Gibson Energy Extends Hardisty Platform with $400 Million Chauvin Infrastructure Acquisition, Conditionally Sanctions Hardisty Connection Project, Announces $200 Million Bought Deal Equity Offering and Announces Certain Preliminary Fourth Quarter 202

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THE BASE SHELF PROSPECTUS IS ACCESSIBLE, AND THE PROSPECTUS SUPPLEMENT AND ANY AMENDMENT TO THE DOCUMENTS WILL BE ACCESSIBLE WITHIN TWO BUSINESS DAYS, THROUGH SEDAR+
All financial figures are in Canadian dollars unless otherwise noted
Transaction Highlights:
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CALGARY, Alberta, Feb. 10, 2026 -- Gibson Energy Inc. ("Gibson" or the "Company") (TSX: GEI) today announced it has entered into a definitive agreement to acquire Teine Energy Ltd.'s ("Teine Energy") Chauvin Infrastructure Assets for total cash consideration of $400 million, subject to closing adjustments (the "Transaction"). Through the Transaction, Gibson will acquire a crude oil pipeline and associated infrastructure assets that connect Chauvin to the Hardisty oil hub and expand Gibson's strategic platform and reach from Hardisty. The Transaction implies a multiple of approximately 7.5x(1) 2026E Adjusted EBITDA(1), with a clear path to Gibson's targeted 5-7x build multiple range through optimization and expansion, and is expected to deliver mid-single-digit accretion to distributable cash flow per share.
"This acquisition advances the growth strategy outlined at our recent Investor Day," said Curtis Philippon, President and Chief Executive Officer. "These assets are a strong strategic fit, extending our reach from Hardisty. The acquisition is supported by long-term agreements with Teine Energy, adding durable, visible cash flows and a clear runway for disciplined growth. With the Hardisty Connection Project conditionally sanctioned today and additional expansion opportunities identified, we are well positioned in our objective of creating sustained value for shareholders and customers."
(1) Adjusted EBITDA per share is a non-GAAP financial measure. Infrastructure Adjusted EBITDA per share and Transaction multiple are non-GAAP financial ratios. See the "Specified Financial Measures" section of this release. 2026E Adjusted EBITDA is calculated on the same basis as Adjusted EBITDA and there are no significant differences between the two financial measures.
Chauvin Infrastructure Assets and Commercial Agreement with Teine Energy
The Chauvin Infrastructure Assets include an approximately 75 kilometre, 10-inch crude oil gathering pipeline system extending from the Hardisty oil hub to key producing regions in eastern Alberta, with a current effective capacity of approximately 30,000 barrels per day and expansion capability. A custom treating facility and truck terminal are also included with the Chauvin Infrastructure Assets.
As part of the Transaction, Teine Energy will enter into long-term take-or-pay and area-of-dedication agreements covering all volumes produced in the Chauvin, Hoosier and Coleville areas, with remaining volumes expected to be sourced from other high-quality producers in the region. Its advantaged location and operational efficiencies, combined with pipeline connections to the Mannville Stack resource play, position the Chauvin Infrastructure Assets for continued growth through optimization of existing capacity and increased throughput volumes supported by shovel-ready expansion projects.
Near-Term Ability to Grow Beyond Chauvin
The Chauvin Infrastructure Assets enhance Gibson's ability to deliver disciplined infrastructure growth, in support of the Company's 2030 growth objectives. Two near-term growth projects have already been identified, totaling up to $50 million of anticipated growth capital(1). Subject to completion of the Transaction, the Company has conditionally sanctioned the Gibson Hardisty Connection Project to directly connect the Chauvin Infrastructure Assets to Gibson's core terminal, which will provide customers with enhanced connectivity and greater access to markets. Work on the Hardisty Connection Project is expected to commence following the close of the Transaction.
In addition, the Company has identified a second, near sanction-ready expansion project that would add 15,000 barrels per day of incremental capacity, increasing effective system capacity by 50%. Gibson expects to be in a position to make a final investment decision on this expansion by the end of 2026.
With the deployment of $400 million of inorganic growth capital for the acquisition of the Chauvin Infrastructure Assets, associated growth projects, as well as the previously sanctioned Wink-to-Gateway Integration Project, the Company now expects to deploy approximately $100 million of organic growth capital in 2026.
