Press Release: ACT Energy Technologies Reports 2025 Q3 Interim Results

Dow Jones
Nov 07, 2025

/NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA/

CALGARY, AB, Nov. 7, 2025 /CNW/ - (TSX: ACX) ACT Energy Technologies Ltd (the "Company" or "ACT")'s news release contains "forward-looking statements" within the meaning of applicable Canadian securities laws. For a full disclosure of forward-looking statements and the risks to which they are subject, see the 'Forward-Looking Statements' section in this news release. This news release contains references to Adjusted gross margin, Adjusted gross margin percentage, Adjusted EBITDAS, Adjusted EBITDAS margin percentage, Free cash flow, Working capital and Net capital expenditures. These terms do not have standardized meanings prescribed under International Financial Reporting Standards as issued by the International Accounting Standards Board ("IFRS Accounting Standards") and may not be comparable to similar measures used by other companies. See the 'Non-GAAP measures' section in this news release for definitions and tabular calculations.

2025 Q3 FINANCIAL RESULTS

   -- The Company sustained comparable Adjusted EBITDA margins(1) of 20% in 
      2025 Q3 despite a decline in revenues to $118.3 million in 2025 Q3 (2024 
      Q3 - $148.4 million). Revenue declines are primarily attributable to 
      lower industry activity contributing to ACT's lower U.S. activity. 
 
   -- Adjusted EBITDAS(1) of $23.4 million in 2025 Q3 decreased 23%, compared 
      to $30.2 million in 2024 Q3, primarily attributable to the lower 
      aforementioned revenues, offset by lower direct costs related to lower 
      third-party rental costs as a result of the Rime 
      measurement-while-drilling ("MWD") build-out. 
 
   -- Net income of $15.2 million in 2025 Q3, was lower than net income of 
      $26.2 million. One of the reasons is that 2024 Q3 reflected previously 
      unrecognized Canadian tax pools, which resulted in a deferred tax 
      recovery of $11.1 million in the period. 
 
   -- Free cash flow(1) of $18.2 million in 2025 Q3, compared to Free cash 
      flow(1) of $14.2 million in 2024 Q3. 
 
   -- Cash flow - operating activities of $6.5 million in 2025 Q3, compared to 
      $19.4 million in 2024 Q3. 
 
   -- The Company remains focused on returning capital to shareholders and to 
      the balance sheet. During the nine months ended 2025 the Company returns 
      totaled $15 million comprised of: 
 
          -- Repurchased 1,350,186 common shares at an average price of $5.54 
             per common share, a total amount of $7.4 million. 
 
          -- Reduced loans and borrowings by $7.6 million with loans and 
             borrowings less cash of $41.7 million as at September 30, 2025, 
             compared to $50.7 million as at December 31, 2024. 
 
   -- The Company's liquidity position remained strong with $68.7 million of 
      undrawn capacity on the Company's amended Credit Agreement and a cash 
      balance of $14.1 million (December 31, 2024 - $55.0 million and $12.8 
      million, respectively). 

2025 Q3 OPERATIONAL RESULTS

   -- Canadian operating days(2) decreased by 11% in 2025 Q3, compared to 2024 
      Q3, less than industry activity declines. 
 
   -- U.S. operating days(2) decreased 30% in 2025 Q3, compared to 2024 Q3. The 
      decrease in operating days(2) in 2025 Q3 was mainly as a result of 
      customer consolidation and a competitive U.S. market given tariff and 
      general macro uncertainties causing customers to remain more cautious 
      with their spending. 
 
   -- An increase in the Canadian average revenues per operating day(2) of 4% 
      in 2025 Q3, compared to 2024 Q3, was primarily driven by an improved 
      revenue mix, despite lower overall revenue and activity levels. 
 
   -- U.S Adjusted gross margins(1) improved by 15% to an average of 29% in 
      2025 Q3, compared to an average of 25% in 2024 Q3. Positively affecting 
      margins is a reduction of third-party rental costs, utilizing internally 
      supplied MWD systems. Further durability of gross margins is expected as 
      the Company's U.S. business returns to more normalized operating activity 
      levels combined with the deployment of additional, already built, MWD 
      systems. 
 
________________________ 
(1) As defined in the 'Non-GAAP measures' section 
 of this news release. 
(2) Per 'Supplementary financial measures and other 
 definitions' section in this news release 
 

PRESIDENT'S MESSAGE

Comments from President & CEO Tom Connors:

"Amid a backdrop of gradually softening oil and natural gas prices, ACT delivered resilient performance, outpacing the broader Canadian market and navigating a challenging U.S. drilling environment. A key milestone this quarter was the continued deployment of our proprietary next-generation Measurement-While-Drilling (MWD) systems in the U.S., which contributed to Adjusted EBITDAS margins(1) of 20% matching the year ago levels despite lower activity and corresponding revenue levels. We estimate this rollout will reduce third-party rental expenses by up to $10 million USD in 2025, with the potential to recapture an additional $10 million in 2026 as deployment completes.

"In Canada, we remained one of the most active directional drillers in Q3, with job counts declining approximately 11% year-over-year, in line with a 13% reduction in overall rig activity. Our performance was supported by the strong economics of multi-lateral drilling, where our technology and expertise are well aligned with customer requirements. We also achieved higher revenue per day and improved margins through increased rotary steerable system (RSS) utilization and the introduction of value-added technologies that enhance drilling efficiency and customer outcomes.

"In the U.S., while the land rig count declined another 5% from Q2, we believe activity bottomed during the quarter. We anticipate a gradual recovery beginning in Q4. Our advanced RSS and MWD technologies continue to differentiate ACT, enabling us to support customers as they pursue longer laterals and more complex wells. By focusing on high-value segments and executing our technology rollout, we are well-positioned to grow and strengthen our business as market conditions improve.

"Our capital allocation strategy remains focused on long-term value creation and business resilience. We continue to:

   -- Invest selectively in high-return organic growth opportunities that 
      enhance customer productivity and drive margin expansion. 
 
   -- Return capital to shareholders through our Normal Course Issuer Bid 
      (NCIB) share repurchase program. 
 
   -- Strengthen our financial position by maintaining a reduced leverage 
      profile, enhancing our ability to pursue strategic, accretive 
      acquisitions. 

"This balanced approach supports our goal of building a durable, high-performing business that delivers sustainable shareholder returns," said Tom Connors, ACT President and Chief Executive Officer.

 
________________________ 
(1) As defined in the 'Non-GAAP measures' section 
 of this news release. 
 

FINANCIAL HIGHLIGHTS

(unaudited)

 
(stated in thousands   Three months ended          Nine months ended September 
of Canadian dollars,   September 30,               30, 
except 
net income per 
common share amounts) 
                               2025          2024          2025           2024 
 
Revenues                  $ 118,260     $ 148,449     $ 365,627      $ 443,702 
 
Gross margin 
 percentage                    27 %          26 %          24 %           23 % 
Adjusted gross margin 
 percentage(1)                 33 %          30 %          30 %           29 % 
 
Adjusted EBITDAS(1)        $ 23,433      $ 30,169      $ 57,956       $ 76,223 
Adjusted EBITDAS 
 margin percentage(1)          20 %          20 %          16 %           17 % 
 
Net income                 $ 15,154      $ 26,175      $ 12,443       $ 43,015 
Per common share - 
 basic                       $ 0.45        $ 0.75        $ 0.37         $ 1.24 
Per common share - 
 diluted                     $ 0.41        $ 0.68        $ 0.33         $ 1.12 
 
Cash flow - operating 
 activities                 $ 6,512      $ 19,377      $ 51,226       $ 69,243 
Free cash flow(1)          $ 18,248      $ 14,162      $ 28,849       $ 18,604 
 
Weighted average 
common shares 
outstanding: 
Basic (000s)                 33,892        34,965        33,889         34,770 
Diluted (000s)               37,404        38,772        37,443         38,559 
 
 
 Balance (stated in thousands of Canadian dollars)    September 30,   December 31, 
                                                      2025            2024 
 
Working capital(1)                                         $ 81,921       $ 84,417 
Total assets                                              $ 457,998      $ 472,881 
Loans and borrowings                                       $ 55,884       $ 63,527 
Exchangeable promissory notes                              $ 26,852       $ 26,962 
Shareholders' equity                                      $ 249,299      $ 241,580 
 
 
(1) Refer to the 'Non-GAAP Measures' section in this 
 news release. 
 

OUTLOOK

Several geopolitical factors continue to influence near-term energy demand, including OPEC+ production decisions, trade policy uncertainty, and global conflicts. Despite these headwinds, we remain encouraged by the long-term fundamentals supporting energy demand--driven by global economic growth, emerging market consumption, LNG expansion, and the increasing need for natural gas-powered data centers supporting AI infrastructure.

