 million, a significant decrease compared to the prior year period of
$22.8 million. This decrease reflects the impact of the lower level of transaction-based sales that occurred in the first quarter of 2025.
Due to lower activity levels in the first quarter of 2026, key performance metrics are also lower compared to the same period in 2025. Despite this decrease, the Company's low-cost structure supports its ability to manage periods of revenue fluctuations, which are a characteristic of the seismic data library business.
OUTLOOKThe outlook for Pulse's business is impacted by many factors that may influence revenue and financial performance annually. Specific industry trends that we consider relevant include land sales in Western Canada, drilling forecasts, commodity price levels, M&A forecasts and status of infrastructure improvements. While these facts and forecasts provide some insight, ultimately there are other significant factors that contribute to overall risk and uncertainty. These include ongoing federal energy and environmental policy constraints, infrastructure constraints, global geopolitical tensions, U.S.-Canada trade policy, and the current instability in the Middle East.
Alberta land sales in the first quarter of 2026 were strong, totaling approximately $73 million which is a 30% increase compared to $56 million in the same period last year.
The Canadian Association of Energy Contractors, in December 2025, forecast an increase to 5,709 wells to be drilled in 2026, an approximate 3% increase over 2025.
Recent improvements in commodity prices.
New infrastructure, such as the TMX pipeline expansion, a driver of increased drilling activity, which was completed in 2024 has provided increased oil export capacity.
LNG Canada's liquefied natural gas export facility became operational during 2025 with increased capacity in 2026 as it becomes fully operational in 2026.
Industry M&A activity forecast for 2026 published by Sayer Energy Advisors early in the year was approximately
$15 billion, down from $31.2 billion in 2025.
Pulse, as previously stated, has low visibility regarding future seismic data library sales levels, regardless of industry conditions. The Company remains focused on business practices that have served throughout the full range of conditions. The Company maintains a strong balance sheet and carries no debt. Led by an experienced and capable management team, Pulse operates with a low-cost structure and focuses on maintaining excellent client relations and providing exceptional customer service.
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Pulse's strong financial position, high leverage to increased revenue in its EBITDA margin and careful management of its cash resources continue to translate to the return of capital to shareholders through regular and special dividends.
DISCUSSION OF OPERATING RESULTS
SUMMARY FOR THE THREE MONTHS ENDED MARCH 31, 2026
EARNINGS BEFORE INCOME TAXES
In the first quarter of 2026, Pulse had a net loss before income taxes of $1.8 million ($0.04 per share basic and diluted) compared to net earnings before income taxes of $17.9 million ($0.35 per share basic and diluted) for the same period in 2025. The lower results in Q1 2026 over 2025 is primarily driven by lower sales.
REVENUE
Pulse's revenue consists of data library sales which are conducted under various types of sale contracts. These are classified as data library sales, library cards (discount agreement, paid on predetermined payment terms with periods of up to one year to select data), commitment cards (discount agreement, paid when data is selected and delivered within a one-year period) and review-and-possession agreements (client is provided with data to review, and selects a portion of this data to license long-term). Pulse plans to continue providing customers with a variety of contract options to maximize future data library sales. The unearned portion of a contract's value is deferred until Pulse's revenue recognition criteria are met, with data library sales revenue being recognized upon delivery of seismic data to the customer.
In the first quarter of 2026, revenue was $1.9 million compared to $22.8 million for the same period in 2025. Revenue was lower in Q1 2026 compared to the same period last year, which had a higher level of transaction-based sales. Transaction-based sales can occur at any time due to corporate M&A activity and joint venture and asset dispositions, which is unpredictable.
DISAGGREGATED DATA LIBRARY SALES BREAKDOWN
Pulse disaggregates its data library sales in two ways. The following graphs illustrate the comparative disaggregated sales for the three months ended March 31, 2026 and 2025.
The first breakdown, data type, compares sales of 2D and 3D seismic data. Because the value of 3D seismic data licencing contracts are generally larger than 2D seismic data licencing contracts, the percentage of seismic data library revenues generated from 2D and 3D seismic data can fluctuate significantly depending on the number and magnitude of 3D seismic sale contracts signed during a given period.
37
63
5
Three months ended MARCH 31
2026
2025
95
The second breakdown is geographical. The largest proportion of data sales is usually generated from data in Alberta, where most of Pulse's data coverage and current industry activity is. The Company's customers are currently, and generally, focusing on liquids-rich natural gas and light oil pools found primarily in a broad corridor running from northwest Calgary, Alberta, along the Foothills of the Rocky Mountains, to the British Columbia border, as compared to "dry" natural gas more often found in British Columbia, on Alberta's eastern prairies, and in Saskatchewan and Manitoba.
With the overall lower level of sales in the first quarter of 2026, the geographical distribution was more balanced, with 57%, or
$1.1 million, attributable to Alberta and 43%, or $790,000, to British Columbia and other regions. Compared to the first quarter of 2025, where sales were significantly stronger, 99%, or $22.6 million, of the total sales were generated in Alberta, while 1%, or $188,000, were generated from British Columbia and other regions.
DISAGGREGATED SALES GEOGRAPHICAL (%)
Three months ended MARCH 31
Alberta British Columbia Others Areas57
19
24
0
1 1
2026
99
2025
0 20 40 60 80 100
AMORTIZATION OF SEISMIC DATA LIBRARY
For the three months ended March 31, 2026, seismic data library amortization expense was $384,000 compared to $2.2 million for the same period in 2025. This decrease represents the fact that the data acquired in January 2019 through the acquisition of Seitel Canada Ltd. has now been fully amortized as per the Company's seven-year amortization policy.
Amortization of the seismic data library is described further under "Critical Accounting Estimates".
IMPAIRMENT
At March 31, 2026, the Company assessed the cash-generating units (CGUs) in its seismic data library for indicators of impairment, as required under IFRS, and concluded there were no indicators as at March 31, 2026. Accordingly, no impairment test was required.
SALARIES, COMMISSIONS AND BENEFITS (SCB)
SCB includes salaries, related benefits, incentive compensation, and internal commissions.
