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FLINT Corp. Interim / Quarterly Report 2025

Nov 5, 2025

46786_rns_2025-11-04_d3b1961d-2c3b-44b7-afaa-e0827e782c94.pdf

Interim / Quarterly Report

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FLINT™

flintcorp.com

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THIRD QUARTER 2025

FINANCIAL STATEMENTS


FLINT
Third Quarter 2025
flintcorp.com

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS OF
FLINT CORP.
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024
(UNAUDITED)

PAGE 1


FLINT

Third Quarter 2025

flintcorp.com

Consolidated Interim Balance Sheets

(In thousands of Canadian dollars)

(Unaudited)

Notes September 30, 2025 December 31, 2024
Assets
Cash 8 $ 62,256 $ 10,957
Accounts receivable 8 110,668 162,158
Inventories 2,850 3,978
Prepaid expenses 4,243 3,536
Total current assets 180,017 180,629
Property, plant and equipment 3 48,189 52,765
Intangible assets 997 1,189
Long-term investments 853 655
Deferred tax asset 6 $ 28,843 $ —
Total assets $ 258,899 $ 235,238
Liabilities and shareholders' equity
Accounts payable and accrued liabilities $ 65,074 $ 64,261
Current portion of lease liabilities 9,756 10,015
Current portion of long-term incentive plan liability 2,882 2,874
Current portion of other secured borrowings 4 539 539
Total current liabilities 78,251 77,689
Long-term incentive plan liability 3,072 3,333
Term loan facility 4 40,370 40,324
Lease liabilities 17,541 22,577
Other secured borrowings 4 10,186 10,586
Senior secured debentures 4 134,593
Total liabilities 149,420 289,102
Common shares 7 738,972 462,057
Preferred shares 7 141,930
Contributed surplus 20,679 20,679
Deficit (650,172) (678,530)
Total shareholders' equity (deficit) 109,479 (53,864)
Total liabilities and shareholders' equity $ 258,899 $ 235,238

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

PAGE 2


FLINT

Third Quarter 2025

flintcorp.com

Consolidated Interim Statements of Income (Loss) and Comprehensive Income (Loss)

(In thousands of Canadian dollars)

(Unaudited)

Notes Three months ended September 30, Nine months ended September 30,
2025 2024 2025 2024
Revenue $ 148,793 $ 211,594 $ 434,976 $ 523,379
Cost of revenue (131,306) (187,837) (384,580) (468,634)
Gross profit 17,487 23,757 50,396 54,745
Selling, general and administrative expenses 5 (7,817) (10,934) (26,594) (31,171)
Long-term incentive plan expense (750) (850) (2,650) (2,225)
Amortization of intangible assets (63) (66) (192) (201)
Depreciation expense 3 (2,584) (2,671) (7,984) (8,003)
Income from long-term investments 54 264 198 408
Interest expense (4,228) (4,718) (13,472) (14,033)
Restructuring expenses (214) (334) (1,082) (1,310)
Gain on sale of property, plant and equipment 339 810 1,051 1,253
Other income (expense) 216 (25) 528 152
Income (loss) before income taxes 2,440 5,233 199 (385)
Income tax recovery - deferred 6 28,159 28,159
Net income (loss) and comprehensive income (loss) $ 30,599 $ 5,233 $ 28,358 $ (385)
Net income (loss) per share (dollars)
Basic and diluted:
Net income (loss) $ 2.53 $ 1.90 $ 4.81 $ (0.14)

The accompanying notes are an integral part of these condensed consolidated interim financial statements.


FLINT

Third Quarter 2025

flintcorp.com

Consolidated Interim Statements of Shareholders' Equity (Deficit)

(In thousands of Canadian dollars, except number of shares)

(Unaudited)

Notes Number of Common Shares Common Shares Preferred Shares Contributed Surplus Deficit Total Shareholders' Equity
December 31, 2024 (1) 2,750,030 $ 462,057 $ 141,930 $ 20,679 $(678,530) $(53,864)
Net income 28,358 28,358
Common Shares issued in exchange for Preferred Shares 2 8,250,093 141,930 (141,930)
Common Shares issued in exchange for Senior Secured Debentures 2 99,001,116 137,227 137,227
Transaction costs, net of income taxes 2 $(2,242) $ — $ — $(2,242)
At September 30, 2025 110,001,239 $ 738,972 $ — $ 20,679 $(650,172) $ 109,479

(1) Common Shares outstanding have been adjusted as a result of the share consolidation.

