Badger Infrastructure Solutions Ltd. — Interim / Quarterly Report 2025

Nov 5, 2025

BADGER INFRASTRUCTURE SOLUTIONS LTD.
CONSOLIDATED FINANCIAL STATEMENTS AND NOTES
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

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INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(unaudited)

($ U.S. thousands)	Note	September 30, 2025	December 31, 2024
ASSETS
Current Assets
Cash		5,323	14,617
Trade and other receivables	6	204,037	166,086
Prepaid expenses		15,930	8,506
Inventories		13,638	11,704
Income taxes receivable		—	4,858
Derivative financial instruments		15,158	514
		254,086	206,285
Non-current Assets
Property, plant and equipment	7	434,756	387,956
Right-of-use assets	8	50,582	49,709
Derivative financial instruments		3,675	—
Intangible assets		26,965	24,340
Goodwill		1,166	1,127
Total Assets		771,230	669,417
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Trade and other payables		106,191	103,225
Lease liability	9	20,099	18,198
Share-based compensation liability	11	31,135	18,834
Income taxes payable		10,065	—
Dividends payable		4,544	4,284
		172,034	144,541
Non-current Liabilities
Lease liability	9	31,531	32,053
Derivative financial instruments		—	670
Share-based compensation liability	11	10,272	7,931
Long term debt	10	207,721	170,026
Deferred tax liability		56,916	55,996
Total Liabilities		478,474	411,217
Shareholders' Equity
Shareholders' capital	12	65,779	65,840
Contributed surplus		422	422
Accumulated other comprehensive loss		(5,658)	(4,770)
Retained earnings		232,213	196,708
Total Shareholders' Equity		292,756	258,200
Total Liabilities and Shareholders' Equity		771,230	669,417

See accompanying notes to the unaudited interim condensed consolidated financial statements.

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(unaudited)

($ U.S. thousands, except per share amounts)	Note	Three months ended September 30,		Nine months ended September 30,
		2025	2024	2025	2024
Revenue	13	237,339	209,376	618,178	557,776
Direct costs		159,957	141,250	433,187	395,003
Gross profit		77,382	68,126	184,991	162,773
Depreciation and amortization		22,452	19,735	64,446	58,228
General and administrative		10,569	9,826	31,668	30,663
Share-based compensation expense (recovery)		13,137	(718)	28,869	9,621
Operating income		31,224	39,283	60,008	64,261
Gain on sale of property, plant and equipment and right of use assets		(318)	(484)	(871)	(1,684)
(Gain) loss on derivatives		(10,531)	3,714	(19,196)	3,708
Finance cost	14	4,045	4,541	11,668	11,838
Foreign exchange loss (gain)		86	(83)	212	(89)
Earnings before income tax		37,942	31,595	68,195	50,488
Current income tax expense		8,293	5,072	16,670	11,155
Deferred income tax expense		625	3,209	743	2,330
Income tax expense		8,918	8,281	17,413	13,485
Net earnings		29,024	23,314	50,782	37,003
Other comprehensive income (loss):
Foreign exchange differences on translation of foreign operations		858	231	(888)	(579)
Other comprehensive income (loss)		858	231	(888)	(579)
Comprehensive income		29,882	23,545	49,894	36,424
Weighted average number of shares - basic and diluted		33,740,238	34,462,529	33,855,557	34,473,438
Net earnings per share - basic and diluted		$ 0.86	$ 0.68	$ 1.50	$ 1.07

See accompanying notes to the unaudited interim condensed consolidated financial statements.