In the first quarter of 2026, SCB was $2.8 million compared to $2.1 million for the same period in 2025. The increase is due to higher long-term incentive plan (LTIP) expense accruals, which are measured at fair value at each reporting period on a mark-to-market basis. The higher expense is mainly a result of the following two factors. Firstly, the closing share price at March 31, 2026 was 58 percent higher than at March 31, 2025. Secondly, the Company's improved financial performance for the 2025 fiscal year over the 2024 fiscal year resulted in the vesting of 100 percent of the eligible LTIP performance units on the March 31, 2026 vesting date, compared to 31 percent for the prior year. Partially offsetting the increase in LTIP expense is lower internal sales commissions in the first quarter of 2026 as compared to the same period last year due to the reduction in period-over-period revenue.
OTHER SELLING, GENERAL AND ADMINISTRATIVE COSTS (SG&A)
SG&A includes external commissions, occupancy costs, office and general costs, information technology expenses, data storage expenses, directors' fees and corporate costs, and consulting and professional fees.
In the first quarter of 2026, SG&A was $574,000, compared to $620,000 for the comparable period in 2025.
NET FINANCING INCOME
Net financing income includes two items, financing expenses and interest income.
Total net financing income was higher in the first quarter of 2026 compared to the same period in 2025 at $103,000 compared to
$92,000.
Financing expenses for both the three months ended March 31, 2026 and 2025, consisted of interest related to the lease liability. Interest income will fluctuate period to period depending on the availability of excess cash and prevailing interest rates. In the first quarter of 2026, the Company had higher interest income compared to the comparable prior year period due to a higher cash balance available to invest, upon exiting the 2025 year. This was however, impacted by lower interest rates in first quarter of 2026 compared to the same period in 2025.
INCOME TAXES
In the first quarter of 2026, the Company had an income tax recovery of $418,000, compared to an income tax expense of $4.5 million for the same period last year. The recovery is attributable to a higher deferred income tax recovery in Q1 2026, relating to the carrying value of the LTIP liability. The increased liability reflects the higher number of performance units vesting under the LTIP along with a higher closing share price at March 31, 2026, as compared to the comparable prior year period.
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Current income tax expense in the first quarter of 2026 was significantly lower than the prior year comparable period due to lower taxable income.
REVIEW OF FINANCIAL POSITION
AS AT MARCH 31, 2026
TRADE AND OTHER RECEIVABLES
Trade and other receivables as at March 31, 2026, totalled $287,000 compared to $1.0 million as at December 31, 2025.
The decrease is due to lower revenues in the first quarter of 2026 compared to Q4 2025 combined with the timing of collections.
CURRENT INCOME TAX ASSETS/LIABILITIES
At March 31, 2026, Pulse had a current income tax asset of $571,000 that consisted of 2026 current tax expense of $79,000, net of
$628,000 of 2026 tax instalments paid and $22,000 of 2025 tax refunds expected. This compares to a current income tax asset of
$16,000 at December 31, 2025, due to higher 2026 tax instalments paid to date.
SEISMIC DATA LIBRARY
Pulse's seismic data library consists of 2D and 3D seismic data acquired over the life of the Company in two ways. The Company has purchased the proprietary rights to complementary seismic datasets through corporate or asset acquisitions, as well as by conducting participation surveys. With participation surveys, Pulse partnered with customers to conduct surveys to which the customer received a license and the proprietary rights to the data remained with Pulse. The seismic data collected was added to Pulse's data library to generate future licensing revenue.
At March 31, 2026, the Company considered indicators of impairment for each of its CGUs and based on that review, no impairment test was performed. The carrying amount of the seismic data library relative to future expected returns indicates that future impairment of the currently owned assets is unlikely. Digital seismic data does not deteriorate and remains a valuable risk mitigation tool for energy companies. It is an essential part of the oil and natural gas exploration and development process and is also used for alternative energy development that require structural and reservoir attributes such as helium, lithium, geothermal and for carbon capture and storage project development.
The breakdown of Pulse's 2D and 3D seismic data by geographical location is shown in the following graphs.
DEFERRED INCOME TAX ASSETS / LIABILITIES
Net deferred income tax assets were $1.4 million at March 31, 2026, compared to $868,000 at December 31, 2025.
The deferred income tax assets consist mainly of the taxable temporary differences between LTIP accounting expense and future tax deductions.
The changes in deferred income tax assets at March 31, 2026, as compared to December 31, 2025, are mainly due to the increase in the carrying value of the LTIP liability due to a higher closing share price at March 31, 2026.
RIGHT-OF-USE (ROU) ASSETS
The Company has an office lease agreement covering the period from April 2023 to June 2028.
Included in the ROU assets is the present value of the basic rent related to this agreement. The present value is calculated using an incremental borrowing rate of 7.45 percent. The operating costs associated with the lease agreement were not included as those costs are not fixed or based on an index or rate.
DEMAND CREDIT FACILITY
At March 31, 2026, the Company had an undrawn $5.0 million demand credit facility.
In February 2024, at the request of the Company, the $25.0 million committed revolving credit facility was amended. The facility had not been utilized since the balance owing related to the 2019 corporate acquisition was repaid in early 2022. The demand credit facility has a $5.0 million borrowing limit. More details on the facility are provided in the "Liquidity, Capital Resources and Capital Requirements" section.
LEASE LIABILITIES
As stated above, the Company has a lease agreement for office space that ends in June 2028.
The lease liability is the present value of the basic rent component of the lease. The present value is calculated using an incremental borrowing rate of 7.45 percent. The operating costs associated with the lease agreement is not included as those costs are not fixed or based on an index or rate.
SHARE-BASED COMPENSATION PAYABLE
The share-based compensation payable contains the current and long-term portions, respectively, of the estimated liability related to the LTIP and will fluctuate based on market prices and vesting parameters. Total share-based compensation payable of $5.3 million at March 31, 2026, was higher compared to $3.5 million at December 31, 2025. This increase is primarily due to a higher closing share price at period end.
SHARE CAPITAL SUMMARY
The Company's authorized share capital consists of an unlimited number of common shares and an unlimited number of preferred shares, issuable in series.
The following table provides details of the Company's outstanding share capital:
Three months ended March 31, | ||
2026 | 2025 | |
Weighted average shares outstanding: Basic and diluted | 50,714,857 | 50,829,404 |
Shares outstanding at period-end | 50,714,857 | 50,794,563 |
Shares outstanding at April 28, 2026 | 50,714,857 | |
DILUTED EARNINGS PER SHARE RECONCILIATION
The Company does not have any dilutive instruments.