In Canada, additional takeaway capacity for oil and natural gas continues to support drilling activity. LNG Canada is ramping exports from Trains 1 and 2, targeting full capacity by spring 2026, with Phase 2 under evaluation. The Trans Mountain pipeline expansion is also incentivizing heavy oil production, benefiting our technology offerings. While E&P companies typically reduce activity heading into year-end, we anticipate a robust winter drilling season and a strong Q1 2026, comparable to last year's levels.

In the U.S., oil-focused activity remains subdued, but natural gas drilling is gradually increasing in regions like Haynesville and Appalachia. The ongoing build-out of U.S. LNG infrastructure and rising demand from AI-driven data centers are expected to drive future investment. In the near term, oil price volatility and seasonal budget constraints may limit rig count growth, and we expect U.S. job counts to remain relatively flat through year-end. Nevertheless, we will continue executing our technology-focused strategy to maximize returns and position ourselves for growth as market conditions improve.

RESULTS OF OPERATIONS

Financial

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars, 
  except 
  percentages)                  2025          2024          2025          2024 
 
Revenues 
United States               $ 61,501      $ 86,948     $ 225,185     $ 292,579 
Canada                        56,759        61,501       140,442       151,123 
Total revenues               118,260       148,449       365,627       443,702 
Cost of sales 
Direct costs                (78,708)     (103,767)     (256,140)     (316,940) 
Depreciation and 
 amortization                (7,861)       (6,432)      (22,657)      (24,247) 
Share-based 
 compensation                  (131)          (73)         (391)         (465) 
Total cost of sales         (86,700)     (110,272)     (279,188)     (341,652) 
 
Gross margin                $ 31,560      $ 38,177      $ 86,439     $ 102,050 
 
Gross margin 
 percentage                     27 %          26 %          24 %          23 % 
Adjusted gross margin 
 percentage (1)                 33 %          30 %          30 %          29 % 
 
 
 
(1) Refer to the 'Non-GAAP measures' section in this 
 news release. 
 

Operational

 
(stated in Canadian   Three months ended   %       Nine months ended    % 
dollars, except       September 30,                September 30, 
operating 
days and average 
industry land rig 
counts) 
                          2025       2024  Change      2025       2024  Change 
 
Operating days (1) 
United States            2,152      3,080  (30 %)     8,030     10,496  (23 %) 
Canada                   4,036      4,527  (11 %)    10,397     11,031   (6 %) 
                         6,188      7,607  (19 %)    18,427     21,527  (14 %) 
 
Average industry 
land rig count (2) 
United States              520        567   (8 %)       533        566   (6 %) 
Canada                     168        194  (13 %)       161        169   (5 %) 
 
Average revenues per 
operating day (1) 
United States         $ 28,579   $ 28,230     1 %  $ 28,043   $ 27,875     1 % 
Canada                $ 14,063   $ 13,585     4 %  $ 13,508   $ 13,700   (1 %) 
                      $ 19,111   $ 19,515   (2 %)  $ 19,842   $ 20,611   (4 %) 
 
Net lost-in-hole 
 equipment 
 reimbursements (3)    $ 7,355    $ 4,827    52 %  $ 15,312   $ 20,215  (24 %) 
 
 
 
(1) Per 'Supplementary financial measures and other 
 definitions' section in this news release. 
(2) Per JWN RigLocator and Enverus. 
(3) Refer to the 'Non-GAAP Measures' section in this 
 news release. 
 

Summary

The Company improved gross margin and Adjusted gross margin percentages(1) despite a 19% and 14% decline in the Company's operating days in 2025 Q3 and the nine months ended September 30, 2025, compared to prior periods, respectively. The reduction in operating days, particularly in the U.S., was the primary contributing factor to the decline in the Company's revenues for 2025 Q3 and the nine months ended September 30, 2025, compared to prior periods.

The Company improved the resiliency of gross margins through replacement of third-party rental equipment with owned equipment, primarily focused on Rime MWD systems. Typically, decreased revenue of 20% and 18% in 2025 Q3 and the nine months ended September 30, 2025, respectively, would result in the Company's fixed components of direct costs negatively impacting margin percentages.

 
______________________ 
(1) As defined in the 'Non-GAAP measures' section 
 of this news release. 
 

SEGMENTED INFORMATION

United States

Revenues

U.S. revenues were $61.5 million in 2025 Q3, a decrease of $25.4 million or 29%, compared to $86.9 million in 2024 Q3. The Company experienced a 30% decrease in operating days(1) in 2025 Q3 (2025 - 2,152 days; 2024 - 3,080 days). The Company's activity declines exceeded the 8% decrease in the average U.S. land rig count, magnified by certain of the Company's customers consolidating. In addition, the Company felt the impact of the increasingly competitive U.S. market given the general broad market uncertainties contributing to commodity price volatility. The average revenues per operating day(1) increased 1% in 2025 Q3 (2025 - $28,579 per day; 2024 - $28,230 per day).

U.S. revenues were $225.2 million in the nine months ended September 30, 2025, a decrease of $67.4 million or 23%, compared to $292.6 million for the same period in 2024. The Company experienced a 23% decrease in operating days(1) in the nine months ended September 30, 2025 (2025 - 8,030 days; 2024 - 10,496 days). The Company's activity decline is consistent with the 6% decrease in the average U.S. land rig count mainly as a result of consolidation by some of the Company's customers. In addition, the Company felt the impact of the increasingly competitive U.S. market given the general market uncertainty contributing to commodity price volatility. The average revenues per operating day(1) were consistent in the nine months ended September 30, 2025 (2025 - $28,043 per day; 2024 - $27,875 per day), with the same period in 2024.

 
___________________________ 
(1) Per 'Supplementary financial measures and other 
 definitions' section in this news release. 
 

Direct costs

U.S. direct costs included in cost of sales were $43.5 million in 2025 Q3, a decrease of $20.8 million or 32%, compared to $64.3 million in 2024 Q3. The decrease is mainly due to lower MWD third-party rental costs, resulting from the Rime MWD build-out and lower labour and repair costs related to lower activity and cost reduction initiatives in 2025 Q3. As a result, direct costs as a percentage of revenues were 71% in 2025 Q3, compared to 74% in 2024 Q3. Also contributing to the decrease in direct costs as a percentage of revenues were higher lost-in-hole revenues(2) in 2025 Q3, compared to 2024 Q3.

U.S. direct costs included in cost of sales were $163.7 million in the nine months ended September 30, 2025, a decrease of $55.8 million or 25%, compared to $219.5 million for the same period in 2024. The decrease is mainly due to lower MWD third-party rental costs, resulting from the Rime MWD build-out and lower labour and repair costs related to lower activity and cost reduction initiatives in the nine months ended September 30, 2025. Direct costs as a percentage of revenues were 73% in the nine months ended September 30, 2025, compared to 75% for the same period in 2024, primarily as a result of lower MWD third-party rental costs, resulting from the Rime MWD build-out.

Canadian

Revenues

Canadian revenues were $56.8 million in 2025 Q3, a decrease of $4.7 million or 8%, compared to $61.5 million in 2024 Q3, due to an 11% decrease in operating days(1) in 2025 Q3 (2025 - 4,036 days; 2024 - 4,527 days) consistent with the Western Canada average land rig count decrease of 13%. The average revenues per operating day(1) increased 4% in 2025 Q3 (2025 - $14,063 per day; 2024 - $13,585 per day). The increase in the average revenues per operating day(1) is mainly attributable to a favorable job mix requiring additional revenue generating technologies.

Canadian revenues were $140.4 million in the nine months ended September 30, 2025, a decrease of $10.7 million or 7%, compared to $151.1 million for the same period in 2024, with the decline primarily attributable to a 6% decrease in operating days(1) in the nine months ended September 30, 2025 (2025 - 10,397 days; 2024 - 11,031 days). Consistent with a decline in the Western Canada average land rig count of 4%, ACT had a slight decline in activity during the nine months ended September 30, 2025, relative to the comparative period. The average revenues per operating day(1) were consistent in the nine months ended September 30, 2025 (2025 - $13,508 per day; 2024 - $13,700 per day), with the same period in 2024.

 
___________________________ 
(1) Per 'Supplementary financial measures and other 
 definitions' section in this news release. 
 

Direct costs

Canadian direct costs included in cost of sales were $35.2 million in 2025 Q3, a decrease of $4.3 million or 11%, compared to $39.5 million in 2024 Q3. The decrease is mainly due to lower repair, third-party rental and labour costs in 2025 Q3, consistent with lower activity levels. As a percentage of revenues, direct costs were 62% in 2025 Q3, compared to 64% in 2024 Q3. A more favorable revenue mix in 2025 Q3, relative to 2024 Q3, is the primary factor in direct costs being lower as a percentage of revenues in 2025 Q3.