Fully Financed Transaction, Structured to Maintain Gibson's Investment Grade Financial Profile
The Transaction will be funded through a combination of: (i) the net proceeds of a $200 million bought deal offering (the "Offering") of common shares of Gibson ("Common Shares"), and (ii) amounts drawn under Gibson's existing $1.0 billion credit facility.
After giving effect to the Transaction and the Offering, Gibson expects no changes to its net debt to adjusted EBITDA ratio(1). Gibson also expects that its investment grade ratings and outlooks will be maintained in connection with the Transaction.
(1) Growth capital is a supplementary financial measure. See the "Supplementary Financial Measures" section of this release. Net Debt to Adjusted EBITDA is a non-GAAP financial ratio. See the "Specified Financial Measures" section of this release.
Bought Deal Equity Offering
In connection with the Offering, Gibson has entered into an agreement with a syndicate of underwriters (the "Underwriters") led by CIBC Capital Markets and Scotiabank, as joint bookrunners, for the issuance of 7,591,000 Common Shares on a bought deal basis, at an issue price of $26.35 per Common Share (the "Offering Price") for total gross proceeds of approximately $200 million. Gibson has also granted the Underwriters an option, exercisable, in whole or in part, at any time and from time to time, up to the date that is 30 days following the closing of the Offering, to purchase up to an additional 569,325 Common Shares (representing 7.5% of the number of Common Shares purchased by the Underwriters under the Offering) at the Offering Price and on the same terms to cover over-allotments, if any, and for market stabilization purposes (the "Over-Allotment Option").
Gibson intends to use the net proceeds from the Offering (including any net proceeds received in connection with the Over-Allotment Option) to pay a portion of the purchase price to acquire the Chauvin Infrastructure Assets.
The Offering is expected to close on or about February 17, 2026 and is subject to customary closing conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the Toronto Stock Exchange.
Further information regarding the Offering and the Transaction, including related risk factors, will be set out in the prospectus supplement to Gibson's short form base shelf prospectus dated February 6, 2026 (collectively, the "Prospectus") that Gibson expects to file on SEDAR+ on or before February 12, 2026. The Offering will be made in all provinces of Canada under the Prospectus and on a private placement basis in the United States pursuant to exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended and internationally pursuant to applicable private placement exemptions. Investors should read the Prospectus before making an investment decision.
Access to the Prospectus and any amendments thereto is provided, and delivery thereof will be satisfied, in accordance with securities legislation relating to procedures for providing access to a prospectus supplement, a base shelf prospectus and any amendment to such documents.
A copy of the prospectus supplement, the corresponding base shelf prospectus and any amendment to the documents may be obtained on SEDAR+ at www.sedarplus.ca and from CIBC Capital Markets at 161 Bay Street, 5th Floor, Toronto, Ontario M5J 2S8 or by phone at 416-956-6378 or by email at mailbox.canadianprospectus@cibc.com or from Scotiabank at 40 Temperance Street, 6th Floor, Toronto, Ontario M5H 0B4, Attention: Equity Capital Markets or by phone at 416-863-7704 or by email at equityprospectus@scotiabank.com. Prospective investors should read the Prospectus in its entirety before making an investment decision.
This press release does not constitute an offer to sell securities, nor is it a solicitation of an offer to buy securities, in the United States or any other jurisdiction. The Common Shares have not been or will be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and such securities may not be offered or sold in the United States absent registration or pursuant to an available exemption from such registration.
Certain Preliminary 2025 Fourth Quarter Results
Gibson is pleased to announce certain preliminary and unaudited 2025 fourth quarter results which includes record Infrastructure Adjusted EBITDA(1) of approximately $160 million, driven by strong volume growth, and Marketing Adjusted EBITDA(1) of approximately $1 million, reflecting the challenging market environment for both crude marketing and refined products. Adjusted EBITDA(1) on a consolidated basis of approximately $145 million reflects higher throughput at Edmonton and Gateway, and lower operating costs due to Gibson's cost focus campaign, partially offset by the impact of the challenging marketing environment. Net income is expected to be approximately $41 million for the fourth quarter of 2025.
For the year ended December 31, 2025, Gibson's net debt to adjusted EBITDA ratio is expected to be approximately 3.9x and the dividend payout ratio on a trailing twelve-month basis is expected to be approximately 84%(1).
Approvals and Timing
Closing of the Transaction is expected to occur in the second quarter of 2026, subject to satisfaction of customary closing conditions, including clearance under the Competition Act (Canada) and other applicable regulatory reviews.