LONG-TERM INCENTIVE PLAN (LTIP)
The Company has an LTIP for employees, officers, and directors designed to align the Company's long-term incentive compensation with its performance. LTIP awards are described by the Company in the material accounting policies in the audited consolidated financial statements for the year ended December 31, 2025. The Company's LTIP consists of Restricted Share Units (RSUs), Performance Share Units (PSUs) and Deferred Share Units (DSUs).
The Director LTIP was amended in February 2025. The RSUs held in notional accounts for each director were replaced by DSUs. DSUs are awarded quarterly to each director, at the discretion of the board. DSUs are held in the notional account until the director's term on the board terminates. The fair value of the DSUs will be calculated and paid in cash to each individual at the appropriate date, less the related payroll tax.
On March 31, 2026, 323,802 RSUs and 505,522 PSUs were eligible to vest in the employee LTIP. The Company's performance in 2025 surpassed the predetermined maximum threshold and, consequently, 100% of the PSUs vested on March 31, 2026. RSUs vest automatically based on time and, consequently, all eligible RSUs vested on March 31, 2026. The Board of Directors elected to cash-settle the 2025 employee LTIP awards upon vesting and will be paid in the second quarter of 2026.
DEFICIT
At March 31, 2026, the Company had a deficit of $62.4 million, compared to $55.1 million at December 31, 2025. The net loss for the three months ended March 31, 2026 of $1.4 million and dividends declared of $6.0 million contributed to the net change in deficit.
DIVIDENDS
During the three months ended March 31, 2026 and 2025, the Company declared the following dividends:
Three months ended March 31, | ||
(Thousands of dollars, except per share data) | 2026 | 2025 |
Regular dividends declared | 888 | 763 |
Per common share | 0.0175 | 0.0150 |
Special dividends declared | 5,071 | 10,167 |
Per common share | 0.1000 | 0.2000 |
Total dividends declared | 5,959 | 10,930 |
Per common share | 0.1175 | 0.2150 |
Pulse confirms that all dividends paid to shareholders in 2026 are designated as "eligible dividends", entitling Canadian resident individuals to a higher gross-up and dividend tax credit. For non-resident shareholders, Pulse's dividends are subject to Canadian withholding tax.
FINANCIAL SUMMARY OF QUARTERLY RESULTS2026 | 2025 | 2024 | ||||||
(Thousands of dollars, except per share data) | Q1 | Q4 | Q3 | Q2 | Q1 | Q4 | Q3 | Q2 |
Data library sales revenue | 1,851 | 6,599 | 3,416 | 18,316 | 22,759 | 5,576 | 2,726 | 6,300 |
Net earnings (loss) | (1,363) | 1,679 | (1,500) | 9,565 | 13,375 | 774 | (1,405) | 1,341 |
Per share basic and diluted | (0.03) | 0.03 | (0.02) | 0.19 | 0.26 | 0.02 | (0.03) | 0.03 |
Data library sales revenue fluctuates from quarter to quarter, as well as annually, as show in the table above.
During the past eight quarters, the fluctuations in net earnings or losses have been a function of the corresponding quarterly fluctuations in revenue.
CONTRACTUAL OBLIGATIONSPulse's known contractual obligations at March 31, 2026, are comprised of an office space lease, payments under seismic data services contracts, accounts payable and accrued liabilities and share-based compensation payable. The following table reflects the Company's anticipated payment of contractual obligations:
Payments due by period | |||||
(Thousands of dollars) | Total | Less than 1 year | 1-3 years | 4-5 years | After 5 years |
Accounts payable and accrued liabilities | 446 | 446 | - | - | - |
Seismic data storage | 107 | 107 | - | - | - |
Leases liabilities | 136 | 86 | 50 | - | - |
Share-based compensation payable | 5,331 | 3,798 | 941 | - | 592 |
Total | 6,020 | 4,437 | 991 | - | 592 |
Accounts payable and accrued liabilities at March 31, 2026, includes the accrual of $80,000 related to the short-term incentive plan (STIP).
LIQUIDITY, CAPITAL RESOURCES AND CAPITAL REQUIREMENTSAt March 31, 2026, Pulse had working capital of $9.8 million and a working capital ratio of 3.2:1.
During the first quarter of 2026, the Company used $637,000 of cash to fund operating activities compared to a generation of $16.6 million of cash for the same period in 2025. The main differences between the two periods relate to the lower data library sales in the current period.
The Company also utilized cash for the following outlays:
dividends declared and paid of $6.0 million;
property and equipment purchases of $22,000.
The Company has a demand credit facility with a $5.0 million borrowing limit secured through a charge on all assets of the Company and its material subsidiaries.
Interest is calculated based on the lender's prime loan rate, or USBR loan, or term CORRA or term SOFR, plus an applicable margin based on the type of loan. At March 31, 2026, the applicable interest rate for the prime loan was 4.95 percent (December 31, 2025 - 4.95 percent).
At March 31, 2026, the Company did not have a balance owing on the demand credit facility. The revolving demand credit facility also includes the following financial covenants:
Maximum Total Debt to Adjusted EBITDA Ratio
The total debt to adjusted EBITDA ratio shall not be greater than 3.0:1.
Minimum Interest Coverage Ratio
The minimum interest coverage ratio is defined as the ratio of adjusted EBITDA to interest expense. The minimum interest coverage ratio shall not be less than 2.5:1.
The Company was in compliance with all covenants at March 31, 2026.
Pulse has a Normal Course Issuer Bid (NCIB) in place to buy back its shares on the Toronto Stock Exchange (TSX). TSX rules determine the number of shares the Company is permitted to purchase through its NCIB for any renewal period.
On March 16, 2026, the Company renewed its normal course issuer bid (NCIB). The Company is allowed to purchase, for cancellation, up to a maximum of 2,758,077 common shares, equal to 10 percent of the public float of 27,580,778 common shares as at March 5, 2026. Under the NCIB, the Company is limited to purchase no more than 10,241 common shares on any given day, subject to the block purchase exemption under the TSX rules. The NCIB will continue until March 15, 2027. Purchases will be made on the open market through the TSX or alternative platforms at the market price of such shares. All shares purchased under the NCIB will be cancelled.