Canadian direct costs included in cost of sales were $92.4 million in the nine months ended September 30, 2025, a decrease of $5.0 million or 5%, compared to $97.4 million for the same period in 2024. The decrease is mainly due to lower repair, third-party rental and labour costs in the nine months ended September 30, 2025, consistent with lower activity levels. As a percentage of revenues, direct costs were 66% in the nine months ended September 30, 2025, compared to 64% for the same period in 2024. The effect of lower lost-in-hole revenues(1) in the nine months ended September 30, 2025, compared to the same period in 2024, is the primary factor in direct costs being higher as a percentage of revenues.

 
___________________________ 
(1) As defined in the 'Non-GAAP measures' section 
 of this news release. 
 

CONSOLIDATED

Revenues

The Company's revenues were $118.3 million in 2025 Q3, a decrease of $30.1 million or 20%, compared to $148.4 million in 2024 Q3. The decrease is driven by a 19% decrease in operating days(1) (2025 - 6,188 days; 2024 - 7,607 days) and a 2% decrease in the average revenues per operating day(1) (2025 - $19,111; 2024 - $19,515). Although both the Canadian and U.S. business units realized higher average revenues per operating day(1) compared to the prior year, the consolidated average revenues per operating day(1) decreased. The decline was primarily due to a higher weighting of Canadian operating days(1) , which has lower average equipment intensity per job, and therefore lower average revenues per operating day(1) compared to U.S. jobs.

The Company recognized $365.6 million of revenues in the nine months ended September 30, 2025, a decrease of $78.1 million or 18%, compared to $443.7 million for the same period in 2024. The decrease is driven by a 14% decrease in operating days(1) (2025 - 18,427 days; 2024 - 21,527 days), and a 4% decrease in the average revenues per operating day(1) (2025 - $19,842; 2024 - $20,611). The decline in the consolidated average revenues per operating day(1) was primarily due to a higher weighting of Canadian operating days(1) , which has lower average equipment intensity per job, and therefore lower average revenues per operating day(1) compared to U.S. jobs.

 
___________________________ 
(1) Per 'Supplementary financial measures and other 
 definitions' section in this news release. 
 

Direct Costs

The Company recognized $78.7 million of direct costs in 2025 Q3, a decrease of $25.1 million or 24%, compared to $103.8 million in 2024 Q3. The decrease is mainly due to lower labour and repair costs resulting from the decrease in operating days(1) and cost reduction initiatives, and lower third-party MWD rental costs mainly related to the Rime MWD build-out.

The Company recognized $256.1 million of direct costs in the nine months ended September 30, 2025, a decrease of $60.8 million or 19%, compared to $316.9 million for the same period in 2024. The decrease is mainly due to lower labour and repair costs resulting from the decrease in operating days(1) , and lower third-party MWD rental costs mainly related to the Rime MWD build-out.

Direct costs as a percentage of revenues decreased to 67% in 2025 Q3, compared to 70% in 2024 Q3. Lower third-party MWD rental costs mainly related to the Rime MWD build-out contributed to this reduction. Also contributing to the reduction was higher Lost-in-hole revenues(2) in 2025 Q3, relative to the comparative period, since lost-in-hole activity typically has lower associated costs then other forms of revenue. Direct costs as a percentage of revenues were 70% for the nine months ended September 30, 2025, compared to 71% for the same period in 2024.

 
___________________________ 
(1) Per 'Supplementary financial measures and other 
 definitions' section in this news release. 
 (2) As defined in the 'Non-GAAP measures' section 
 of this news release. 
 

Gross margin and Adjusted gross margin

The gross margin percentage increased to 27% in 2025 Q3, compared to 26% in 2024 Q3. The gross margin percentage was 24% in the nine months ended September 30, 2025, compared to 23% for the same period in 2024. The Adjusted gross margin percentage(1) increased to 33% in 2025 Q3, compared to 30% in 2024 Q3. The Adjusted gross margin percentage(1) was 30% in the nine months ended September 30, 2025, compared to 29% for the same period in 2024. Despite a 20% and 18% decrease in revenues in 2025 Q3 and the nine months ended September 30, 2025, respectively, the gross margin percentage and Adjusted gross margin percentage(1) improved. The Company remains focused on reducing third-party MWD rental costs by deploying its newly built MWD fleet, reducing its third party rental expenditures.

 
___________________________ 
(1) As defined in the 'Non-GAAP measures' section 
 of this news release. 
 

Depreciation and amortization expense

Depreciation and amortization expense included in cost of sales increased to $7.9 million in 2025 Q3, compared to $6.4 million in 2024 Q3, mainly due to a higher portion of the MWD build-out being depreciated. Depreciation and amortization expense included in cost of sales decreased to $22.7 million in the nine months ended September 30, 2025, compared to $24.2 million for the same period in 2024. The decrease is mainly due to a change in depreciation methodology affecting the prior period.

Selling, general and administrative ("SG&A") expenses

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
Selling, general and 
administrative 
expenses: 
Direct costs                $ 13,414      $ 13,147      $ 44,784      $ 43,981 
Depreciation and 
 amortization                  2,717         2,630         8,273         7,439 
Share-based 
 compensation                    989           311         2,498         1,960 
Selling, general and 
 administrative 
 expenses                   $ 17,120      $ 16,088      $ 55,555      $ 53,380 
 

The Company recognized direct costs included in SG&A expenses of $13.4 million and $44.8 million in 2025 Q3 and the nine months ended September 30, 2025, which were consistent with $13.1 million and $44.0 million for the same periods in 2024, respectively. As a result of SG&A being more fixed cost in nature, against lower revenues, direct costs included in SG&A expenses as a percentage of revenues were 11% and 12% in 2025 Q3 and the nine months ended September 30, 2025, compared to 9% and 10% for the same periods in 2024, respectively.

Depreciation and amortization included in SG&A expenses were $2.7 million and $8.3 million in 2025 Q3 and the nine months ended September 30, 2025, compared to $2.6 million and $7.4 million for the same periods in 2024, respectively. The increases are mainly due to amortization expense associated with RSS licenses acquired in the latter part of 2024.

Stock-based compensation included in SG&A expenses were $1.0 million and $2.5 million in 2025 Q3 and the nine months ended September 30, 2025, compared to $0.3 million and $2.0 million for the same periods in 2024, respectively. The increase is mainly due to restricted shares granted in 2025.

Provision

 
                        Three months ended           Nine months ended 
                        September 30,                September 30, 
 (stated in thousands 
  of Canadian dollars)          2025           2024          2025         2024 
 
Provision               $ --          $ --           $ 4,846       $ -- 
 

In 2025 the Company received additional information relating to a historical U.S. sales and use tax audit period and, as a result, recorded an incremental provision of $4.8 million. No revisions to this estimate were made in 2025 Q3. As at September 30, 2025, the Company has accrued a total provision of $12.0 million related to the post-closing period related to the acquisition of Altitude on July 14, 2022 ("AEP Acquisition").

Also in relation to this pre-closing U.S. sales tax issue associated with the AEP Acquisition, as a result of a additional third party assessments, the Company has recognized a provision of $15.0 million in Trade and other payables. Pursuant to the Equity Purchase Agreement related to the AEP Acquisition, the sellers provided the Company with an indemnity related to pre-closing tax issues, including the U.S. sales tax issue noted. Accordingly, the Company has recognized an offsetting indemnity receivable of $15.0 million in Other receivable. This assessment relies on estimates and assumptions and may involve a series of judgments about future events.

All figures in this section are presented in Canadian dollars; however, the underlying figures are denominated in U.S. dollars and are therefore subject to fluctuations in foreign currency exchange rates. New information may become available that prompts the Company to adjust its judgment regarding the adequacy of this provision.

Research and development ("R&D") costs

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
Research and 
 development costs           $ 1,120       $ 1,397       $ 3,704       $ 4,228 
 

The Company recognized R&D costs of $1.1 million and $3.7 million in 2025 Q3 and the nine months ended September 30, 2025, compared to $1.4 million and $4.2 million for the same periods in 2024, respectively. R&D costs include salaries, benefits, purchased materials and shop supply costs related to new product development and technology and engineering.

Write-off of property, plant and equipment

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
Write-off of property, 
 plant and equipment         $ 1,361         $ 618       $ 2,747       $ 2,866 
 

The Company recognized a write-off of property, plant and equipment of $1.4 million and $2.7 million in 2025 Q3 and the nine months ended September 30, 2025, compared to $0.6 million and $2.9 million for the same periods in 2024, respectively. The write-offs related to equipment lost-in-hole and damaged beyond repair. Lost-in-hole equipment and damaged beyond repair reimbursements from customers are based on service agreements held with clients and are recognized as revenue.

Finance costs

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
Finance costs - loans 
 and borrowings and 
 exchangeable 
 promissory notes            $ 1,657       $ 1,924       $ 5,176       $ 6,808 
Finance costs - lease 
 liabilities                   $ 335         $ 185         $ 876         $ 591 
 

Finance costs - loans and borrowings and exchangeable promissory notes were $1.7 million, a decrease of $0.2 million, compared to $1.9 million in 2024 Q3. Finance costs - loans and borrowings and exchangeable promissory notes were $5.2 million in the nine months ended September 30, 2025, a decrease of $1.6 million, compared to $6.8 million for the same period in 2024. The decrease is mainly due to a lower outstanding balance of loans and borrowings in 2025 Q3 compared to 2024 Q3, and a lower interest rate as a result of the Company's refinancing completed in 2025 Q1 (refer to the 'Syndicated and revolving credit facilities' section of this news release).