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(unaudited)

($ U.S. thousands)	Shareholders' capital	Contributed surplus	Accumulated other comprehensive loss	Retained earnings	Total equity
At January 1, 2024	66,950	422	(5,767)	183,389	244,994
Net earnings	—	—	—	37,003	37,003
Other comprehensive loss	—	—	(579)	—	(579)
Dividends	—	—	—	(13,704)	(13,704)
Shares repurchased and cancelled under normal-course issuer bid	(74)	—	—	(1,137)	(1,211)
At September 30, 2024	66,876	422	(6,346)	205,551	266,503
At January 1, 2025	65,840	422	(4,770)	196,708	258,200
Net earnings	—	—	—	50,782	50,782
Other comprehensive loss	—	—	(888)	—	(888)
Dividends	—	—	—	(13,748)	(13,748)
Shares repurchased and cancelled under normal-course issuer bid	(61)	—	—	(1,529)	(1,590)
At September 30, 2025	65,779	422	(5,658)	232,213	292,756

See accompanying notes to the unaudited interim condensed consolidated financial statements.

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(unaudited)

($ U.S. thousands)	Note	Three months ended September 30,		Nine months ended September 30,
		2025	2024	2025	2024
OPERATING ACTIVITIES
Net earnings		29,024	23,314	50,782	37,003
Items not affecting cash and cash equivalents:
Depreciation and amortization		22,452	19,735	64,446	58,228
Share-based compensation expense (recovery)		13,137	(718)	28,869	9,621
Gain on sale of property, plant and equipment and right of use assets		(318)	(484)	(871)	(1,684)
(Gain) loss on derivatives		(10,531)	3,714	(19,196)	3,708
Finance cost		4,045	4,541	11,668	11,838
Income tax expense		8,918	8,281	17,413	13,485
Unrealized foreign exchange (gain) loss		(21)	4	19	2
Cash flow from operating activities before working capital and other adjustments		66,706	58,387	153,130	132,201
Change in non-cash working capital	15	(11,356)	(14,853)	(29,934)	(34,091)
Income taxes paid		(769)	(6,413)	(1,793)	(7,307)
Income taxes recovered		—	1,078	61	1,386
Financial instruments (paid) received		(136)	(281)	103	1,704
Share-based compensation paid		—	(108)	(14,942)	(10,584)
Cash provided by operating activities		54,445	37,810	106,625	83,309
INVESTING ACTIVITIES
Purchase of property, plant and equipment		(36,077)	(24,495)	(91,316)	(83,647)
Proceeds from sale of property, plant and equipment		503	916	2,180	2,146
Proceeds from disposal of right of use assets		61	557	123	1,630
Additions to intangible asset		(4,364)	(1,559)	(5,287)	(2,899)
Change in non-cash working capital	15	(29)	2,513	(275)	(291)
Cash used in investing activities		(39,906)	(22,068)	(94,575)	(83,061)
FINANCING ACTIVITIES
Borrowings under credit facility		27,499	46,737	137,956	238,130
Repayments of credit facility		(29,087)	(44,430)	(106,322)	(203,108)
Repurchase of common shares		—	(1,043)	(12,744)	(1,043)
Interest paid		(3,393)	(2,778)	(9,642)	(9,134)
Interest paid on lease liabilities		(612)	(501)	(1,720)	(1,365)
Payment of lease liabilities	9	(5,473)	(4,845)	(15,376)	(13,648)
Dividends paid		(4,620)	(4,446)	(13,493)	(13,503)
Cash used in financing activities		(15,686)	(11,306)	(21,341)	(3,671)
Effect of foreign exchange rate changes on cash		(2)	22	(3)	(2)
Change in cash		(1,149)	4,458	(9,294)	(3,425)
Cash, beginning of period		6,472	630	14,617	8,513
Cash, end of period		5,323	5,088	5,323	5,088

See accompanying notes to the unaudited interim condensed consolidated financial statements

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands of U.S. dollars, except per share amounts or as otherwise stated)

1 INCORPORATION AND OPERATIONS

Badger Infrastructure Solutions Ltd. and its subsidiaries (together "Badger" or the "Company") provide non-destructive excavating services to utilities, industrial, construction, transportation and other industries in Canada and the United States ("U.S."). Badger is a publicly traded company listed on the Toronto Stock Exchange (TSX: BDGI). The head office of Badger is located at Suite 3100, 525-8th Avenue SW, Calgary, Alberta T2P 1G1. The registered office of Badger is located at c/o CAS Corporate Governance Services Inc., 600, 815-8th Avenue SW, Calgary, Alberta T2P 3P2.