At the same time, the Company also entered into an automatic share purchase plan (ASPP) to facilitate repurchases of common shares under its NCIB. The Company can purchase common shares at the times when the Company would not be active in the market due to regulatory restrictions, including insider trading rules, and the Company's own internal trading blackout periods. Purchases are made by the Company's broker based on parameters set by the Company when it was not in possession of any material non-public information about the Company or its securities, and in accordance with the limits and other terms of the ASPP. The ASPP was entered into in accordance with the requirements of applicable Canadian securities laws and will terminate on March 15, 2027.
For the three months ended March 31, 2026, no purchases were made under the NCIB. For the same period in 2025, the Company purchased 43,300 common shares under the NCIB. All purchases were made on the open market through the TSX or alternative trading platforms at the market price of such shares. All shares purchased under the NCIB were cancelled.
Pulse's management believes that the Company's capital resources will be sufficient to finance future operations and carry out the necessary capital expenditures through 2026. As at the date of this MD&A, the $5.0 million demand credit facility remains undrawn. The Company anticipates that future capital expenditures will be financed through funds from operations and long-term debt, if required. If deemed appropriate by management and the Board of Directors, Pulse can also issue common or preferred shares.
Pulse requires flexibility in managing its capital structure to take advantage of opportunities to raise additional capital to finance opportune seismic data acquisitions. Historically, the Company has used a combination of debt and equity to finance growth initiatives. Pulse's management considers the current capital structure appropriate.
This discussion on liquidity, capital resources, and capital requirements contains forward-looking information; users of this information are cautioned that actual results may vary and are encouraged to review the discussions of risk factors and forward-looking statements below.
NON-CAPITAL RESOURCESThe Company's main non-capital resource is its key management and staff. The Company has an experienced team with extensive knowledge of the seismic industry. Pulse's management understands industry cycles and how to manage the business in the downturn and recovery phases. Pulse has built strong sales, financial, and IT departments. Management and staff are eligible to participate in the STIP and LTIP, which include performance metrics directly related to the Company's shareholder free cash flow per share..
NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONSThis MD&A and the Company's continuous disclosure documents provide discussion and analysis of EBITDA and shareholder free cash flow. IFRS do not include standard definitions for these measures and, therefore, may not be comparable to similar measures used and disclosed by other companies. As IFRS have been incorporated into Canadian generally accepted accounting principles (GAAP), these non-IFRS measures are also non-GAAP measures. The Company has included these non-GAAP financial measures because management, investors, analysts, and others use them to evaluate the Company's financial performance.
EBITDA and shareholder free cash flow are not calculated based on IFRS. They should not be considered in isolation or as a substitute for IFRS performance measures, nor should they be used as an exclusive measure of cash flow because they do not consider working capital changes, capital expenditures, debt repayments and other sources and uses of cash, which are disclosed in the consolidated audited and condensed interim statements of cash flows.
EBITDA AND SHAREHOLDER FREE CASH FLOW
EBITDA and shareholder free cash flow represent the capital generated and available to allocate.
EBITDA is calculated as earnings or loss from operations before interest, taxes, depreciation, and amortization.
Shareholder free cash flow further refines the calculation of capital available to invest in growing the Company's seismic data library, pay dividends, purchase its common shares, and repay debt when applicable by adding non-cash expenses and non-cash deferred financing charges and deducting net financing costs and current income tax expense.
A reconciliation of net earnings (loss) to EBITDA and shareholder free cash flow follows:
Three months ended March 31, | ||
(Thousands of dollars, except per share data) | 2026 | 2025 |
Net earnings (loss) | (1,363) | 13,375 |
Add/(Deduct): | ||
Amortization of seismic data library | 384 | 2,225 |
Net financing income | (103) | (92) |
Income tax (recovery) expense | (418) | 4,517 |
Depreciation | 26 | 23 |
EBITDA | (1,474) | 20,048 |
Add: | ||
Net financing income | (103) | (92) |
Deduct: | ||
Current income tax expense | 79 | 4,721 |
Shareholder free cash flow (SFCF) | (1,450) | 15,419 |
EBITDA per share basic and diluted | (0.03) | 0.39 |
SFCF per share basic and diluted | (0.03) | 0.30 |
EBITDA AND SFCF
THREE MONTHS ENDED MARCH 31
(millions of dollars)
EBITDA AND SFCF PER SHARE(BASIC AND DILUTED) THREE MONTHS ENDED MARCH 31
(dollars per share)
20262025
2026
2025
EBITDA
SFCF
20.0
(1.5) | ||
(1.5) | ||
15. | ||
4
EBITDA
SFCF
0.39
(0.03)
(0.03)
0.30
(1.5) 0
8.5 20.0
(0.10)
0.0 0.10
0.30
FINANCIAL INSTRUMENTSA financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial instruments are recognized on the statement of financial position when the Company becomes a party to the instrument's contractual obligations. The Company's financial assets include cash and cash equivalents and trade and other receivables. Its financial liabilities are mainly comprised of accounts payable and accrued liabilities and share-based compensation payable.
FAIR VALUE
The fair values of cash and cash equivalents, trade and other receivables, and accounts payable and accrued liabilities approximate their carrying amount largely due to the short-term maturities of these instruments. The fair value of the demand credit facility, when drawn, approximates the carrying value because interest charges under the bank loan are based on current Canadian bankers' acceptance rates and margins.
CREDIT RISK
There have been no significant changes in Pulse's credit risk as disclosed in the Company's MD&A for the year ended December 31, 2025.
The Company's customers are in the energy industry, with the majority located in Alberta. At March 31, 2026, 78 percent of total accounts receivable was due from three customers. The Company does not anticipate any concerns over the collectability of its accounts receivable.
LIQUIDITY RISK
There have been no significant changes in Pulse's liquidity risk as disclosed in the Company's MD&A for the year ended December 31, 2025.
COMMODITY PRICE RISK
The Company is not directly exposed to commodity price risk as it has no contracts directly based on commodity prices. A change in commodity prices, specifically oil and natural gas prices, could have a material impact on the Company's customers' cash flows and could therefore affect seismic data library sales levels. Commodity prices are affected by many factors, including supply and demand. The Company has not entered into any commodity price risk contracts. Given that this is an indirect influence, the financial impact on the Company of changing oil and natural gas prices is not reasonably determinable.