In addition, the Company had finance costs - lease liabilities of $0.3 million and $0.9 million in 2025 Q3 and the nine months ended September 30, 2025, related to lease liabilities, compared to $0.2 million and $0.6 million for the same periods in 2024, respectively.

Foreign exchange

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
Foreign exchange gain 
 (loss)                      $ 2,577     $ (1,259)     $ (4,248)       $ 1,771 
Foreign currency 
 translation gain 
 (loss) on foreign 
 operations                  $ 1,483       $ (889)     $ (2,641)       $ 1,304 
 

The Company recognized a foreign exchange gain of $2.6 million and a foreign exchange loss of $4.2 million in 2025 Q3 and the nine months ended September 30, 2025, compared to a foreign exchange loss of $1.3 million and a foreign exchange gain of $1.8 million for the same periods in 2024, respectively. The current period fluctuations were driven by a 2% increase in the Canadian dollar exchange rate from $1.36 at June 30, 2025 to $1.39 at September 30, 2025 on the revaluation of the Company's USD denominated balances (2025 Q3 - foreign exchange loss of $0.4 million) and intercompany loans issued by the parent company to its self-sustaining foreign subsidiaries (2025 Q3 - foreign exchange gain of $2.9 million). During the nine months ended September 30, 2025, a 3% decrease in the Canadian dollar exchange rate from $1.44 at March 31, 2025, to $1.39 at September 30, 2025, contributed to the fluctuation. The offsetting foreign exchange gain on intercompany loans held by the subsidiaries is recognized as part of the translation of foreign operations within other comprehensive income, as described below.

The Company's foreign operations are denominated in USD and differences due to fluctuations in the foreign currency exchange rates are recorded in other comprehensive income. The Company recognized a foreign currency translation gain on foreign operations of $1.5 million in 2025 Q3, compared to a loss of $0.9 million in 2024 Q3. The Company recognized a foreign currency translation loss of $2.6 million in the nine months ended September 30, 2025, compared to a gain of $1.3 million for the same period in 2024.

Income tax (recovery) expense

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
Current tax (recovery) 
 expense                     $ (685)         $ 804       $ (504)       $ 2,459 
Deferred tax recovery        (1,793)      (10,262)       (2,185)       (9,104) 
Income tax recovery        $ (2,478)     $ (9,458)     $ (2,689)     $ (6,645) 
 

The Company recognized an income tax recovery of $2.5 million and $2.7 million in 2025 Q3 and the nine months ended September 30, 2025, compared to an income tax recovery of $9.5 million and $6.6 million for the same periods in 2024, respectively. In 2024 Q3, the Company re-recognized $11.1 million of its Canadian tax pools due to management's assessment and estimates that they would likely be utilized within the next twelve to eighteen months. Income tax (recovery) expense is recognized based upon expected annualized rates using the statutory rates of 23% for both Canada and the U.S. adjusted for key items that will effect the Company's actual tax for the period.

LIQUIDITY AND CAPITAL RESOURCES

Annually, the Company's principal source of liquidity is cash generated from its operations. In addition, the Company has the ability to fund liquidity requirements through its credit facility and the issuance of additional debt and/or equity, if available.

In order to facilitate the management of its liquidity, the Company prepares an annual budget, which is updated, as necessary, depending on varying factors, including changes in capital structure, execution of the Company's business plan and general industry conditions. The annual budget is approved by the Board of Directors and updated forecasts are prepared as the fiscal year progresses with changes reviewed by the Board of Directors.

Cash flow - operating activities was $6.5 million and $51.2 million in 2025 Q3 and the nine months ended September 30, 2025, compared to $19.4 million and $69.2 million for the same periods in 2024, respectively.

ACT remains focused on reducing its loans and borrowings and generating Free cash flow, as defined in the 'Non-GAAP measures' section of this news release. In addition, the Company will remain opportunistic in executing its NCIB and making strategic and accretive acquisitions.

At September 30, 2025, the Company had working capital, excluding current portion of loans and borrowings of $81.9 million (December 31, 2024 - $84.4 million).

Common share consolidation

On May 9, 2024, the shareholders of the Company approved the consolidation of the issued and outstanding common shares of the Company, on the basis of one post-consolidation common share for a range of five to ten pre-consolidation common shares. On June 10, 2024, the Board of Directors approved a consolidation ratio of one post-consolidation share for seven pre-consolidation common shares (the "Consolidation"). As a result, on July 3, 2024, 243,383,392 common shares issued and outstanding prior to the Consolidation were reduced to 34,769,056 common shares. No fractional common shares were issued in connection with the Consolidation, and all fractional common shares that otherwise would have been issued was rounded to the nearest whole common share. The number of shares and per share amounts in this news release, as they relate to the pre-Consolidation period, were restated to reflect the Consolidation.

Normal course issuer bid

During the nine months ended September 30, 2025, 1,350,186 (2024 - 506,800) common shares were purchased under the NCIB for a total purchase amount of $7.4 million (2024 - $3.0 million) at an average price of $5.54 (2024 - $5.91) per common share. A portion of the purchase amount reduced share capital by $7.1 million (2024 - $2.9 million) and the residual purchase amount of $0.3 million (2024 - $0.1 million) was recorded to the surplus.

In connection with the NCIB, the Company established an automatic securities purchase plan ("the Plan"). Accordingly, the Company may repurchase its common shares under the Plan on any given trading day during the NCIB, including during regulatory restrictions or self-imposed trading blackout periods. The Plan commenced on August 11, 2025, and will terminate on August 10, 2026. As at September 30, 2025, the Company recognized $1.3 million as an accrued liability ($1.3 million reduced share capital) for the maximum number of common shares to be purchased under the Plan.

Subsequent to September 30, 2025, the Company purchased 284,800 common shares for a total purchase amount of $1.4 million, at an average purchase price of $5.07 per common share.

Syndicated and revolving credit facilities

On March 21, 2025, the Company entered into a Fifth Amended and Restated Credit Agreement with its existing syndicate of lenders co-lead by ATB Financial and Royal Bank of Canada ("Amended Credit Agreement"). The Amended Credit Agreement provided for the following:

 
i.    A revolving facility with an approximate principal 
       amount of $124.3 million comprised of: i) $100.0 million 
       Syndicated Revolving Facility ("CAD Syndicated Revolving 
       Facility") and ii) $10.0 million revolving facility 
       provided by ATB Financial ("ATB Revolving Facility"), 
       and iii) USD $10.0 million (approximately CAD $14.3 
       million equivalent) provided by HSBC Bank USA, N.A. 
       ("HSBC Revolving Facility"). The revolving facility 
       replaced the Company's existing facilities (CAD Syndicated 
       Term Facility of $59.0 million, USD Syndicated Term 
       Facility of USD $21.0 million, Syndicated Operating 
       Facility of $35.0 million, Revolving Operating Facility 
       of $15.0 million and USD Revolving Operating Facility 
       of $10.0 million). As such, the contractual repayments 
       of the CAD Syndicated Term Facility and USD Syndicated 
       Term Facility are no longer required; 
 
ii.   A lower amended interest rate updated to the financial 
       institution's prime rate plus 1.0% to 1.75% or Canadian 
       Overnight Repo Rate Average rate / Secured Overnight 
       Financing Rate plus 2.0% to 2.75% (previously prime 
       rate plus 1.5% to 2.25% or Canadian Overnight Repo 
       Rate Average rate / Secured Overnight Financing Rate 
       plus 2.5% to 3.25%); 
 
iii.  The maturity date extended from July 11, 2026 to 
       March 21, 2028; 
 
iv.   Replaced the financial covenant of Consolidated Fixed 
       Charge Coverage ratio (previously required to be no 
       less than 1.25:1) with a Consolidated Interest Coverage 
       Ratio, which is required to be no less than 3.0:1. 
       The Consolidated Funded Debt to Consolidated Credit 
       Agreement EBITDA ratio remained unchanged and shall 
       not exceed 2.5:1; and 
 
v.    The syndicate of lenders remained unchanged with 
       the exception of Royal Bank of Canada joining ATB 
       Financial as the syndicate co-lead. 
 

As at September 30, 2025, $68.7 million of the $123.9 million Revolving Facility remained undrawn. No repayments were made on the CAD Syndicated Revolving Facility subsequent to quarter-end. As at September 30, 2025, the Company was in compliance with all covenants. Financial covenants are as follows:

   -- Consolidated Funded Debt to Consolidated Credit Agreement EBITDA ratio 
      shall not exceed 2.5:1.0 (calculated - 1.0); and 
 
   -- Consolidated Interest Coverage ratio shall not be less than 3.0 :1.0 
      (calculated - 10.2). 