The unaudited interim condensed consolidated financial statements of the Company for the three and nine months ended September 30, 2025 and September 30, 2024 were authorized for issue in accordance with a resolution of the Board of Directors ("Board") on November 5, 2025.

2 BASIS OF PREPARATION

Statement of compliance

These unaudited interim condensed consolidated financial statements of the Company are prepared in accordance with IFRS® Accounting Standards as issued by the International Accounting Standards Board ("IASB®") and in accordance with Internation Accounting Standard ("IAS") 34 – Interim Financial Reporting and accordingly, do not include all the disclosures included in the Company's annual consolidated financial statements for the year ended December 31, 2024. These unaudited interim condensed consolidated financial statements should be read in conjunction with the annual consolidated financial statements.

Basis of measurement

These unaudited interim condensed consolidated financial statements have been prepared on a historical cost basis except for share-based compensation transactions and financial derivatives measured at fair market value. Historical cost is generally based on the fair value consideration given in exchange for goods and services at the time of the transaction.

Functional and presentation currency

These unaudited interim condensed consolidated financial statements are presented in U.S. dollars. The functional currency of the Canadian operations is in Canadian dollars and the U.S. operations functional currency is in U.S. dollars.

Segment reporting

During the quarter ended March 31, 2025, the Company revised its internal reporting structure to better align with its strategic priorities. Effective January 31, 2025, the Company's Chief Operating Decision Maker ("CODM") changed the way he makes decisions about resource allocation and performance assessment. For internal management reporting, the CODM now reviews financial results based on consolidated results, driving a change in the Company's operating segments. As a result of this change, the Company concluded that it has one reportable segment, being Consolidated Badger, combining the previously reported U.S., Canada and Corporate segments together. As a result of our reporting changes, prior periods have been restated for comparative purposes.

3 MATERIAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS

The preparation of these unaudited interim condensed consolidated financial statements in conformity with IFRS® Accounting Standards requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and contingent liabilities at the date of the unaudited interim condensed consolidated financial statements and reported amounts of revenues, expenses, gains and losses during the reporting period. These judgements, estimates and assumptions are the same as those set out in the annual audited consolidated financial statements for the year ended December 31, 2024.

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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Estimates and judgements are continuously evaluated and are based on management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

4 STANDARDS ADOPTED AND RECENTLY ANNOUNCED ACCOUNTING PRONOUNCEMENTS

Future Accounting Pronouncements

During 2024, the Canadian Accounting Standards Board endorsed IFRS 18, Presentation and Disclosure in Financial Statements, which was issued by the IASB in April 2024. IFRS 18 introduces: i) defined categories for income and expenses and certain defined subtotals in the consolidated statement of comprehensive income, including operating profit, ii) required disclosures of certain management defined performance measures, and iii) aggregation and disaggregation principles for the grouping of information in the consolidated financial statements. IFRS 18 will replace IAS 1, Presentation of Financial Statements, and is effective for annual periods beginning on or after January 1, 2027. The standard requires retrospective application with early adoption permitted. The Company is currently assessing the impact of adopting IFRS 18 on the consolidated financial statements.

5 SEASONALITY OF OPERATIONS

The Company's revenues are typically highest in the second, third and fourth quarters resulting from the seasonal upswing in construction activity, the impact of which typically results in higher activity levels. Construction activity in the majority of Canada and certain regions of the U.S. is typically lower in the first quarter as a result of winter weather conditions. As the Company continues to grow its U.S. customer base, the impact of seasonality may shift over time. The Company's net working capital requirements will typically follow the seasonality of the related sales activity.