NEW IFRS STANDARDSSeveral new standards, amendments to standards, and interpretations have been issued by the International Accounting Standards Board but were not yet effective for the three months ended March 31, 2026. Accordingly, they were not applied in preparing the condensed consolidated interim financial statements. None of the new standards are expected to have a significant effect on the condensed consolidated interim financial statements.
CRITICAL ACCOUNTING ESTIMATESThe preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions. Management's estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company's critical accounting estimates are discussed annually with the Audit and Risk Committee of the Company's Board of Directors.
DISCLOSURE CONTROLS AND PROCEDURES (DC&P) AND INTERNAL CONTROLS OVER FINANCIAL REPORTING (ICFR)The Company applies the COSO Internal Control - Integrated Framework (2013 framework). There were no changes in the ICFR that occurred during the period beginning January 1, 2026, and ending March 31, 2026, that materially affected, or are reasonably likely to materially affect, the Company's ICFR. No material weaknesses relating to the design of the ICFR were identified. Furthermore, there were no limitations on the scope of the design of the DC&P or the ICFR.
No changes were made to ICFR during the period beginning January 1, 2026, and ending March 31, 2026, that have materially affected, or are reasonably likely to materially affect, Pulse's ICFR.
RISK FACTORSThere have been no significant changes in Pulse's risk factors as described in the Company's MD&A for the year ended December 31, 2025.
ADDITIONAL INFORMATIONYou may find additional information relating to Pulse, including the Company's Annual Information Form, on SEDAR+ at https://www.sedarplus.ca.
FORWARD-LOOKING INFORMATIONThis document contains information that constitutes "forward-looking information" or "forward-looking statements" (collectively, "forward-looking information") within the meaning of applicable securities legislation. Forward-looking information is often, but not always, identified by the use of words such as "anticipate", "believe", "expect", "plan", "intend", "forecast", "target", "project", "guidance", "may", "will", "should", "could", "estimate", "predict" or similar words suggesting future outcomes or language suggesting an outlook.
This MD&A and, specifically, the "Outlook" and the "Liquidity, Capital Resources and Capital Requirements" sections herein contain forward-looking information which includes, but is not limited to, statements regarding:
The outlook of the Company for the year ahead, including future operating costs and expected revenues;
Recent events on the political, economic, regulatory, and legal fronts affecting the industry's medium- to longer-term prospects, including progression and completion of contemplated infrastructure projects;
The Company's capital resources and sufficiency thereof to finance future operations, meet its obligations associated with financial liabilities, and carry out the necessary capital expenditures through 2026;
Pulse's capital allocation strategy;
Pulse's dividend policy;
Oil and natural gas prices and forecast trends;
Oil and natural gas drilling activity and land sales activity;
Oil and natural gas company capital budgets;
Future demand for seismic data;
Future seismic data sales;
Pulse's business and growth strategy; and
Other expectations, beliefs, plans, goals, objectives, assumptions, information, and statements about possible future events, conditions, results, and performance as they relate to the Company or the oil and natural gas industry as a whole.
Sources for the forecasts and the material assumptions underlying this forward-looking information are, where applicable, noted in the relevant sections of this MD&A.
By its very nature, forward-looking information involves inherent risks and uncertainties, both general and specific, and risks that predictions, forecasts, projections, and other forward-looking statements will not be achieved. Pulse does not publish specific financial goals or otherwise provide guidance due to the inherently poor visibility of seismic revenue. Pulse cautions readers not to place undue reliance on these statements as several important factors could cause the actual results to differ materially from the beliefs, plans, objectives, expectations, estimates, and intentions expressed in such forward-looking information. These factors include, but are not limited to:
Volatility of oil and natural gas prices;
Risks associated with the oil and natural gas industry in general;
The Company's ability to access external sources of debt and equity capital;
Credit, liquidity, and commodity price risks;
The demand for seismic data;
The pricing of data library licence sales;
Cybersecurity;
Relicensing (change-of-control) fees and partner copy sales;
Environmental, health, and safety risks;
Federal and provincial government laws and regulations, including those pertaining to taxation, royalty rates, environmental protection, and public health and safety;
Competition, and the regulation thereof;
Dependence on key management, operations, and marketing personnel;
The loss of seismic data;
Protection of intellectual property rights;
The introduction of new products; and
Climate change.
Pulse cautions that the foregoing list of factors that may affect future results is not exhaustive. Additional information on these risks and other factors that could affect the Company's operations and financial results is included under "Risk Factors" herein, under "Risk Factors" in the Company's most recent annual information form, and in the Company's most recent audited annual financial statements, management information circular, quarterly reports, material change reports, and news releases. Copies of the Company's public filings are available on SEDAR+ at https://www.sedarplus.ca.
When relying on forward-looking information to make decisions with respect to Pulse, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Furthermore, the forward-looking information in this MD&A is provided as of the date of this MD&A and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking information, except as required by law. The forward-looking information in this document is provided for the limited purpose of enabling current and potential investors to evaluate an investment in
18
Pulse. Readers are cautioned that such forward-looking information may not be appropriate and should not be used for other purposes.
Q1 Condensed Consolidated Interim Statements of Financial Position
(Thousands of Canadian dollars) (Unaudited)
March 31, | December 31, | ||
As at | Note | 2026 | 2025 |
ASSETS | |||
Cash and cash equivalents | 13,128 | 19,746 | |
Trade and other receivables | 287 | 1,041 | |
Current tax assets | 571 | 16 | |
Prepaid expenses | 358 | 262 | |
Total current assets | 14,344 | 21,065 | |
Seismic data library | 4 | 160 | 544 |
Property and equipment | 101 | 89 | |
Deferred income tax assets | 1,365 | 868 | |
Right-of-use assets | 5 | 150 | 166 |
Total non-current assets | 1,776 | 1,667 | |
Total assets | 16,120 | 22,732 | |
LIABILITIES AND SHAREHOLDERS' EQUITY | |||
Accounts payable and accrued liabilities | 446 | 1,777 | |
Deferred revenue | 213 | - | |
Current portion of share-based compensation payable | 8 | 3,798 | 2,411 |
Current portion of lease liabilities | 5 | 86 | 85 |
Total current liabilities | 4,543 | 4,273 | |
Lease liabilities | 5 | 50 | 49 |
Share-based compensation payable | 8 | 1,533 | 1,094 |
Total non-current liabilities | 1,583 | 1,143 | |
Total liabilities | 6,126 | 5,416 | |
SHAREHOLDERS' EQUITY | |||
Share capital | 7 | 70,313 | 70,313 |
Contributed surplus | 2,086 | 2,086 | |
Deficit | (62,405) | (55,083) | |
Total shareholders' equity | 9,994 | 17,316 | |
Total liabilities and shareholders' equity | 16,120 | 22,732 | |
Subsequent event | 13 | ||
See accompanying notes to condensed consolidated interim financial statements.