Contractual obligations and contingencies

As at September 30, 2025, the Company's commitment to capital is approximately $6.6 million (December 31, 2024 - $11.9 million), which is expected to be incurred in the remainder of 2025.

The Company holds six letters of credit totaling $1.7 million (December 31, 2024 - $1.8 million) related to rent payments, corporate credit cards and a utilities deposit.

The Company is involved in various other legal claims and tax audits associated with the normal course of operations. The Company believes that any liabilities that may arise pertaining to such matters would not have a material impact on its financial position. Refer to the 'Provision' section in this news release for more details.

The following table outlines the anticipated payments related to contractual commitments subsequent to September 30, 2025:

 
 (stated in thousands   Carrying   One year   1-2 years  3-5 years  Thereafter 
 of Canadian dollars)   amount 
 
Loans and borrowings - 
 principal               $ 56,451      $ 630       $ --   $ 55,821        $ -- 
Exchangeable 
 promissory ("EP") 
 notes - principal         27,842     27,842         --         --          -- 
Interest payments on 
 loans and borrowings 
 and EP notes              12,547      5,781      4,678      2,088          -- 
Lease liabilities - 
 undiscounted              20,197      4,167      3,981      5,873       6,176 
Trade and other 
 payables                  94,127     94,127         --         --          -- 
Total                   $ 211,164  $ 132,547    $ 8,659   $ 63,782     $ 6,176 
 

The Company expects to meet its obligations through normal operating cash flows. If additional liquidity is required to fund near- term obligations, including those related to the EP notes maturity, the Company has access to its Revolving Credit Facility.

Capital structure

As at November 7, 2025, the Company has 33,460,849 common shares, 2,190,993 stock options, and EP Notes, that are exchangeable into a maximum of 3,510,000 common shares outstanding.

NET CAPITAL EXPENDITURES

The following table details the Company's Net capital expenditures(1) :

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
MWD and related 
 equipment                   $ 4,231       $ 5,159      $ 21,431      $ 19,378 
Motors and related 
 equipment                     1,396         2,465        12,652        16,409 
Shop and automotive 
 equipment                       210            98         1,125           480 
Other                            177         1,386         1,709         2,824 
 
Gross capital 
 expenditures                  6,014         9,108        36,917        39,091 
Less: net lost-in-hole 
 equipment 
 reimbursements(1)           (7,355)       (4,827)      (15,312)      (20,215) 
Net capital 
 expenditures(1)           $ (1,341)       $ 4,281      $ 21,605      $ 18,876 
 
 
(1) Refer to the 'Non-GAAP measures' section in this 
 news release. 
 

Equipment additions totaling $36.9 million included $7.6 million of items previously purchased and held in inventory for the Rime MWD system build-out in 2025 Q1.

As at September 30, 2025, property, plant and equipment included $9.5 million (2024 - $13.6 million) of MWD equipment not yet being depreciated as they are currently being manufactured and tested. Depreciation of the assets will commence upon the assets being fully operational.

Given the current market uncertainty, partly as a result of the enacted and proposed U.S. tariffs, the Company's 2025 and 2026 gross and Net capital expenditures(1) budget will be dynamic and adjusted to reflect management's expectation of future activity levels. Currently, the Company's target Net capital expenditures(1) budget is anticipated to relate to sustaining and growth capital expenditures that will enhance realized gross margin percentage levels, including optimizing ACT's high-performance mud motors, MWD in both Canada and the U.S., and selective RSS deployments. ACT intends to fund its 2025 and 2026 capital plan from cash flow - operating activities.

 
___________________________ 
(1) As defined in the 'Non-GAAP measures' section 
 of this news release. 
 

NON-GAAP MEASURES

ACT uses certain performance measures throughout this news release that are not defined under IFRS Accounting Standards or Generally Accepted Accounting Principles ("GAAP"). These non-GAAP measures do not have a standardized meaning and may differ from that of other organizations, and accordingly, may not be comparable. Investors should be cautioned that these measures should not be construed as alternatives to IFRS Accounting Standards measures as an indicator of ACT's performance.

These measures include the Adjusted gross margin, Adjusted gross margin percentage, Adjusted EBITDAS, Adjusted EBITDAS margin percentage, Free cash flow, Working capital and Net capital expenditures. Management believes these measures provide supplemental financial information that is useful in the evaluation of ACT's operations.

These non-GAAP measures are defined as follows:

 
i)                        "Adjusted gross margin" - calculated as gross margin 
                          before non-cash costs (write-down of inventory 
                          included 
                          in cost of sales, depreciation and amortization and 
                          share-based compensation); is a supplemental measure 
                          of changes in financial performance that are closely 
                          related to the Company's core operating activities, 
                          by excluding certain non-cash costs that might 
                          otherwise 
                          distort trends in overall profitability (see tabular 
                          calculation); 
 
ii)                       "Adjusted gross margin percentage" - calculated as 
                          Adjusted gross margin divided by revenues; is 
                          considered 
                          a primary indicator of operating performance (see 
                          tabular calculation); 
 
iii)                      "Adjusted EBITDAS" - calculated as net income before 
                          finance costs, unrealized foreign exchange gain 
                          (loss), 
                          foreign exchange gain (loss) on intercompany 
                          balances, 
                          income tax expense, depreciation and amortization, 
                          gain on settlement of lease liabilities, 
                          non-recurring 
                          costs, write-down of inventory included in cost of 
                          sales and equity-settled share-based compensation; 
                          provides supplemental information to net income that 
                          is useful in evaluating the results from our 
                          principal 
                          business activities prior to consideration of how 
                          our activities are financed, foreign exchange 
                          components 
                          and other charges like depreciation (see tabular 
                          calculation); 
 
iv)                       "Adjusted EBITDAS margin percentage" - calculated 
                          as Adjusted EBITDAS divided by revenues; provides 
                          supplemental information to net income that is 
                          useful 
                          in evaluating the results and financing of the 
                          Company's 
                          business activities before considering certain 
                          charges 
                          as a percentage of revenues (see tabular 
                          calculation); 
 
v)                        "Free cash flow" - calculated as cash flow - 
                          operating 
                          activities prior to: i) changes in non-cash working 
                          capital, ii) and income tax (refund) payment less: 
                          i) cash flow - investing activities (updated from 
                          property, plant and equipment ("PP&E") and 
                          intangible 
                          asset additions, excluding assets acquired in 
                          business 
                          combinations), ii) required repayments on loans and 
                          borrowings, in accordance with the Company's credit 
                          facility agreement, and iii) repayments of lease 
                          liabilities, 
                          net of finance costs, offset by proceeds on disposal 
                          of PP&E. This is a useful supplemental measure of 
                          the Company's ability to generate funds from 
                          operations 
                          available for future capital expenditures, 
                          discretionary 
                          debt repayments, or other strategic initiatives (see 
                          tabular calculation). 
 
                          Free cash flow was updated from prior periods to 
                          deduct cash flow - investing activities (updated 
                          from 
                          PP&E and intangible asset additions, excluding 
                          assets 
                          acquired in business combinations) to include 
                          changes 
                          in non-cash investing working capital in the 
                          calculation 
                          to account for non-cash movements in the period; 
 
vi)                       "Net capital expenditures" - calculated as the gross 
                          capital expenditures less Net lost-in-hole equipment 
                          reimbursements, as defined below - refer to the "Net 
                          capital expenditures" section of this news release 
                          for tabular calculation. The timing and amount of 
                          equipment lost-in-hole can very from period to 
                          period. 
                          Therefore, Net capital expenditures is a useful 
                          supplemental 
                          financial measure as it provides insight on the 
                          amount 
                          of investing capital requirements attributable to 
                          lost-in-hole equipment. Components impacting Net 
                          capital 
                          expenditures are as follows: 
 
                          1.                       "Lost-in-hole revenues" - 
                                                   represent reimbursements 
                                                   received from customers and 
                                                   insurance proceeds related 
                                                   to directional drilling 
                                                   equipment that is lost 
                                                   in-hole 
                                                   or damaged beyond repair. 
                                                   Management considers 
                                                   lost-in-hole 
                                                   revenue to be supplemental 
                                                   information that assists 
                                                   in understanding 
                                                   fluctuations in the 
                                                   Company's reported 
                                                   revenues under IFRS 
                                                   Accounting Standards. 
                                                   Although 
                                                   lost-in-hole revenues tend 
                                                   to remain relatively 
                                                   consistent 
                                                   over longer periods, they 
                                                   can vary significantly from 
                                                   period to period, causing 
                                                   fluctuations in the 
                                                   Company's 
                                                   financial results; 
 
                          2.                       "Net lost-in-hole equipment 
                                                   reimbursements" - represent 
                                                   lost-in-hole revenues, as 
                                                   defined above, less 
                                                   outflows 
                                                   associated with vendor 
                                                   payments for insurance 
                                                   coverage 
                                                   and third-party rental 
                                                   equipment replacement, 
                                                   following 
                                                   equipment loss-in-hole or 
                                                   damage beyond repair; and 
 
vii)                      "Working capital" - calculated as current assets 
                          less current liabilities, excluding the current 
                          portion 
                          of loans and borrowings. Management uses this 
                          measure 
                          as an indication of the Company's financial and cash 
                          liquidity position. 
 