Notes Number of Common Shares Common Shares Preferred Shares Contributed Surplus Deficit Total Shareholders' Deficit
December 31, 2023 (1) 2,750,030 $ 462,057 $ 141,930 $ 20,679 $(679,802) $(55,136)
Net loss (385) (385)
At September 30, 2024 2,750,030 $ 462,057 $ 141,930 $ 20,679 $(680,187) $(55,521)

(1) Common Shares outstanding have been adjusted as a result of the share consolidation.
The accompanying notes are an integral part of these condensed consolidated interim financial statements.

PAGE 4


FLINT

Third Quarter 2025

flintcorp.com

Consolidated Interim Statements of Cash Flows

(In thousands of Canadian dollars)

(Unaudited)

For the nine months ended September 30, Notes 2025 2024
Operating activities:
Net income (loss) $ 28,358 $ (385)
Adjustments for:
Amortization of intangible assets 192 201
Depreciation expense 3 7,984 8,003
Income from long-term investments (198) (408)
Accretion expense 142 132
Non-cash interest expense 2,496 5,278
Amortization of deferred financing costs 4 145 215
Gain on sale of property, plant and equipment 3 (1,051) (1,253)
Income tax recovery - deferred 6 (28,159)
Other income (expense) 68 (8)
Changes in non-cash working capital 52,373 (14,921)
Cash flow provided by (used in) operating activities 62,350 (3,146)
Investing activities:
Purchase of property, plant and equipment 3 (1,883) (2,485)
Proceeds on disposal of property, plant and equipment 3 1,817 4,571
Dividend proceeds from equity investment 250
Cash flow (used in) provided by investing activities (66) 2,336
Financing activities:
Repayment of other secured borrowings 4 (405) (1,297)
Increase in ABL facility 4 1,097
Refinancing fees 4 (199)
Transaction costs 2 (2,927)
Repayment of lease liabilities (7,653) (7,487)
Cash flow used in financing activities (10,985) (7,886)
Increase (decrease) in cash 51,299 (8,696)
Cash, beginning of the period 10,957 9,696
Cash, end of the period $ 62,256 $ 1,000

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

PAGE 5


FLINT

Third Quarter 2025

flintcorp.com

Notes to Condensed Consolidated Interim Financial Statements

(In thousands of Canadian dollars)

(Unaudited)

Reporting entity

FLINT Corp. ("FLINT" or the "Company") is a corporation formed pursuant to the Business Corporations Act (Alberta). The head office is located at Bow Valley Square 2, Suite 3500, 205 - 5th Avenue S.W., Calgary, Alberta T2P 2V7. FLINT's services include maintenance and turnarounds, facility construction, fabrication, modularization and machining, wear technologies and weld overlays, pipeline installation and integrity, electrical and instrumentation, workforce supply, heavy equipment operators, and environmental services. FLINT is a leading provider of these services to energy and industrial markets, including oil and gas (upstream, midstream and downstream), petrochemical, mining, power, agriculture, forestry, infrastructure and water treatment.

These unaudited condensed consolidated interim financial statements ("interim financial statements") were authorized for issuance in accordance with a resolution of the Board of Directors of FLINT passed on November 4, 2025.

1. Material accounting policies

a. Basis of presentation

These interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board ("IASB"). Accordingly, certain information normally disclosed in annual consolidated financial statements has been omitted or condensed. The interim financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2024. There have been no significant changes in accounting policies compared to those described in the most recent annual consolidated financial statements. Certain amounts in the previous periods presented herein have been reclassified from prior year to conform to the current presentation.