On behalf of the Board:
Robert Robotti
Chair of the Board
Paul Crilly
Audit and Risk Committee Chair
Q1 Condensed Consolidated Interim Statements of Net Earnings (Loss) and Comprehensive Income (Loss)(Thousands of Canadian dollars except per share data) (Unaudited)
Three months ended March 31, | Note | 2026 | 2025 |
Revenue | |||
Data library sales | 3 | 1,851 | 22,759 |
Operating expenses | |||
Amortization of seismic data library | 4 | 384 | 2,225 |
Salaries, internal commissions and benefits | 8 | 2,751 | 2,091 |
Other selling, general and administrative costs | 574 | 620 | |
Depreciation | 26 | 23 | |
Total operating expenses | 3,735 | 4,959 | |
Results (used in) from operating activities | (1,884) | 17,800 | |
Financing costs (income) | |||
Financing expenses | 5 | 2 | 4 |
Interest income | (105) | (96) | |
Net financing income | (103) | (92) | |
Earnings (loss) before income taxes | (1,781) | 17,892 | |
Current income tax expense | 79 | 4,721 | |
Deferred income tax recovery | (497) | (204) | |
Income tax expense (recovery) | (418) | 4,517 | |
Net earnings (loss) and comprehensive income (loss) | (1,363) | 13,375 | |
Net earnings (loss) per share, basic and diluted | 9 | (0.03) | 0.26 |
See accompanying notes to condensed consolidated interim financial statements.
Q1 Condensed Consolidated Interim Statements of Changes in Equity(Thousands of Canadian dollars, except number of shares) (Unaudited)
Note | Number of shares issued | Share capital | Contributed surplus | Deficit | Total equity | |
Balance at January 1, 2025 | 50,837,863 | 70,483 | 2,129 | (54,317) | 18,295 | |
Net earnings for the period | - | - | - | 13,375 | 13,375 | |
Share-based compensation on equity-settled awards | - | - | (101) | - | (101) | |
Normal course issuer bid | 7(a) | (43,300) | (60) | - | (46) | (106) |
Dividends declared ($0.215 per common share) | 7(b) | - | - | - | (10,930) | (10,930) |
Balance at March 31, 2025 | 50,794,563 | 70,423 | 2,028 | (51,918) | 20,533 | |
Note | Number of shares issued | Share capital | Contributed surplus | Deficit | Total equity | |
Balance at January 1, 2026 | 50,714,857 | 70,313 | 2,086 | (55,083) | 17,316 | |
Net loss for the period | - | - | - | (1,363) | (1,363) | |
Dividends declared ($0.1175 per common share) | 7(b) | - | - | - | (5,959) | (5,959) |
Balance at March 31, 2026 | 50,714,857 | 70,313 | 2,086 | (62,405) | 9,994 |
See accompanying notes to condensed consolidated interim financial statements.
Q1 Condensed Consolidated Interim Statements of Cash Flows(Thousands of Canadian dollars) (Unaudited)
Three months ended March 31, | Note | 2026 | 2025 |
Cash flows provided by (used in): | |||
Operating: | |||
Net earnings (loss) and comprehensive income (loss) | (1,363) | 13,375 | |
Adjustment for: | |||
Amortization of seismic data library | 4 | 384 | 2,225 |
Depreciation | 26 | 23 | |
Income tax expense (recovery) | (418) | 4,517 | |
Net financing income | (103) | (92) | |
Interest paid - lease liabilities | 5 | - | (4) |
Interest received | 130 | 95 | |
Income tax paid | (645) | (1,675) | |
Income tax received | 11 | 680 | |
(1,978) | 19,144 | ||
Net change in non-cash working capital | 10 | 1,341 | (2,529) |
Cash provided by (used in) operating activities | (637) | 16,615 | |
Financing: | |||
Normal course issuer bid | 7(a) | - | (106) |
Dividends paid | 7(b) | (5,959) | (10,930) |
Lease liabilities | 5 | - | 4 |
Cash used in financing activities | (5,959) | (11,032) | |
Investing: | |||
Additions to property and equipment | (22) | - | |
Cash used in investing activities | (22) | - | |
Increase (decrease) in cash and cash equivalents | (6,618) | 5,583 | |
Cash and cash equivalents, beginning of period | 19,746 | 8,722 | |
Cash and cash equivalents, end of period | 13,128 | 14,305 |
See accompanying notes to condensed consolidated interim financial statements.
Notes to Condensed Consolidated Interim Financial StatementsInformation as at March 31, 2026, and December 31, 2025, and for the three-month periods ended March 31, 2026, and 2025
(Tabular amounts in thousands of Canadian dollars, except per share data, numbers of shares and other exceptions as indicated.)
REPORTING ENTITY
Pulse Seismic Inc. (the "Company") was incorporated under the Canada Business Corporations Act and is a publicly listed company on the Toronto Stock Exchange (TSX) trading under the symbol PSD and on the OTCQX International trading under the symbol PLSDF. The Company's registered office is located at 2700, 421 7th Avenue SW in Calgary, Alberta. The Company is a provider of seismic data to the energy and resource sector in Western Canada.
BASIS OF PREPARATION
STATEMENT OF COMPLIANCE
The condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard ("IAS") 34, "Interim Financial Reporting" of IFRS® Accounting Standards as issued by the International Accounting Standards Board ("IASB") and interpretations of the IFRS Interpretations Committee and using the material accounting policies applied by the Company in the audited consolidated financial statements for the year ended December 31, 2025. The condensed interim consolidated financial statements do not include all the necessary annual disclosures and should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2025.
The condensed consolidated interim financial statements were prepared by the Company's management and were approved by the Board of Directors on April 28, 2026.