6 TRADE AND OTHER RECEIVABLES

	September 30, 2025	December 31, 2024
Trade receivables	199,422	163,875
Holdback receivables	577	807
Allowance for doubtful accounts	(4,055)	(3,617)
Total trade receivables	195,944	161,065
Accrued revenue and other receivables	8,093	5,021
Trade and other receivables	204,037	166,086

Trade receivables include $15.1 million (December 31, 2024 - $23.8 million) of trade accounts receivables being serviced under a receivables purchase agreement. The Company retains substantially all of the risks and rewards relating to the receivables sold, and therefore, continues to recognize the transferred accounts receivables in their entirety. The amounts repayable under the receivables purchase agreement are recorded as accounts payable.

Holdback receivables are amounts customers withhold paying until the completion of the contract. These amounts are agreed in advance and typically have collection terms beyond the Company's general payment terms.

Accrued revenue represents revenue for services which have been completed and for which an invoice has not yet been rendered. All such recorded amounts are considered collectable.

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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Trade receivables are non-interest bearing and are generally on 30-90 day payment terms. The aging analysis of trade receivables, holdback receivables and the allowance for doubtful accounts is as follows:

	September 30, 2025	December 31, 2024
Current to 90 days	183,404	148,244
Over 90 days	12,540	12,821
Total trade receivables	195,944	161,065

Movement in allowance for doubtful accounts is as follows:

	September 30, 2025	December 31, 2024
Opening balance	3,617	2,525
Additions to the allowance	2,319	3,293
Accounts written off	(1,897)	(2,126)
Exchange differences	16	(75)
Closing balance	4,055	3,617

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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7 PROPERTY, PLANT AND EQUIPMENT

Cost	Land, land improvements and buildings	Equipment under construction	Office equipment and other	Trucks and other vehicles	Total
January 1, 2024	38,192	19,806	8,135	622,024	688,157
Additions/transfers (1)	436	2,503	1,049	94,016	98,004
Disposals	—	(10)	(73)	(36,821)	(36,904)
Exchange differences	(1,839)	(145)	(307)	(10,451)	(12,742)
December 31, 2024	36,789	22,154	8,804	668,768	736,515
Additions (1)	1,324	11,735	2,484	75,773	91,316
Disposals	—	—	(134)	(23,722)	(23,856)
Exchange differences	711	490	127	4,347	5,675
September 30, 2025	38,824	34,379	11,281	725,166	809,650

Depreciation

January 1, 2024	12,115	—	4,236	313,785	330,136
Depreciation	1,532	—	611	54,872	57,015
Disposals	—	—	(73)	(32,174)	(32,247)
Exchange differences	(795)	—	(228)	(5,322)	(6,345)
December 31, 2024	12,852	—	4,546	331,161	348,559
Depreciation	1,219	—	588	43,905	45,712
Disposals	—	—	(50)	(22,004)	(22,054)
Exchange differences	320	—	90	2,267	2,677
September 30, 2025	14,391	—	5,174	355,329	374,894

Net book value

December 31, 2024	23,937	22,154	4,258	337,607	387,956
September 30, 2025	24,433	34,379	6,107	369,837	434,756

(1) The net additions of equipment under construction are included in additions.

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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8 RIGHT-OF-USE ASSETS

Badger enters into leases primarily in order to secure office and yard space for the non-destructive excavation units and for light-duty vehicles. Terms of property leases vary including the life of the lease and the existence of extension options.

	Property	Light-duty vehicles	Total
January 1, 2024	22,383	25,426	47,809
Additions	11,109	13,192	24,301
Depreciation	(9,079)	(9,843)	(18,922)
Disposals/modifications	(532)	(2,368)	(2,900)
Impact of foreign exchange	(275)	(304)	(579)
December 31, 2024	23,606	26,103	49,709
Additions	12,572	5,191	17,763
Depreciation	(7,955)	(7,848)	(15,803)
Disposals/modifications	(590)	(820)	(1,410)
Impact of foreign exchange	178	145	323
September 30, 2025	27,811	22,771	50,582

9 LEASE LIABILITY

	September 30, 2025	December 31, 2024
Opening balance	50,251	47,230
Additions	17,963	24,272
Interest expense	1,720	1,917
Lease payments	(17,096)	(20,289)
Disposals/modifications	(1,454)	(2,863)
Exchange differences	246	(16)
Closing balance	51,630	50,251
Current	20,099	18,198
Long-term	31,531	32,053
Total lease liabilities	51,630	50,251