Conference Call and Webcast Details
A conference call and webcast will be held to discuss the Transaction at 2:45pm Mountain Time (4:45pm Eastern Time) today, February 10, 2026. Given the concurrent equity offering, there will be no question and answer session following the remarks.
To register for the call, view dial-in numbers, and obtain a dial-in PIN, please access the following URL:
- https://register-conf.media-server.com/register/BI335deab802c14d269104367fcfed7da6
This call will also be broadcast live on the Internet and may be accessed directly at the following URL:
- https://edge.media-server.com/mmc/p/5fnkq9os
The webcast will remain accessible for a 12-month period at the above URL.
Advisors
Scotiabank is acting as financial advisor to Gibson in respect of the Transaction. Norton Rose Fulbright Canada LLP is acting as legal counsel to Gibson in respect of the Transaction and the Offering. Blake, Cassels & Graydon LLP is acting as legal counsel to the Underwriters in respect of the Offering.
(1) Infrastructure Adjusted EBITDA, Marketing Adjusted EBITDA and Adjusted EBITDA are non-GAAP financial measures. Dividend payout ratio is a non-GAAP financial ratio. See the "Specified Financial Measures" section of this release.
About Gibson
Gibson is a leading liquids Infrastructure company with its principal businesses consisting of the storage, optimization, processing, and gathering of liquids and refined products, as well as waterborne vessel loading. Headquartered in Calgary, Alberta, the Company's operations are located across North America, with core terminal assets in Hardisty and Edmonton, Alberta, Ingleside and Wink, Texas, and a facility in Moose Jaw, Saskatchewan.
Gibson shares trade under the symbol GEI and are listed on the Toronto Stock Exchange. For more information, visit www.gibsonenergy.com.
For further information, please contact:
Investor Relations
(403) 776-3077
investor.relations@gibsonenergy.com
Media Relations
(403) 476-6334
communications@gibsonenergy.com
Credit Ratings
This press release makes reference to the Company's credit ratings. Credit ratings are intended to provide investors with an independent measure of credit quality of an issuer or an issue of securities. Credit ratings are not recommendations to purchase, hold or sell securities and do not address the market price or suitability of a specific security for a particular investor. There is no assurance that any rating will remain in effect for any given period of time or that any rating will not be revised or withdrawn entirely by a rating agency in the future if, in its judgment, circumstances so warrant.
Caution Regarding Preliminary and Unaudited Financial Results
This press release contains certain preliminary and unaudited fourth quarter 2025 financial results of Gibson. The fourth quarter 2025 financial results contained in this press release are preliminary and unaudited and represent the most current information available to the Company's management, as accounting and adjustment procedures for the year ended December 31, 2025, and audit procedures, are not yet complete. The Company's actual consolidated audited financial statements for the year ended December 31, 2025 will be filed on its profile on SEDAR+ at www.sedarplus.ca, and may be materially different than the preliminary and unaudited financial results summarized in this press release as a result of the completion of normal quarter and year-end accounting close process.
The preliminary financial data included in this press release has been prepared by, and is the responsibility of, Gibson's management. The report(s) of PricewaterhouseCoopers LLP included or incorporated by reference into the press release refer exclusively to the historical financial statements described herein and do not extend to the preliminary financial data included in this press release and should not be read to do so.
Although the Company believes the expectations reflected in this press release are based upon reasonable assumptions, the Company can give no assurance that actual results will not differ materially from these expectations.
Specified Financial Measures
This press release contains references to certain non-GAAP financial measures and ratios and industry measures that are used by the Company, as indicators of financial performance. These measures include: EBITDA, Adjusted EBITDA, Infrastructure Adjusted EBITDA, Marketing Adjusted EBITDA, Net Debt, Distributable Cash Flow ("DCF"), Enterprise Value, and various ratios derived from such measures. Such measures and ratios are not recognized under IFRS, and do not have a standardized meaning under IFRS, and therefore may not be comparable to similar measures used by other companies. The Company believes presenting non-GAAP financial measures helps readers to better understand how management analyses results, shows the impacts of specified items on the results of the reported periods and allows readers to assess results without the specified items if they consider such items not to be reflective of the underlying performance of the Company's operations.