REVENUE
Data library sales
There are two ways to disaggregate the Company's data library sales: data type and geographically. Revenue fluctuations are a normal part of the seismic data library business, and data library sales can significantly vary year-over-year by data type and geographically.
The following tables provide a summary of the Company's revenue disaggregated by type:
DATA TYPE
Three months ended March 31,
2026
2025
2D data sales
685
1,104
3D data sales
1,166
21,655
Total data library sales
1,851
22,759
The Company's data library consists of 2D and 3D seismic data. As 3D seismic licence contracts are generally larger than 2D seismic licence contracts, the percentage of seismic data library sales generated from 2D and 3D data sales fluctuates significantly depending on the number of 3D seismic sale contracts signed during a given period.
GEOGRAPHICAL BREAKDOWN
Three months ended March 31,
2026
2025
Alberta sales
1,061
22,571
British Columbia sales
347
8
Other areas sales
443
180
Total data library sales
1,851
22,759
SEISMIC DATA LIBRARY
March 31,
2026
December 31,
2025
Cost
Opening balance, January 1
507,023
507,023
Closing balance
507,023
507,023
Accumulated amortization
Opening balance, January 1
506, 479
497,581
Amortization for the period
384
8,898
Closing balance
506,863
506,479
Carrying amount
160
544
At March 31, 2026 and 2025, the Company assessed the CGUs in its seismic data library for indicators of impairment, as required under IFRS, and concluded there were no indicators of impairment. Accordingly, no impairment test was required. The carrying amount of the seismic data library relative to future expected returns indicates that future impairment of the currently owned assets is unlikely. Digital seismic data does not deteriorate and remains a valuable risk mitigation tool for energy companies. It is an essential part of the oil and natural gas exploration and development process and is also used for alternative energy development that requires structural and reservoir attributes such as helium, lithium, geothermal and for carbon capture and storage project development.
RIGHT-OF-USE (ROU) ASSETS AND LEASE LIABILITIES
The ROU assets and related lease liabilities are included in the tables below:
ROU assets
March 31,
2026
December 31,
2025
Opening balance
166
233
Less:
Depreciation in the period
(16)
(67)
ROU assets
150
166
Lease liabilities
March 31,
2026
December 31,
2025
Opening balance
134
204
Repayments on principal and interest
-
(84)
Interest expense in the period
2
14
Total lease liabilities
136
134
Less:
Current portion
(86)
(85)
Long-term portion
50
49
The following table summarizes the Company's lease maturities:
Maturity analysis
Total
Less than one year
94
Two to five years
51
Total undiscounted lease liabilities as at March 31, 2026
145
Less: implicit interest
(9)
Total lease liabilities as at March 31, 2026
136
REVOLVING DEMAND CREDIT FACILITY
The Company has a demand facility of $5.0 million borrowing limit that is secured through a charge on all the assets of the Company and its material subsidiaries. There have been no draws on the facility since it was put in place in the first quarter of 2024.
Interest is calculated based on the lender's prime loan rate, or USBR loan, or term CORRA, or term SOFR, plus an applicable margin based on the type of loan. At March 31, 2026, the applicable interest rate for the prime loan was 4.95 percent.
The revolving demand credit facility also includes the following financial covenants:
MAXIMUM TOTAL DEBT TO ADJUSTED EBITDA RATIO
The total debt to adjusted EBITDA ratio shall not be greater than 3.0:1.
MINIMUM INTEREST COVERAGE RATIO
The minimum interest coverage ratio is defined as the ratio of adjusted EBITDA to interest expense.
SHARE CAPITAL
SHARE CAPITAL
The Company's authorized share capital consists of an unlimited number of common and an unlimited number of preferred shares, issuable in series. No preferred shares have been issued. All common shares are entitled to receive dividends as declared and are entitled to one vote per share at Company meetings.
On March 16, 2026, the Company renewed its normal course issuer bid (NCIB). The Company is allowed to purchase, for cancellation, up to a maximum of 2,758,077 common shares, equal to 10 percent of the public float of 27,580,778 common shares as at March 5, 2026. Under the NCIB, the Company is limited to purchase no more than 10,241 common shares on any given day, subject to the block purchase exemption under the TSX rules. The NCIB will continue until March 15, 2027. Purchases will be made on the open market through the TSX or alternative platforms at the market price of such shares. All shares purchased under the NCIB will be cancelled.
On March 16, 2026, the Company also entered into an automatic share purchase plan (ASPP) to facilitate repurchases of common shares under its NCIB. The ASPP enables the Company to purchase common shares at times when the Company would not be active in the market due to regulatory restrictions, including insider trading rules and the Company's own internal trading blackout periods. Purchases are made by the Company's broker based on parameters set by the Company when it was not in possession of any material non-public information about the Company or its securities, and in accordance with the limits and other terms of the ASPP. The ASPP was entered into in accordance with the requirements of applicable Canadian securities laws. The ASPP expires with the related NCIB on March 15, 2027.
During the three months ended March 31, 2026, the Company did not purchase any common shares pursuant to its NCIB. For the three months ended March 31, 2025, 43,300 common shares were repurchased at a weighted average price of
$2.43 per share, including brokerage fees, for a total cost of $106,000. The total cost paid, including fees, was first charged to share capital to the extent of the average carrying value of the common shares purchased, and the excess of $46,000 was charged to deficit.
DIVIDENDS
The Company declared dividends to holders of common shares as follows:
Three months ended March 31,
2026
2025
Regular dividends declared
888
763
Per common share
0.0175
0.0150
Special dividends declared
5,071
10,167
Per common share
0.1000
0.2000
Total dividends declared
5,959
10,930
Per common share
0.1175
0.2150
SHARE-BASED PAYMENTS
The Company's long-term incentive plan (LTIP) for employees, officers and directors is designed to align the Company's long-term incentive compensation with its performance. The Company's LTIP consists of Restricted Share Units (RSUs), Performance Share Units (PSUs) and Deferred Share Units (DSUs). Under the terms of each plan, the units can be cash settled upon vesting, at the discretion of the Board of Directors, and are therefore valued on a mark-to-market basis. The share-based compensation expense is recorded in salaries, internal commissions and benefits (SCB) and a corresponding liability is recorded as the current and long-term portions of share-based compensation payable.