These interim financial statements have been prepared on an historical cost basis and presented in Canadian dollars rounded to the nearest thousand unless otherwise indicated.

b. Seasonality of operations

FLINT's revenues are somewhat seasonal, in that its customers typically schedule shutdown turnaround projects in the spring and fall which increase revenues over and above the standard maintenance and operational support services. This typically results in higher activity levels and revenues for FLINT in the second and third quarters of the year.

c. New standards, interpretations and amendments adopted by the Company

The accounting policies utilized in the preparation of the interim financial statements are consistent with those followed in the preparation of the Company's annual consolidated financial statements for the year ended December 31, 2024, except for the adoption of new standards effective as of January 1, 2025, as described below.

(i) IAS 21 The Effects of Changes in Foreign Exchange Rates has been amended to impact a transaction or an operation in a foreign currency that is not exchangeable into another currency at a measurement date for a specified purpose. Under the amendments, new disclosures, such as the spot exchange rate used, must be provided to help users assess the impact of using an estimated exchange rate on the financial statements.


FLINT

Third Quarter 2025

flintcorp.com

The adoption of these amendments had no impact on the Company's interim financial statements.

d. Standards issued but not yet effective

The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the financial statements are disclosed below. The Company intends to adopt these new and amended standards and interpretations, if applicable, when they become effective.

(i) IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures have been amended to clarify that financial liabilities are derecognized on the settlement date, which is the date the obligation is discharged, canceled, or expired. The amendments also introduce an optional accounting policy that allows entities to derecognized financial liabilities settled through electronic payment systems before the settlement date, provided specific conditions are met.

Further, the amendments to IFRS 9 and IFRS 7 introduce new disclosure requirements for financial assets and liabilities with contractual terms that can change cash flows due to contingent events not directly related to basic lending risks. Once in effect, entities must disclose a qualitative description of the contingent event, quantitative information on possible changes to the entity's contractual cash flows, and the gross carrying amount or amortized cost of affected financial instruments.

These amendments are effective for annual reporting periods beginning on or after January 1, 2026, with earlier application permitted. The amendments are to be applied retrospectively, but entities are not required to restate comparative periods.

The Company is currently assessing the impact of these amendments on its financial statements.

(ii) IFRS 18 Presentation and Disclosures in Financial Statements replacing IAS 1 Presentation of Financial Statements introduces new requirements for presentation within the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss), including specified totals and subtotals. Furthermore, entities are required to classify all income and expenses within the statement of profit or loss into one of five categories: operating, investing, financing, income taxes and discontinued operations.

It also requires disclosure of newly defined management-defined performance measures, subtotals of income and expenses, and includes new requirements for aggregation and disaggregation of financial information based on the identified 'roles' of the primary financial statements ("PFS") and the notes. In addition, narrow-scope amendments have been made to IAS 7 Statement of Cash Flows, which include changing the starting point for determining cash flows from operations under the indirect method, from 'profit or loss' to 'operating profit or loss' and removing the optionality around classification of cash flows from dividends and interest. In addition, there are consequential amendments to several other standards.

IFRS 18, and the amendments to the other standards, is effective for reporting periods beginning on or after January 1, 2027, but earlier application is permitted and must be disclosed. IFRS 18 will apply retrospectively.

The Company is currently assessing the impact of this standard and related amendments on its financial statements.

PAGE 7


FLINT

Third Quarter 2025

flintcorp.com

(iii) IFRS 19 Subsidiaries without Public Accountability: Disclosures has been amended to incorporate reduced disclosure requirements for new or amended IFRS Accounting Standards issued between February 28, 2021 and May 1, 2024, including IFRS 18 Presentation and Disclosure in Financial Statements and other recent amendments such as those related to supplier finance arrangements, Pillar Two model rules, lack of exchangeability, and the classification and measurement of financial instruments.

Further, the amendments refine the scope of reduced disclosure requirements by excluding certain disclosure objectives, removing requirements that constitute guidance rather than mandatory disclosures, and replacing disclosure requirements for management-defined performance measures with a cross-reference to IFRS 18. These changes are intended to ensure consistency between IFRS 19 and the disclosure objectives of the underlying IFRS Accounting Standards, while maintaining the intended simplifications for eligible subsidiaries.