Contractual undiscounted cash flows

	September 30, 2025	December 31, 2024
Less than one year	22,032	21,461
One to five years	33,281	39,027
More than five years	234	17
Total	55,547	60,505

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025 10

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Amount recognized in net earnings

	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Expenses related to short-term leases	376	357	1,270	1,210

10 DEBT

	September 30, 2025	December 31, 2024
Borrowings under credit facility	108,833	71,238
Term Loan	100,000	100,000
Less: unamortized debt issuance costs	(1,112)	(1,212)
Total long-term debt	207,721	170,026
	September 30, 2025	December 31, 2024
Credit Facility capacity	300,000	300,000
Less: borrowings under Credit Facility	(108,833)	(71,238)
Available amount	191,167	228,762

Syndicated revolving credit facility

The Company maintains a $300.0 million committed, syndicated revolving credit facility (the "Credit Facility") for general corporate and liquidity purposes, and to cover any financing requirements related to Badger's capital expenditures. During the quarter ended September 30, 2025, the Credit Facility was extended for an additional year, and now matures on September 29, 2030. Amounts may be drawn under the Credit Facility in either Canadian or U.S. dollars and bear interest at the Canadian Overnight Repo Rate Average Secured Overnight Financing Rate. A standby fee is paid on the unused portion of the Credit Facility on a tiered basis. Standby fees are expensed as incurred. Throughout 2025, and as at September 30, 2025, the Company was in compliance with all of the covenants required to be complied with under the terms of the Credit Facility. The Credit Facility is collateralized by a general security interest over the Company's and certain of its subsidiaries' assets, property and undertaking, present and future. As at September 30, 2025, the Company had $191.2 million (December 31, 2024 - $228.8 million) of undrawn committed borrowing facilities available under the Credit Facility. The Company has the ability to exercise the accordion feature under its Revolving Credit Facility to add an additional $150.0 million in borrowing capacity.

Non-revolving term loan facility

On December 12, 2024, Badger entered into a $100.0 million syndicated, secured, non-revolving term loan facility (the "Term Loan"), the proceeds of which were used to pay down the Credit Facility. During the quarter ended September 30, 2025, the Term Loan was extended for an additional year and now matures on December 11, 2028. The Term Loan is non-amortizing and bears interest at the Secured Overnight Financing Rate. Throughout 2025, and as at September 30, 2025, the Company was in compliance with all of the covenants required to be complied with under the terms of the Term Loan.

Letter of credit facility

The Company has an unsecured demand revolving letter of credit facility with a maximum principal amount of $10.0 million guaranteed by Export Development Canada through its Performance Security Guarantee program (the "PSG Program"). The PSG program covers standby letters of credit or letters of guarantee,

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025 11

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required as part of a collateral package provided to support Badger's U.S. insurance program and certain other performance bonds. The maturity date of the PSG Program is June 30, 2027.

	September 30, 2025	December 31, 2024
PSG Program capacity	10,000	10,000
Less: letters of credit	(6,563)	(5,813)
Available amount	3,437	4,187

Surety bond

Badger has provided a corporate guarantee in the form of a surety bond to its insurer (the "Obligee") so that the Obligee is able to provide insurance coverage to Badger. As of September 30, 2025, the outstanding surety bond guaranteed by Badger was $2.6 million (December 31, 2024 - $2.2 million). Management believes that adequate liquidity exists to meet the projected surety requirements. Badger has not recorded a liability under this guarantee as no material event of default exists under the applicable contract with the Obligee.

11 SHARE-BASED COMPENSATION

	September 30, 2025	December 31, 2024
TSX: BDGI Closing Share Price (CAD)	$61.38	$35.88

A) Deferred Share Unit Plan

The Deferred Share Unit ("DSU" or "deferred unit") Plan was established to promote greater alignment of interests between officers and Shareholders of the Company. The Board participates in the plan whereby they receive up to 100% of their annual retainer in the form of DSUs. Pursuant to the terms of the DSU, participants are granted deferred units with a value equivalent to the value of a Badger share. The deferred units granted earn additional deferred units at the same rate as dividends on Badger common shares. DSUs are paid out in cash upon departure from the Company.