For the three months ended March 31, 2026, $1.8 million of LTIP expense was recognized in SCB (three months ended March 31, 2025 - $683,000). At March 31, 2026, the corresponding current portion of share-based compensation payable was $3.8 million (December 31, 2025 - $2.4 million) and the long-term portion of share-based compensation payable was
$1.5 million (December 31, 2025 - $1.1 million).
RESTRICTED SHARE UNITS (RSUs)
In February of 2025, the Director LTIP was amended and the outstanding director RSUs were replaced with DSUs.
On March 31, 2026, 323,802 RSUs were eligible to vest in the employee LTIP and will be settled in cash in the second quarter of 2026. On March 31, 2025, 400,911 RSUs vested and were settled in cash.
The following summarizes the activity of units in the Company's RSU plan during the three-month periods ended March 31, 2026, and 2025:
2026
2025
Outstanding, beginning of period
748,403
996,746
Granted
108,555
206,999
Dividends reinvested
19,388
75,529
Replaced with DSUs
-
(115,300)
Outstanding, end of period
876,346
1,163,974
PERFORMANCE SHARE UNITS (PSUs)
On March 31, 2026, 505,522 PSUs were eligible to vest (March 31, 2025 - 139,947). The Company's performance achieved certain predetermined performance benchmarks and consequently 100% of the PSUs (2025 - 31%) vested. The units vesting on March 31, 2026 will be settled in cash in the second quarter of 2026.
The following summarizes the activity of units in the Company's PSU plan during the three-month periods ended March 31, 2026, and 2025:
2026
2025
Outstanding, beginning of period
1,184,736
1,194,012
Granted
158,680
324,432
Dividends reinvested
30,485
101,789
Outstanding, end of period
1,373,901
1,620,233
DEFERRED SHARE UNITS (DSUs)
The Director LTIP was amended in February 2025. The RSUs held in notional accounts for each director have been replaced by DSUs. DSUs are granted quarterly to each Director, at the discretion of the board. DSUs are held in the notional account until the Director's term on the board terminates. DSUs awarded will vest immediately when granted and will be settled in cash, as per the terms of the DSU plan when the directors cease to be board members. Additional DSUs are awarded in lieu of dividends, when declared, based on the number of DSUs outstanding.
The following summarizes activity of units in the Company's DSU plan during the three-month periods ended March 31, 2026, and 2025:
2026
2025
Outstanding, beginning of period
140,108
-
Converted from RSUs
-
115,300
Granted
5,459
-
Dividends reinvested
3,563
9,683
Outstanding, end of period
149,130
124,983
EARNINGS PER SHARE
Basic and diluted earnings per share
The calculation of basic and diluted earnings per share have been calculated based on the weighted average number of common shares as outlined below:
Three months ended March 31,
2026
2025
Common shares outstanding at beginning of period
50,714,857
50,837,863
Effect of common shares repurchased and cancelled
-
(8,459)
Weighted average number of common shares - basic and diluted
50,714,857
50,829,404
Net earnings (loss) attributable to common shareholders
(1,363)
13,375
Net earnings (loss) per share, basic and diluted
(0.03)
0.26
The Company does not have any dilutive instruments.
NET CHANGE IN NON-CASH OPERATING WORKING CAPITAL
Three months ended March 31,
2026
2025
Trade and other receivables
754
(2,862)
Prepaid expenses
(96)
(89)
Accounts payable and accrued liabilities
(1,331)
(172)
Deferred revenue
213
-
Share-based compensation payable
1,826
689
Others
(25)
(95)
Net change in non-cash operating working capital
1,341
(2,529)
FINANCIAL INSTRUMENTS AND FAIR VALUE
The fair values of cash and cash equivalents, trade and other receivables and accounts payable and accrued liabilities approximate their carrying amount largely due to the short-term maturities of these instruments.
CONTINGENCIES
In September of 2025, the Company received a Statement of Claim from a customer in connection with activities conducted in the normal course of business. The Company has filed a Statement of Defence and a Counter claim. Based on information currently available, the Company considers the claim to be without merit. Given the preliminary stage of the legal proceedings and the uncertainties involved, the potential financial impact, if any, and the timing of any such impact, cannot be reliably estimated at this time. No provision has been recognized in respect of this matter.
SUBSEQUENT EVENTS
On April 28, 2026, the Company declared a quarterly dividend of $0.01875 per common share to be paid on May 26, 2026, to shareholders of record at the close of business on May 12, 2026.
Corporate Information
Pulse is a market leader in the acquisition and licensing of 2D and 3D seismic data to the western Canadian energy sector. Pulse owns the largest licensable seismic data library in Canada, currently consisting of 65,310 net square kilometres of 3D seismic and 829,207 net kilometres of 2D seismic. The library extensively covers the Western Canada Sedimentary Basin where most of Canada's oil and natural gas exploration and development occur.
OFFICERS
Neal Coleman
President and CEO
Pamela Wicks
Vice President, Finance and CFO
Trevor Meier
Vice President, Sales and Marketing
Catherine Samuel
Corporate Secretary
BOARD OF DIRECTORS
Robert Robotti (2) (3)
Chair
Paul Crilly (1) (3)
Director
Dallas Droppo (1) (2) (3)
Director
Patrick R. Ward (2) (4)
Director
Melanie Westergard (1) (2) (4)
Director
Neal Coleman (4)
Director
Member of the Audit and Risk Committee
Member of the Compensation Committee
Member of the Corporate Governance and Nominating Committee
Member of the ESG-Health Committee
BANKERS
The Toronto-Dominion Bank
Calgary, Alberta
REGISTRAR AND TRANSFER AGENT
Odyssey Trust Company
Calgary, Alberta
SOLICITORS
McCarthy Tétrault LLP
Calgary, Alberta
AUDITORS
MNP LLP
Calgary, Alberta
STOCK EXCHANGE LISTING
TSX: PSD OTCQX: PLSDF
HEAD OFFICE
Suite 2700, 421 7th Avenue S.W. Calgary, Alberta T2P 4K9
Telephone: 403-237-5559
Toll Free: 1-877-460-5559
Email: info@pulseseismic.com https://www.pulseseismic.com
TSX: PSD OTCQX:PLSDF
For the three months ended
March 31, 2026
Q1