These amendments are effective for annual reporting periods beginning on or after January 1, 2027, with earlier application permitted and required to be disclosed.

The Company is currently assessing the impact of these amendments on its financial statements.

2. Recapitalization

On September 23, 2025, the Company completed a court approved recapitalization transaction (the "Recapitalization Transaction") pursuant to a plan of arrangement under the Business Corporation Act (Alberta). The Recapitalization Transaction was approved by the Company's common shareholders, preferred shareholders and holders of the senior secured notes. The Recapitalization Transaction involved the consolidation of the Company's outstanding Common Shares on a 1 for 40 basis and involved the settlement of all the Company's outstanding senior secured notes and preferred shares in exchange for additional Common Shares. The Recapitalization Transaction significantly reduced the Company's debt obligations and annual interest expense, thereby optimizing the capital structure and enhancing long-term financial flexibility.

a. Overview

Key elements of the Recapitalization Transaction included:

(i) The Company consolidated its outstanding Common Shares on a 1 for 40 basis to streamline its capital structure. Each shareholder received one post-consolidation common share for every 40 pre-consolidation Common Shares.

(ii) All outstanding 8.00% Senior Secured Debentures due October 14, 2027, with an aggregate principal amount of $135,335, together with all accrued interest from and after June 30, 2025, were exchanged for 99,001,116 post-consolidation Common Shares.

(iii) All outstanding Preferred Shares, of which approximately 99% were held by Canso Investment Counsel Ltd., in its capacity as portfolio manager for and on behalf of certain accounts that it manages ("Canso"), were exchanged for 8,250,093 post-consolidation Common Shares.

(iv) All accrued and unpaid dividends on the Preferred Shares, totaling approximately $118,556, were extinguished without consideration.

(v) The post consolidation common shares continue to trade on the Toronto Stock Exchange under the symbol "FLNT" with new CUSIP and ISIN identifiers.

b. Debt-for-equity swap

As part of the Recapitalization Transaction, the Company issued 99,001,116 post-consolidation common shares to extinguish the senior secured notes held by Canso with an aggregate principal amount of approximately $135,335, including accrued interest.

PAGE 8


FLINT

Third Quarter 2025

flintcorp.com

Canso participated in the transaction in its capacity as a shareholder. Accordingly, the transaction was accounted for as a capital restructuring between the Company and its equity holder, with no gain or loss recognized in profit or loss. The carrying amount of the debt was reclassified to equity.

Transaction costs of $2,242, net of income taxes, were incurred in connection with the Recapitalization Transaction and recorded directly in the statement of changes in equity. These costs primarily include legal, advisory, and other professional fees.

c. Preferred share exchange

As part of the Recapitalization Transaction, all outstanding Series 1 and Series 2 Preferred Shares were exchanged, and the preferred shares were converted into approximately 8,250,093 post-consolidation Common Shares. As the preferred shares are treated as equity, the exchange of preferred shares into commons shares was recorded at book value and no gain or loss was recognized in profit or loss.

The Series 1 and Series 2 Preferred Shares had a fixed cumulative preferential cash dividend of 10.0%, payable when the Company had sufficient funds to do so, subject to applicable legal and contractual restrictions. Prior to the Recapitalization Transaction, the Board of Directors had not declared or paid any dividends on the Preferred Shares. Dividends associated with the Preferred Shares were extinguished without consideration. As these dividends were discretionary, non-contractual and had not been recognized in the Company's financial statements prior to the Recapitalization Transaction, the extinguishment of dividend entitlements did not result in any accounting impact. Further detail on the Company's current share structure is provided in Note 7.

d. Earnings-per-share impact

As a result of the Recapitalization Transaction, the Company consolidated its outstanding common shares on a 1 for 40 basis. The consolidation reduced the number of Common Shares outstanding and, accordingly, affected the calculation of basic and diluted earnings per share ("EPS"). Basic and diluted EPS figures for all prior periods have been retrospectively restated.