(1) Refer to the 'Non-GAAP measures' section in this 
 news release. 
 

The following tables provide reconciliations from the IFRS Accounting Standards to non-GAAP measures included in this news release.

Adjusted gross margin

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
Gross margin                $ 31,560      $ 38,177      $ 86,439     $ 102,050 
Add non-cash items 
included in cost of 
sales: 
Write-down of 
 inventory included in 
 cost of sales                    43           366            82           427 
Depreciation and 
 amortization                  7,861         6,432        22,657        24,247 
Share-based 
 compensation                    131            73           391           465 
Adjusted gross margin       $ 39,595      $ 45,048     $ 109,569     $ 127,189 
 
Adjusted gross margin 
 percentage                     33 %          30 %          30 %          29 % 
 

Adjusted EBITDAS

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars, 
  except 
  percentages)                  2025          2024          2025          2024 
 
Net income                  $ 15,154      $ 26,175      $ 12,443      $ 43,015 
Add (deduct): 
Income tax recovery          (2,478)       (9,458)       (2,689)       (6,645) 
Depreciation and 
 amortization - cost 
 of sales                      7,861         6,432        22,657        24,247 
Depreciation and 
 amortization - 
 selling, general 
 and administrative 
 expenses                      2,717         2,630         8,273         7,439 
Share-based 
 compensation - cost 
 of sales                        131            73           391           465 
Equity settled 
 share-based 
 compensation - 
 selling, general and 
 administrative 
 expenses                        524           311         1,601         1,960 
Finance costs - loans 
 and borrowings and 
 exchangeable 
 promissory notes              1,657         1,924         5,176         6,808 
Finance costs - lease 
 liabilities                     335           185           876           591 
Unrealized foreign 
 exchange (gain) loss        (2,511)         1,531         4,300       (2,117) 
Provision                         --            --         4,846            -- 
Gain on settlement of 
 lease liabilities                --            --            --         (391) 
Non-recurring 
 expenses, including 
 inventory write off              43           366            82           851 
Adjusted EBITDAS            $ 23,433      $ 30,169      $ 57,956      $ 76,223 
 
Adjusted EBITDAS 
 margin percentage              20 %          20 %          16 %          17 % 
 

Free cash flow

 
                        Three months ended          Nine months ended 
                        September 30,               September 30, 
 (stated in thousands 
  of Canadian dollars)          2025          2024          2025          2024 
 
Cash flow - operating 
 activities                  $ 6,512      $ 19,377      $ 51,226      $ 69,243 
Add (deduct): 
Income tax (refund) 
 payment                         (5)           172           379         3,965 
Changes in non-cash 
 operating working 
 capital                      18,620        11,227         9,528         5,426 
Non-recurring expenses            --           391            --           424 
Less: 
  Cash flow - 
   investing 
   activities                (5,844)      (11,141)      (29,241)      (42,461) 
Required repayments on 
 loans and borrowings 
 (1)                              --       (5,148)            --      (15,461) 
Repayments of lease 
 liabilities, net of 
 finance costs               (1,035)         (716)       (3,043)       (2,532) 
Free cash flow              $ 18,248      $ 14,162      $ 28,849      $ 18,604 
 
 
(1) Required repayments on loans and borrowings in 
 accordance with the credit facility agreement, which 
 excludes discretionary debt repayments. 
 

SUPPLEMENTARY FINANCIAL MEASURES AND OTHER DEFINITIONS

 
i)    "Average revenues per operating day" - is a supplemental 
       operational metric calculated by dividing revenues, 
       either for a specific geographic segment or on a consolidated 
       basis as reported under IFRS Accounting Standards, 
       by the corresponding number of operating days for 
       that segment or on a consolidated basis. Management 
       uses revenues per operating day to assess pricing 
       strength, service intensity, and comparative financial 
       performance against different periods and across different 
       geographic markets; 
 
ii)   "Job count" - sometimes referred to as daily jobs, 
       refers to the number of drilling rigs on which our 
       directional equipment is used for operation; and 
 
iii)  "Operating days" - are defined as the total number 
       of calendar days during which directional drilling 
       services were actively provided to a customer at a 
       rig site, excluding any days where personnel or equipment 
       were on location but not engaged in active drilling 
       operations (such as standby, rig move days, or other 
       non-operational periods, regardless of whether partial 
       revenues were recognized). 
 

COMMON INDUSTRY TERMS

 
i)    "LNG" - natural gas is typically is transported via 
       pipeline with customer demand limited to regions with 
       access to these pipelines. Through liquefaction, larger 
       volumes of natural gas can be economically exported 
       by sea to new markets; 
 
ii)   "LNG Train" or "Train" - refers to a complete processing 
       unit within an LNG facility that converts natural 
       gas into liquefied natural gas $(LNG)$. Each train includes 
       all the required equipment -- such as compressors, 
       heat exchangers, and refrigeration systems -- to carry 
       out the liquefaction process independently; 
 
iii)  "Lost-in-hole" or "lost-in-hole equipment" - refers 
       to directional drilling tools or equipment (such as 
       MWD or RSS systems) that become significantly damaged 
       or unrecoverable downhole during drilling operations. 
       This situation typically results in the customer being 
       charged for the replacement cost of the lost equipment; 
 
iv)   "MWD" - Measurement-while-drilling is a down-hole 
       tool used in oil, natural gas and geothermal wells 
       that provides real-time drilling data to the directional 
       driller enabling more precise placement and optimized 
       drilling operations; 
 
v)    "OPEC+" - is a group of oil-producing countries that 
       work together to control the supply of oil in the 
       global market to help keep prices stable; 
 
vi)   "Rig count" - is the estimated number of active rigs 
       drilling directionally as tracked by JWN RigLocator 
       for Canada and Enverus for the U.S. industry rig count 
       levels. This industry data can help provide an indication 
       of potential activity for the Company. In this 2025 
       Q3 MD&A, the Company has revised its source for the 
       U.S. rig count to Enverus, replacing Baker Hughes. 
       Rig count levels include only those estimated to be 
       drilling directionally in both Canada and the U.S., 
       excluding rigs drilling vertically. These revised 
       rig count figures better reflect overall industry 
       activity levels affecting the Company's business, 
       and as a result, all comparative periods have been 
       adjusted; and 
 
vii)  "RSS" - Rotary steerable system which is a high-technological 
       drilling tool that simultaneously steers and rotates 
       the drill bit without manual intervention enabling 
       for more accurate drilling, especially in curved or 
       horizontal wells. 
 

INDUSTRY PRICING METRICS

 
                 2025 Q3  2025 Q2  2025 Q1  2024 Q4  2024 Q3  2024 Q2  2024 Q1 
 
Average 
 exchange rate 
 ($CAD/$US)        0.726    0.723    0.697    0.714    0.733    0.731    0.741 
 
WTI ($US/bbl)      65.74    64.63    71.84    70.69    76.24    81.71    77.56 
 
US NYMEX 
 natural gas 
 ($US/Mmbtu)        3.03     3.19     4.15     2.44     2.11     2.09     2.13 
 
 
i)    "WTI" - a widely used benchmark price for light, 
       sweet crude oil in North America and is a key reference 
       point for crude oil pricing and industry activity 
       levels; 
ii)   "bbl" - is the standard unit of measurement for crude 
       oil and stands for one barrel, equivalent to 42 U.S. 
       gallon; 
iii)  "US NYMEX" - refers to the benchmark price for natural 
       gas traded on the New York Mercantile Exchange ("NYMEX") 
       and is widely used as the reference pricing indicator 
       for North American natural gas markets; and 
iv)   "Mmbtu" - stands for one million British thermal 
       units and is a standard unit of measurement used to 
       quantify the energy content of natural gas. 
 

FORWARD LOOKING STATEMENTS

This news release contains certain forward-looking statements and forward-looking information (collectively referred to herein as "forward-looking statements") within the meaning of applicable Canadian securities laws. All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "achieve", "believe", "plan", "intend", "objective", "continuous", "ongoing", "estimate", "outlook", "expect", "may", "will", "project", "should" or similar words suggesting future outcomes. In particular, this news release contains forward-looking statements relating to, among other things:

   -- The 2025 Net capital expenditure budget and financing thereof; 
 
   -- Given the current market uncertainty, partly as a result of the enacted 
      and proposed U.S. tariffs, the Company's 2025 Net capital expenditure 
      budget will be dynamic and adjusted to reflect management's expectation 
      of future activity levels. 
 