The DSU Plan is accounted for as a cash-settled plan and units vest immediately upon issuance. Compensation expense is based on the estimated fair value of the deferred units outstanding at the end of each quarter using the period closing share price, with a corresponding credit to liabilities.

The liability for DSU's vested and outstanding as at September 30, 2025 is $16.4 million (December 31, 2024 - $9.6 million). Changes in the number of deferred units under the DSU Plan were as follows:

	Units
December 31, 2023	429,111
Granted	48,164
Dividends earned	6,884
Redeemed for cash	(100,400)
Forfeited	—
December 31, 2024	383,759
Granted	63,173
Dividends earned	4,544
Redeemed for cash	(79,269)
Forfeited	—
September 30, 2025	372,207
Vested as at September 30, 2025	372,207

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025 12

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BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025 13

B) Performance Share Unit Plan

The Company also has a Performance Share Unit ("PSU") Plan for officers of the Company. Officers are awarded 50% of their annual long-term incentive compensation in PSUs, and may elect to receive up to 100%, with the remainder, if any, awarded in RSUs. The PSUs represent rights to share value based on the number of PSUs issued and the achievement of certain performance criteria as set out by the Board. Under the terms of the plan, and subject to achievement of the performance criteria, PSUs awarded will vest on December 31st of the second calendar year following issuance and the related expense is recognized over their vesting period. PSUs will be settled in cash upon vesting in accordance with the achieved performance and other vesting criteria.

The PSU Plan is accounted for as a cash-settled plan. Compensation expense is based on the estimated fair value of the PSUs outstanding at the end of each quarter using the closing period share price and recognized over the vesting period, with a corresponding credit to liabilities.

The liability for PSUs outstanding as at September 30, 2025 is $12.6 million (December 31, 2024 - $9.7 million). The fair value of units fully vested at September 30, 2025 is nil (December 31, 2024 - $5.9 million). Changes in the number of PSUs under the PSU plan were as follows:

	Units
December 31, 2023	409,456
Granted	139,061
Dividends earned	8,325
Redeemed	(60,637)
Forfeited	(13,355)
December 31, 2024	482,850
Granted	186,944
Dividends earned	4,685
Redeemed	(269,174)
Forfeited	(13,795)
September 30, 2025	391,510
Vested as at September 30, 2025	—

C) Restricted Share Unit Plan

The company also has a Restricted Shareholder Unit Plan ("RSU"). Pursuant to the terms of the RSU, participants are granted restricted units with a value equivalent to the value of a Badger share. The restricted units granted earn additional restricted units at the same rate as dividends on Badger common shares. The restricted units granted vest equally over a period of three years from the date of the grant. Upon vesting, payment for the vested RSUs will be made by the Company to the participants.

The RSU Plan is accounted for as a cash-settled plan. Compensation expense is based on the estimated fair value of the restricted units outstanding at the end of each quarter using the closing period share price and recognized using graded vesting throughout the term of the vesting period, with a corresponding credit to liabilities.

The liability for RSUs outstanding as at September 30, 2025 is $12.4 million (December 31, 2024 - $7.5 million). The fair value of units fully vested at September 30, 2025 is nil (December 31, 2024 - $3.3 million). Changes in the number of RSUs under the RSU plan were as follows:

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	Units
December 31, 2023	374,888
Granted	204,658
Dividends earned	7,115
Redeemed	(179,869)
Forfeited	(14,526)
December 31, 2024	392,266
Granted	255,660
Dividends earned	5,211
Redeemed	(194,972)
Forfeited	(21,218)
September 30, 2025	436,947
Vested as at September 30, 2025	—

12 SHAREHOLDERS' CAPITAL

Authorized Shares

An unlimited number of voting shares are authorized without nominal or par value.