No dividends were declared or recognized on the Company's Series 1 and Series 2 Preferred Shares prior to the Recapitalization Transaction. Accordingly, no adjustments to earnings attributable to common shareholders were required.

e. Change in major shareholder

Following the Recapitalization Transaction, Canso became the controlling beneficial shareholder, exercising control or direction over approximately 107,680,049 common shares, representing approximately 97.9% of the outstanding post-consolidation common shares. Prior to the Recapitalization Transaction, Canso owned approximately 15.6% of the common shares.

The Company entered into a registration rights agreement with Canso, pursuant to which Canso has been granted certain rights to require the Company to register the resale of its Common Shares for so long as it beneficially controls at least 10% of the Company's outstanding Common Shares.

There were no changes to the Board of Directors or executive management as a direct result of this transaction. The Company continues to operate under its established corporate governance framework.

PAGE 9


FLINT

Third Quarter 2025

flintcorp.com

  1. Property, plant and equipment
Land and buildings Furniture, tools and other assets Right-of-use assets Automotive and heavy equipment Total
Cost
As at December 31, 2024 $ 16,760 $ 24,110 $ 62,198 $ 38,331 $ 141,399
Additions 273 1,610 1,883
Remeasurement 2,291 2,291
Disposals (225) (91) (4,643) (4,959)
Asset class transfer (3,101) 3,101
As at September 30, 2025 $ 16,760 $ 24,158 $ 61,297 $ 38,399 $ 140,614
Accumulated depreciation
As at December 31, 2024 $ 3,207 $ 15,944 $ 37,547 $ 31,936 $ 88,634
Depreciation 345 1,334 5,388 917 $ 7,984
Disposals (223) (39) (3,931) $ (4,193)
Asset class transfer (2,414) 2,414 $ —
As at September 30, 2025 $ 3,552 $ 17,055 $ 40,482 $ 31,336 $ 92,425
Net book value
As at December 31, 2024 $ 13,553 $ 8,166 $ 24,651 $ 6,395 $ 52,765
As at September 30, 2025 $ 13,208 $ 7,103 $ 20,815 $ 7,063 $ 48,189

FLINT

Third Quarter 2025

flintcorp.com

Right-of-use assets consist of the following:

Land and buildings Automotive and heavy equipment Total
Cost
As at December 31, 2024 $ 40,612 $ 21,586 $ 62,198
Disposals (91) (91)
Remeasurement 2,303 (12) 2,291
Asset class transfer (3,101) (3,101)
As at September 30, 2025 $ 42,915 $ 18,382 $ 61,297
Accumulated depreciation
As at December 31, 2024 $ 29,421 $ 8,126 $ 37,547
Asset class transfer (2,414) (2,414)
Depreciation 2,781 2,607 5,388
Disposals (39) (39)
As at September 30, 2025 $ 32,202 $ 8,280 $ 40,482
Net book value
As at December 31, 2024 $ 11,191 $ 13,460 $ 24,651
As at September 30, 2025 $ 10,713 $ 10,102 $ 20,815

Remeasurement

During the third quarter of 2025, the Company amended two lease agreements. One amendment reflected an increase in lease payments, while the other involved an extension of the lease term. As these changes constitute lease modifications under IFRS 16, Leases, the related lease liabilities and right-of-use assets were remeasured accordingly.

Including these modifications, as well as similar amendments made during the first and second quarters of 2025, the total impact was an increase of $2,303 to both the lease liabilities and right-of-use assets as of nine months ended September 30, 2025.

In addition to the lease term extensions, one of the modified leases includes a contractual rent escalation. Fixed monthly payments will increase from $27 to $29 beginning in the fourth quarter of 2025, impacting future lease-related cash flows. No other material changes were made to the terms of the lease agreements.