Management considers these to be important supplemental measures of the Company's performance and believes these measures are frequently used by securities analysts, investors and other interested parties in the evaluations of companies in industries with similar capital structures. Readers are encouraged to evaluate each adjustment and the reasons the Company considers it appropriate for supplemental analysis. Readers are cautioned, however, that these measures should not be construed as an alternative to net income, cash flow from operating activities, segment profit, gross profit or other measures of financial results determined in accordance with IFRS, as an indication of the performance of the Company. For further details on these measures, see the "Specified Financial Measures" sections of the Company's Management's Discussion and Analysis for the year ended December 31, 2024 and Management's Discussion and Analysis for the three and nine months ended September 30, 2025, as applicable, each of which are incorporated by reference herein and is available on SEDAR+ at www.sedarplus.ca and on our website at www.gibsonenergy.com.
Adjusted EBITDA, Infrastructure Adjusted EBITDA, Marketing Adjusted EBITDA, Net Debt, Net Debt to Adjusted EBITDA, Distributable Cash Flow and various supplementary financial measures are defined in the Company's Management's Discussion and Analysis for the year ended December 31, 2024 and Management's Discussion and Analysis for the three and nine months ended September 30, 2025 and are reconciled to their most directly comparable financial measures under IFRS, if applicable. All such reconciliations in respect of the Company are in the specified financial measures section of the Management's Discussion and Analysis for the applicable period, each of which are available on Gibson's SEDAR+ profile at www.sedarplus.ca and each such reconciliation is incorporated by reference herein.
Infrastructure Adjusted EBITDA per share, Dividend Payout, Transaction Multiple, and DCF per share are non-GAAP financial ratios, in each case as presented on a standalone or consolidated basis.
- Infrastructure Adjusted EBITDA per share is a non-GAAP ratio, which is useful to investors as it demonstrates the ability of the Company's Infrastructure segment to generate cash flows on a per share basis. Infrastructure Adjusted EBITDA per share is calculated as Infrastructure Adjusted EBITDA divided by the weighted average number of common shares outstanding.
- Transaction Multiple is a non-GAAP ratio, which is useful to investors as it demonstrates the valuation of a transaction relative to the Company's and/or asset's cash flow, facilitating comparability across transactions. Transaction Multiple is calculated as Enterprise Value divided by EBITDA.
a) Adjusted EBITDA
Adjusted EBITDA helps readers to better understand how management analyzes results, shows the impacts of specified items on the results of the reported periods, and allows readers to assess results without the specified items if they consider such items not to be reflective of the underlying performance of the Company's operations. Adjusted EBITDA is defined as earnings before net interest, tax, depreciation, amortization and impairment charges, acquisition and integration costs related to acquired businesses, reorganization, executive transition and specific non-cash charges, including but not limited to unrealized gain/loss on derivative financial instruments, non-operating non-cash provision charges, share-based compensation, adjustment for equity accounted investees (to remove non-cash charges), and corporate foreign exchange gain/loss. These adjustments are made to exclude non-cash charges and other items that are not reflective of ongoing earning capacity of the operations.
Noted below is the unaudited reconciliation to the most directly comparable GAAP measures of the Company's segmented and consolidated adjusted EBITDA for the three months and years ended December 31, 2025 and 2024:
| Three months ended December 31, | Infrastructure | Marketing | Corporate and Adjustments | Total | ||||||||||||
| Unaudited ($ thousands) | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | ||||||||
| Segment profit | 161,501 | 127,444 | 1,819 | (16,435 | ) | - | - | 163,320 | 111,009 | |||||||
| Unrealized loss (gain) on derivative financial instruments | (2,563 | ) | 6,359 | (1,209 | ) | 11,662 | - | - | (3,772 | ) | 18,021 | |||||
| General and administrative | - | - | - | - | (15,370 | ) | (18,065 | ) | (15,370 | ) | (18,065 | ) | ||||
| Adjustments to share of profit from equity accounted investees | 1,560 | 1,169 | - | - | - | - | 1560 | 1169 | ||||||||