   -- Currently, the Company's target Net capital expenditures budget is 
      anticipated to relate to necessary sustaining capital expenditures that 
      will enhance realized gross margin percentage levels, including growing 
      ACT's high-performance mud motors, MWD in both Canada and the U.S., and 
      selective RSS deployments. ACT intends to fund its 2025 capital plan from 
      cash flow - operating activities. 
 
   -- Further durability of gross margins is expected as the Company's U.S. 
      business returns to more normalized operating activity levels combined 
      with the deployment of additional, already built, MWD systems. 
 
   -- Several geopolitical factors continue to influence near-term energy 
      demand, including OPEC+ production decisions, trade policy uncertainty, 
      and global conflicts. 
 
   -- ACT remains encouraged by the long-term fundamentals supporting energy 
      demand - driven by global economic growth, emerging market consumption, 
      LNG expansion, and the increasing need for natural gas-powered data 
      centers supporting AI infrastructure. 
 
   -- In Canada, additional takeaway capacity for oil and natural gas continues 
      to support drilling activity. 
 
   -- LNG Canada is ramping exports from Trains 1 and 2, targeting full 
      capacity by spring 2026, with Phase 2 under evaluation. 
 
   -- The Trans Mountain pipeline expansion is also incentivizing heavy oil 
      production, benefiting ACT's technology offerings. 
 
   -- While E&P companies typically reduce activity heading into year-end, ACT 
      anticipates a robust winter drilling season and a strong Q1 2026, 
      comparable to last year's levels. 
 
   -- In the U.S., oil-focused activity remains subdued, but natural gas 
      drilling is gradually increasing in regions like Haynesville and 
      Appalachia. 
 
   -- The ongoing build-out of U.S. LNG infrastructure and rising demand from 
      AI-driven data centers are expected to drive future investment. 
 
   -- In the near term, oil price volatility and seasonal budget constraints 
      may limit rig count growth, and ACT expects U.S. job counts to remain 
      relatively flat through year-end. 
 
   -- ACT will continue executing its technology-focused strategy to maximize 
      returns and position itself for growth as market conditions improve. 
 
   -- ACT estimates that continued deployment of its proprietary 
      next-generation MWD systems in the U.S. will reduce third-party rental 
      expenses by $10 million USD in 2025, with the potential to recapture an 
      additional $10 million in 2026 as deployment completes. 
 
   -- In the U.S., while the land rig count declined another 5% from Q2, ACT 
      believes activity bottomed during the quarter. 
 
   -- ACT anticipates a gradual recovery beginning in Q4. 
 
   -- ACT's advanced RSS and MWD technologies continue to differentiate ACT, 
      enabling it to support customers as they pursue longer laterals and more 
      complex wells. 
 
   -- By focusing on high-value segments and executing its technology rollout, 
      ACT is well-positioned to grow and strengthen its business as market 
      conditions improve. 
 
   -- ACT's capital allocation strategy remains focused on long-term value 
      creation and business resilience. ACT continues to: 
 
          -- Invest selectively in high-return organic growth opportunities 
             that enhance customer productivity and drive margin expansion. 
 
          -- Return capital to shareholders through our Normal Course Issuer 
             Bid (NCIB) share repurchase program. 
 
          -- Strengthen our financial position by maintaining a reduced 
             leverage profile, enhancing our ability to pursue strategic, 
             accretive acquisitions. 
 
   -- ACT's balanced approach supports its goal of building a durable, 
      high-performing business that delivers sustainable shareholder returns. 

The Company believes the expectations reflected in such forward-looking statements are reasonable as of the date hereof but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon.

Various material factors and assumptions are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements. Those material factors and assumptions are based on information currently available to the Company, including information obtained from third-party industry analysts and other third-party sources. In some instances, material assumptions and material factors are presented elsewhere in this news release in connection with the forward-looking statements. You are cautioned that the following list of material factors and assumptions is not exhaustive. Specific material factors and assumptions include, but are not limited to:

   -- the performance of ACT's business; 
 
   -- impact of economic and social trends; 
 
   -- oil and natural gas commodity prices and production levels; 
 
   -- capital expenditure programs and other expenditures by ACT and its 
      customers; 
 
   -- the ability of ACT to attract and retain key management personnel; 
 
   -- the ability of ACT to retain and hire qualified personnel; 
 
   -- the ability of ACT to obtain parts, consumables, equipment, technology, 
      and supplies in a timely manner to carry out its activities; 
 
   -- the ability of ACT to maintain good working relationships with key 
      suppliers; 
 
   -- the ability of ACT to retain customers, market its services successfully 
      to existing and new customers and reliance on major customers; 
 
   -- risks associated with technology development and intellectual property 
      rights; 
 
   -- obsolescence of ACT's equipment and/or technology; 
 
   -- the ability of ACT to maintain safety performance; 
 
   -- the ability of ACT to obtain adequate and timely financing on acceptable 
      terms; 
 
   -- the ability of ACT to comply with the terms and conditions of its credit 
      facility; 
 
   -- the ability to obtain sufficient insurance coverage to mitigate 
      operational risks; 
 
   -- currency exchange and interest rates; 
 
   -- risks associated with future foreign operations; 
 
   -- the ability of ACT to integrate its transactions and the benefits of any 
      acquisitions, dispositions and business development efforts; 
 
   -- environmental risks; 
 
   -- business risks resulting from weather, disasters and related to 
      information technology; 
 
   -- changes under governmental regulatory regimes including tariffs and tax, 
      environmental, climate and other laws in Canada and the U.S.; and 
 
   -- competitive risks. 

Forward-looking statements are not a guarantee of future performance and involve a number of risks and uncertainties some of which are described herein. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause the Company's actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, the risks identified in this news release and in the Company's Annual Information Form under the heading "Risk Factors". Any forward-looking statements are made as of the date hereof and, except as required by law, the Company assumes no obligation to publicly update or revise such statements to reflect new information, subsequent or otherwise.

All forward-looking statements contained in this news release are expressly qualified by this cautionary statement. Further information about the factors affecting forward-looking statements is available in the Company's current Annual Information Form that has been filed with Canadian provincial securities commissions and is available on www.sedarplus.ca and the Company's website (www.actenergy.com).

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at September 30, 2025 and December 31, 2024

Canadian dollars in '000s

(unaudited)

 
                                             September 30,  December 31, 
Balance,                                              2025          2024 
 
Assets 
Current assets: 
Cash                                              $ 14,138      $ 12,792 
Trade receivables                                   92,911       105,872 
Other receivable                                    15,021        15,526 
Current taxes receivable                             3,238         2,417 
Prepaid expenses                                     5,145         6,678 
Inventories                                         50,181        51,498 
Total current assets                               180,634       194,783 
 
Property, plant and equipment                      139,422       129,243 
Intangible assets                                   67,177        77,352 
Right-of-use assets                                 16,140        15,359 
Goodwill                                            42,031        43,444 
Deferred tax asset                                  12,594        12,700 
Total non-current assets                           277,364       278,098 
Total assets                                     $ 457,998     $ 472,881 
 
Liabilities and Shareholders' Equity 
Current liabilities: 
Trade and other payables                          $ 94,127     $ 106,242 
Loans and borrowings, current                          630        21,435 
Exchangeable promissory notes                       26,852            -- 
Lease liabilities, current                           4,586         4,124 
Total current liabilities                          126,195       131,801 
 
Loans and borrowings, long-term                     55,254        42,092 
Exchangeable promissory notes                           --        26,962 
Lease liabilities, long-term                        15,611        16,037 
Deferred tax liability                              11,639        14,409 
Total non-current liabilities                       82,504        99,500 
Total liabilities                                  208,699       231,301 
 
Shareholders' equity: 
Share capital                                      193,216       195,516 
Treasury shares                                      (229)         (469) 
Exchangeable promissory notes                        1,242         1,242 
Contributed surplus                                 17,474        17,408 
Accumulated other comprehensive income              16,510        19,151 
Surplus                                             21,086         8,732 
Total shareholders' equity                         249,299       241,580 
Total liabilities and shareholders' equity       $ 457,998     $ 472,881 
 

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Three and nine months ended September 30, 2025 and 2024

Canadian dollars in '000s except per share amounts

(unaudited)

 
                 Three months ended September   Nine months ended September 
                 30,                            30, 
                          2025            2024            2025            2024 
 
Revenues             $ 118,260       $ 148,449       $ 365,627       $ 443,702 
Cost of sales: 
Direct costs          (78,708)       (103,767)       (256,140)       (316,940) 
Depreciation 
 and 
 amortization          (7,861)         (6,432)        (22,657)        (24,247) 
Share-based 
 compensation            (131)            (73)           (391)           (465) 
Total cost of 
 sales                (86,700)       (110,272)       (279,188)       (341,652) 
 
