FORM 51-102F3
MATERIAL CHANGE REPORT
Enerflex Ltd. ("Enerflex")
904 -1331 Macleod Trail S.E.
Calgary, Alberta T2G 0K3
December 11, 2025.
A news release disclosing the material summarized in this material change report was issued by Enerflex on December 11, 2025, disseminated through the facilities of Globe Newswire, and subsequently filed on SEDAR+ Plus and Edgar.
On December 11, 2025, Enerflex announced that it had completed the previously announced redemption of all of its 9.00% Senior Secured Notes due 2027.
On December 11, 2025, Enerflex announced that it had completed the previously announced redemption of all of its 9.00% Senior Secured Notes due 2027 (the “Redemption”) at a redemption price of 102.25% of the principal amount of the notes being redeemed, plus accrued and unpaid interest up to, but excluding, December 11, 2025.
The Redemption was funded using the net proceeds raised by Enerflex Inc., a direct, wholly owned subsidiary of Enerflex, from its private sale of US$400 million in aggregate principal amount of its 6.875% senior notes due 2031 (the “2031 Notes”), together with borrowings under Enerflex’s secured revolving credit facility. The 2031 Notes were issued at par by Enerflex Inc. on December 11, 2025. The 2031 Notes are senior secured obligations of Enerflex Inc. and are guaranteed on a senior unsecured basis by Enerflex and certain of its subsidiaries.
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None.