| Executive transition and restructuring costs | - | - | - | - | - | 6,304 | - | 6304 | ||||||||
| Environmental remediation provision | - | 9,287 | - | - | - | - | - | 9287 | ||||||||
| Post-close purchase price adjustment | - | 2,669 | - | - | - | - | - | 2669 | ||||||||
| Renewable power purchase agreement | - | - | - | - | (730 | ) | (713 | ) | (730 | ) | (713 | ) | ||||
| Adjusted EBITDA | 160,498 | 146,929 | 610 | (4,773 | ) | (16,100 | ) | (12,474 | ) | 145,008 | 129,682 | |||||
| Unaudited | Three months ended December 31, | |||
| ($ thousands) | 2025 | 2024 | ||
| Net Income (Loss) | 41,292 | (5,563 | ) | |
| Income tax expense | 10,198 | 7,575 | ||
| Depreciation, amortization, and impairment charges | 46,685 | 55,217 | ||
| Finance costs, net | 36,038 | 34,033 | ||
| Unrealized (gain) loss on financial instruments | (3,772 | ) | 18,021 | |
| Unrealized loss (gain) on power purchase agreement | 3,894 | (4,375 | ) | |
| Share-based compensation | 6,002 | 6,882 | ||
| Adjustments to share of profit from equity accounted investees | 1,560 | 1,169 | ||
| Corporate foreign exchange loss (gain) and other | 3,111 | (1,538 | ) | |
| Environmental remediation provision | - | 9,287 | ||
| Post-close purchase price adjustment | - | 2,670 | ||
| Executive transition and restructuring costs | - | 6,304 | ||
| Adjusted EBITDA | 145,008 | 129,682 | ||
| Unaudited | Years ended December 31, | |||
| ($ thousands) | 2025 | 2024 | ||
| Net Income | 197,638 | 152,174 | ||
| Income tax expense | 56,778 | 53,780 | ||
| Depreciation, amortization, and impairment charges | 175,608 | 186,669 | ||
| Finance costs, net | 139,367 | 138,318 | ||
| Unrealized (gain) loss on derivative financial instruments | (18,765 | ) | 19,883 | |
| Unrealized (gain) loss on renewable power purchase agreement | (5,286 | ) | 2,332 | |
| Share-based compensation | 17,828 | 22,040 | ||
| Acquisition and integration costs | - | 1,371 | ||
| Adjustments to share of profit from equity accounted investees | 5,456 | 5,240 | ||
| Corporate foreign exchange loss (gain) and other | 9,658 | (591 | ) | |
| Environmental remediation provision | - | 9,287 | ||
| Post-close purchase price adjustment | - | 2,670 | ||
| Executive transition and restructuring costs | 2,405 | 16,969 | ||
| Adjusted EBITDA | 580,687 | 610,142 | ||
b) Dividend Payout Ratio
Dividend payout is a non-GAAP ratio defined as dividends declared divided by distributable cash flow, on a rolling 12-month basis. This measure is used by securities analysts, investors and others as an indication of the Company's ability to generate cash flows to continue to pay dividends, and the proportion of cash generated that is used to pay dividends to shareholders.
| Years ended December 31, | ||||
| Unaudited ($ thousands) | 2025 | 2024 | ||
| Distributable cash flow | 337,100 | 375,270 | ||
| Dividends declared | 281,696 | 266,858 | ||
| Dividend payout ratio | 84 | % | 71 | % |
c) Net Debt to Adjusted EBITDA Ratio
Net debt to adjusted EBITDA is a non-GAAP ratio, which uses net debt divided by adjusted EBITDA. The Company, lenders, investors and analysts use this ratio to monitor the Company's capital structure, financing requirements and measuring its ability to cover debt obligations over time. Net debt is not a standardized financial measure under GAAP and may not be comparable with measures disclosed by other companies and is a capital management measure.
Net debt is total borrowings (including current and non-current borrowings and lease liabilities), less unsecured hybrid notes and cash and cash equivalents. Unsecured hybrid notes are considered by the Company as equity and therefore excluded.
| Years ended December 31, | ||||
| Unaudited ($ thousands) | 2025 | 2024 | ||
| Current and long-term debt | 2,702,342 | 2,598,635 | ||
| Lease liabilities | 79,064 | 48,180 | ||
| Less: unsecured hybrid notes | (450,000 | ) | (450,000 | ) |
| Less: cash and cash equivalents | (55,846 | ) | (57,069 | ) |
| Net debt | 2,275,560 | 2,139,746 | ||
| Adjusted EBITDA | 580,687 | 610,142 | ||
| Net debt to adjusted EBITDA ratio | 3.9 | 3.5 | ||
Supplementary Financial Measures
A supplementary financial measure is a financial measure that: (a) is not reported in the Company's condensed consolidated financial statements, and (b) is, or is intended to be, reported periodically to represent historical or expected financial performance, financial position, or cash flows. The supplementary financial measures the Company uses are identified below:
- Growth capital expenditures reflect projects intended to improve the Company's profitability directly or indirectly.