Gross margin            31,560          38,177          86,439         102,050 
 
Selling, 
general and 
administrative 
expenses: 
Direct costs          (13,414)        (13,147)        (44,784)        (43,981) 
Depreciation 
 and 
 amortization          (2,717)         (2,630)         (8,273)         (7,439) 
Share-based 
 compensation            (989)           (311)         (2,498)         (1,960) 
Total selling, 
 general and 
 administrative 
 expenses             (17,120)        (16,088)        (55,555)        (53,380) 
Provision                   --              --         (4,846)              -- 
Research and 
 development 
 costs                 (1,120)         (1,397)         (3,704)         (4,228) 
Write-off of 
 property, 
 plant and 
 equipment             (1,361)           (618)         (2,747)         (2,866) 
Gain on 
 disposal of 
 property, 
 plant and 
 equipment                 132              11             467              31 
Gain on 
 settlement of 
 lease 
 liabilities                --              --              --             391 
Income from 
 operating 
 activities             12,091          20,085          20,054          41,998 
 
Finance costs - 
 loans and 
 borrowings and 
 exchangeable 
 promissory 
 notes                 (1,657)         (1,924)         (5,176)         (6,808) 
Finance costs - 
 lease 
 liabilities             (335)           (185)           (876)           (591) 
Foreign 
 exchange gain 
 (loss)                  2,577         (1,259)         (4,248)           1,771 
Income before 
 income taxes           12,676          16,717           9,754          36,370 
 
Income tax 
recovery 
(expense): 
Current                    685           (804)             504         (2,459) 
Deferred                 1,793          10,262           2,185           9,104 
Income tax 
 recovery                2,478           9,458           2,689           6,645 
 
Net income              15,154          26,175          12,443          43,015 
 
Other 
comprehensive 
income (loss) 
Foreign 
 currency 
 translation 
 differences on 
 foreign 
 operations              1,483           (889)         (2,641)           1,304 
Total 
 comprehensive 
 income               $ 16,637        $ 25,286         $ 9,802        $ 44,319 
 
Net income per 
 share - basic          $ 0.45          $ 0.75          $ 0.37          $ 1.24 
Net income per 
 share - 
 diluted                $ 0.41          $ 0.68          $ 0.33          $ 1.12 
 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

Nine months ended September 30, 2025 and 2024

Canadian dollars in '000s

(unaudited)

 
                Share      Treasury  Exchangeable  Contributed  Accumulated    Deficit     Total 
                 capital   Shares    promissory    surplus      other                      shareholders' 
                                     ("EP")                     comprehensive              equity 
                                     Notes                      income 
 
Balance, 
 December 31, 
 2023           $ 197,380   $ (709)       $ 1,242     $ 17,002       $ 13,088  $ (48,535)      $ 179,468 
Comprehensive 
 income                --        --            --           --          1,304      43,015         44,319 
Repurchased 
 pursuant to 
 normal course 
 issuer bid       (2,899)        --            --           --             --        (94)        (2,993) 
Contributed 
 surplus on 
 treasury 
 shares 
 vesting               --       240            --        (240)             --          --             -- 
Issued 
 pursuant to 
 stock option 
 exercises          6,023        --            --      (2,333)             --          --          3,690 
Share-based 
 compensation          --        --            --        2,425             --          --          2,425 
Balance, 
 September 30, 
 2024           $ 199,471   $ (469)       $ 1,242     $ 16,854       $ 14,392   $ (5,665)      $ 225,825 
 
 
                Share      Treasury  EP       Contributed  Accumulated    Surplus   Total 
                 capital   shares    Notes    surplus      other                    shareholders' 
                                                           comprehensive            equity 
                                                           income (loss) 
 
Balance, 
 December 31, 
 2024           $ 195,516   $ (469)  $ 1,242     $ 17,408       $ 19,151   $ 8,732      $ 241,580 
Comprehensive 
 (loss) income         --        --       --           --        (2,641)    12,443          9,802 
Repurchased 
 pursuant to 
 normal course 
 issuer bid       (7,110)        --       --           --             --     (303)        (7,413) 
Accrued 
 purchases 
 under the 
 normal course 
 issuer bid           511        --       --           --             --       214            725 
Contributed 
 surplus on 
 treasury 
 shares vested         --       240       --        (240)             --        --             -- 
Issued 
 pursuant to 
 stock options 
 exercised          4,299        --       --      (1,689)             --        --          2,610 
Share-based 
 compensation          --        --       --        1,995             --        --          1,995 
Balance, 
 September 30, 
 2025           $ 193,216   $ (229)  $ 1,242     $ 17,474       $ 16,510  $ 21,086      $ 249,299 
 

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

Three and nine months ended September 30, 2025 and 2024

Canadian dollars in '000s

(unaudited)

 
                Three months ended September    Nine months ended September 
                30,                             30, 
                          2025            2024            2025            2024 
 
Cash provided 
by (used in): 
 
Operating 
activities: 
Net income            $ 15,154        $ 26,175        $ 12,443        $ 43,015 
Non-cash 
adjustments: 
Income tax 
 expense               (2,478)         (9,458)         (2,689)         (6,645) 
Depreciation 
 and 
 amortization           10,578           9,062          30,930          31,686 
Share-based 
 compensation            1,120             384           2,889           2,425 
Write-off of 
 property, 
 plant and 
 equipment               1,361             618           2,747           2,866 
Gain on 
 disposal of 
 property, 
 plant and 
 equipment               (132)            (11)           (467)            (31) 
Gain on 
 settlement of 
 lease 
 liabilities                --              --              --           (391) 
Provision                   --              --           4,846              -- 
Write-down of 
 inventory 
 included in 
 cost of sales              43             366              82             427 
Finance costs 
 - loans and 
 borrowings 
 and 
 exchangeable 
 promissory 
 notes                   1,657           1,924           5,176           6,808 
Finance costs 
 - lease 
 liabilities               335             185             876             591 
Income tax 
 refund 
 (payment)                   5           (172)           (379)         (3,965) 
Unrealized 
 foreign 
 exchange 
 (gain) loss           (2,511)           1,531           4,300         (2,117) 
                        25,132          30,604          60,754          74,669 
Changes in 
 non-cash 
 operating 
 working 
 capital              (18,620)        (11,227)         (9,528)         (5,426) 
Cash flow - 
 operating 
 activities              6,512          19,377          51,226          69,243 
 
Investing 
activities: 
Property, 
 plant and 
 equipment 
 additions             (6,014)         (9,108)        (36,917)        (39,091) 
Intangible 
 asset 
 additions                (67)         (7,541)           (413)        (14,400) 
Proceeds on 
 disposal of 
 property, 
 plant and 
 equipment                 237              --             560           1,533 
Changes in 
 non-cash 
 investing 
 working 
 capital                    --           5,508           7,529           9,497 
Cash flow - 
 investing 
 activities            (5,844)        (11,141)        (29,241)        (42,461) 
 
Financing 
activities: 
Advances of 
 loans and 
 borrowings, 
 net of 
 upfront 
 financing 
 fees                    3,017              --           2,682          10,000 
Repayments on 
 loans and 
 borrowings            (9,711)         (5,148)         (9,763)        (22,016) 
Payments on 
 lease 
 liabilities, 
 net of 
 finance costs         (1,035)           (716)         (3,043)         (2,532) 
Interest paid          (1,695)         (1,812)         (5,133)         (6,501) 
Common shares 
 repurchased 
 pursuant to 
 normal course 
 issuer bid            (2,433)         (2,000)         (6,688)         (4,077) 
Proceeds on 
 stock options 
 exercised                 319           1,460           2,610           3,690 
Changes in 
 non-cash 
 financing 
 working 
 capital                    --           1,084         (2,069)           1,084 
Cash flow - 
 financing 
 activities           (11,538)         (7,132)        (21,404)        (20,352) 
 
Effect of 
 exchange rate 
 on changes in 
 cash                      960           (604)             765             331 
Change in cash         (9,910)             500           1,346           6,761 
Cash, 
 beginning of 
 period                 24,048          16,992          12,792          10,731 
Cash, end of 
 period               $ 14,138        $ 17,492        $ 14,138        $ 17,492 
 

ACT Energy Technologies Ltd., based in Calgary, Alberta, Canada, is incorporated under the Business Corporations Act (Alberta) and operates in the U.S. and Canada under Altitude Energy Partners, Discovery Downhole Services in the U.S., and Rime Downhole Technologies, LLC in the U.S.. ACT's common shares are publicly-traded on the Toronto Stock Exchange under the symbol "ACX".

ACT is a trusted partner to North American energy companies requiring high performance directional drilling services and related downhole technologies. We work in partnership with our customers to tailor our equipment and expertise to meet their specific geographical and technical needs. Our experience, technologies and responsive personnel enable our customers to achieve higher efficiencies and lower project costs. For more information, visit www.actenergy.com.

SOURCE ACT Energy Technologies LTD.

/CONTACT:

Copyright CNW Group 2025 
 

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November 07, 2025 06:00 ET (11:00 GMT)

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