Issued and Outstanding

Normal course issuer bid

In August 2025, the Toronto Stock Exchange ("TSX") accepted Badger's amended notice of intention to renew its NCIB pursuant to which Badger may purchase and cancel up to 2,910,453 common shares, representing 10% of the Company's public float as at August 14, 2025 and has approved the implementation of an automatic securities purchase plan (the "ASPP"). Pursuant to the ASPP, Badger's broker may facilitate repurchases of common shares during blackout periods within certain parameters prescribed by the TSX, applicable Canadian securities laws, and the terms of the parties' written agreement. During the quarter ended, and subsequent to September 30, 2025, no additional shares were purchased by the Company. During the nine months ended September 30, 2025, the Company purchased and cancelled 492,800 common shares, at a weighted average price per share of CAD $37.78.

	Number of Shares	Shareholders' Capital
As at December 31, 2024	34,233,038	65,840
Common shares repurchased and cancelled through NCIB	(492,800)	(61)
As at September 30, 2025	33,740,238	65,779

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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13 REVENUE

The following table disaggregates the Company's revenue by type of service and type of customer:

	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Non-destructive excavation service – corporate	221,617	193,978	577,566	516,264
Non-destructive excavation service – operating partners (1)	4,737	4,366	11,039	11,264
Total non-destructive excavation service revenue	226,354	198,344	588,605	527,528
Other service – corporate(2)	10,625	10,577	28,477	29,191
Other service – operating partners(2)	360	455	1,096	1,057
Total other revenue	10,985	11,032	29,573	30,248
Total revenue	237,339	209,376	618,178	557,776

(1) Badger's Operating Partners' agreements include a lease components. For the three and nine months ended September 30, 2025, operating partners' non-destructive excavation service revenue includes lease revenue of $2.7 million (September 30, 2024 - $3.0 million) and $7.6 million (September 30, 2024 - $8.6 million), respectively.
(2) Other revenue includes other non-destructive excavation services, truck placement fees and other administrative related revenue.

14 FINANCE COSTS

	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Borrowings under credit facility	3,162	3,599	9,001	9,604
Interest on lease liability	612	501	1,720	1,365
Other	271	441	947	869
Total finance costs	4,045	4,541	11,668	11,838

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025

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15 STATEMENT OF CASH FLOW SUPPLEMENTAL INFORMATION

The following table provides supplemental information on the components of changes in non-cash working capital in operating and investing activities:

	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Cash used in operating activities
Trade and other receivables	(17,478)	(18,556)	(38,475)	(34,997)
Prepaid expenses	654	(3,893)	(7,466)	(2,817)
Inventories	(511)	884	(2,113)	1,112
Trade and other payables	5,979	6,712	18,120	2,611
Change in non-cash working capital	(11,356)	(14,853)	(29,934)	(34,091)
Cash used in investing activities
Trade and other payables(1)	(29)	2,513	(275)	(291)
Change in non-cash working capital	(29)	2,513	(275)	(291)

(1) Non-cash working capital changes from trade and other payables relate to vendors supplying Badger's manufacturing operations and are included in investing activities as these supplies are additions to property, plant and equipment.

16 COMMITMENTS AND CONTINGENCIES

The Company had the following commitments as at September 30, 2025:

	2025	2026	2027	2028	2029	Thereafter	Total
Operating leases(1)	618	2,374	1,780	1,037	743	443	6,995
Service contract(2)	2,968	8,274	814	664	616	—	13,336
Purchase commitments(3)	19,038	27,315	11	11	—	—	46,375
Total	22,624	37,963	2,605	1,712	1,359	443	66,706

(1) Operating leases include variable lease payments for building, office space, and light-duty trucks.
(2) Contract with third party service providers for information technology services.
(3) Purchase commitments include amounts related to manufacturing operations, and other committed capital expenditures. The Company has the option to cancel certain purchase commitments at its sole discretion and without penalty.

BADGER INFRASTRUCTURE SOLUTIONS LTD. Q3 2025