- Growth capital, acquisitions and equity investments includes growth capital expenditures, mergers and acquisitions, and amounts invested in the Company's equity investments intended to improve the investments profitability directly or indirectly.
Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking information and statements (collectively, "forward-looking statements"). All statements other than statements of historical fact are forward- looking statements. The use of any of the words "continue", "growth", "enhance", "extend", "strategy", "opportunity", "expect", "target", "create", "provide", "intend", "should", "would" and "will" and similar expressions are intended to identify forward-looking statements. Forward-looking statements, included or referred to in this press release include, but are not limited to statements concerning: the anticipated timing and completion of the Transaction, and the benefits to be derived therefrom; the closing of the Offering; the expected use of proceeds from the Offering; Gibson's corporate plans; advancements of Gibson's Infrastructure growth strategy and support for Gibson's total return proposition; Gibson's continued adherence and commitment to existing operating standards and financial principles and its ability to achieve targets related thereto; expectations regarding cash flows and future customer demand; extension of Gibson's strategic core position in Hardisty; increased growth visibility of Gibson's Infrastructure EBITDA; advancement of growth strategy from Investor Day; continued growth of the Chauvin Infrastructure Assets through optimization of existing capacity and increased throughput volumes; maintenance of Gibson's investment grade credit ratings and increased scale and diversification of Gibson's business upon completion of the Transaction.
The forward-looking statements reflect Gibson's beliefs and assumptions with respect to, among other things, the successful completion of the Transaction and Offering, and Gibson's ability to obtain the anticipated benefits therefrom; Gibson's ability to integrate the assets acquired; future market conditions; future growth in crude production; the accuracy of financial and operational projections of Gibson; Gibson's future operating and financial results; the integrity and reliability of Gibson's infrastructure; the ability to meet growth capital and replacement capital expenditure targets; future demand for Gibson infrastructure; continued adherence to Gibson's financial principles and capital allocation philosophy; the ability to place incremental infrastructure projects into service and the timing thereof; that all required regulatory and environmental approvals can be obtained on the necessary terms in a timely manner; and the prevailing regulatory, tax, and environmental laws and regulations. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including, without limitation, risks inherent to Gibson's business generally and risks relating to historical and future financial results as it relates to Gibson's financial condition or results; the effect of reductions or increases in Gibson's borrowing costs; exposure to counterparties and partners, including ability and willingness of such parties to satisfy contractual obligations in a timely manner; future capital expenditures; production of crude oil; the development and execution of projects; the availability and cost of labour, materials, services and infrastructure; and applicable laws and government policies. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this press release should not be unduly relied upon. These statements speak only as of the date of this press release.
The Company does not undertake any obligations to publicly update or revise any forward-looking statements except as required by securities law. Actual results could differ materially from those anticipated in these forward- looking statements as a result of numerous risks and uncertainties including, but not limited to, failure to complete the Transaction in all material respects; failure to obtain, in a timely manner, regulatory, stock exchange and approval in connection with the Transaction and Offering; unforeseen difficulties in integrating the Chauvin Assets into the Company's operations; unexpected costs or liabilities related to the Transaction and Offering; the effects of internation conflicts or geopolitical events, the anticipated effect of the Transaction and Offering on the Company's credit ratings; risk inherent in the business conducted by the Company and the risks and uncertainties described in "Forward-Looking Information" and "Risk Factors" included in the Company's Annual Information Form dated February 18, 2025, Management's Discussion and Analysis for three and nine months ended September 30, 2025, and 2024, and the prospectus supplement, each as filed on SEDAR+ at www.sedarplus.ca and available on the Gibson website at www.gibsonenergy.com.
Financial outlook contained in this press release about prospective financial performance is based on assumptions about future events, including economic conditions and proposed courses of action, based on management's assessment of the relevant information currently available and is subject to the same assumptions, risk factors, limitations and qualifications as set forth above. The financial information included in this press release, has been prepared by, and is the responsibility of, management. The purpose of the financial outlook provided in this press release is to assist readers in understanding Gibson's expected financial results following completion of the acquisition of the Chauvin Infrastructure Assets discussed herein and may not be appropriate for other purposes. The Company and its management believe that such financial information has been prepared on a reasonable basis, reflecting the best estimates and judgments, and that prospective financial information represents, to the best of management's knowledge and opinion, the Company's expected course of action. However, because this prospective information is highly subjective, it should not be relied on as necessarily indicative of past or future results, as the actual results may differ materially from those set forth in this press release.