PAGE 11


FLINT

Third Quarter 2025

flintcorp.com

4. ABL Facility, Term Loan Facility and Other Borrowings

On September 23, 2025, in connection with the Recapitalization Transaction, FLINT extended the maturity dates of (a) the ABL Facility to April 14, 2030 (previously April 14, 2027), (b) the Term Loan Facility to the earlier of (i) the date that is 180 days following the maturity of the ABL Facility and (ii) October 14, 2030 (previously October 14, 2027), and (c) the Senior Secured Debentures were extinguished as part of the Recapitalization Transaction.

a. ABL Facility

FLINT has a $50,000 asset-based revolving credit facility (the "ABL Facility") maturing on April 14, 2030. The amount available under the ABL Facility will vary from time to time based on the borrowing base determined with reference to the accounts receivable of the Company. The ABL Facility borrowing base as at September 30, 2025 was $48,202 (December 31, 2024 - $50,000). The obligations under the ABL Facility are secured by, among other things, a first ranking lien on all of the existing and after acquired accounts receivable of the Company and the other guarantors, being certain of the Company's direct subsidiaries. The interest rate on the ABL Facility is the Lender's prime rate plus 0.75% (December 31, 2024 - Lender's prime rate plus 1.75%).

As at September 30, 2025, nil (December 31, 2024 - nil) was drawn on the ABL Facility, and there were $100 (December 31, 2024 - $400) of letters of credit reducing the amount available to be drawn. As at September 30, 2025, the net amount of deferred financing costs was $206 (December 31, 2024 - $304).

The financial covenants applicable under the ABL Facility are as follows:

  • The Company must maintain a fixed charge coverage ratio equal to or greater than 1.00:1.00 for each twelve month period calculated and tested as of the last day of each fiscal quarter; and
  • For each fiscal year, the Company must not expend or become obligated for (i) any capital expenditures in an aggregate amount exceeding $20,000 and (ii) any non-financed capital expenditures in an aggregate amount exceeding $8,000.

As at September 30, 2025, FLINT was in compliance with all financial covenants under the ABL Facility.

b. Term Loan Facility

FLINT has a term loan facility providing for maximum borrowings of up to $40,500 (the "Term Loan Facility") with Canso. The Term Loan Facility matures on the earlier of (a) the date that is 180 days following the maturity date of the ABL Facility and (b) October 14, 2030.

As at September 30, 2025, $40,500 (December 31, 2024 - $40,500) was outstanding under the Term Loan Facility. The Term Loan Facility is required to be used for specific purposes and cannot be redrawn once repaid. The interest rate on the Term Loan Facility is a fixed rate of 8.0% (December 31, 2024 - fixed rate of 8.0%). The net amount of deferred financing costs was $130 as at September 30, 2025 (December 31, 2024 - $176).

The Term Loan provides for certain events of default and covenants of the Company, including financial and reporting covenants and restrictive covenants limiting the ability of the Company and its subsidiaries to make certain distributions and dispositions, incur indebtedness, grant liens and limitations with respect to acquisitions, mergers, investments, non-arm's length transactions, reorganizations and hedging arrangements (subject to certain exceptions).

While the Term Loan Facility does not contain additional financial covenants, it includes a cross default provision whereby a breach of financial covenants under the ABL Facility would constitute an event of default under the Term Loan Facility.

PAGE 12


FLINT

Third Quarter 2025

flintcorp.com

As at September 30, 2025, FLINT was in compliance with all financial covenants under the Term Loan Facility.

c. Other Secured Borrowings

On June 26, 2019, the Company received a secured loan with the Business Development Bank of Canada ("BDC") as a partial source of funds for the acquisition of certain assets of the production services division of AECOM Production Services Ltd. (the "AECOM PSD Business").

The loan has monthly principal payments of $45, with the final payment to occur on October 2, 2045. The interest rate on the loan is the BDC Floating Base Rate less 1.0%. Interest accrues and is payable monthly. The Company allocated $195 in deferred financing costs to this loan that will be amortized over the life of the loan.

The loan is secured by a first security interest on the real property and equipment acquired through the acquisition of the AECOM PSD Business and a security interest in all other present and future property, subject to the priorities granted to existing lenders under the ABL Facility, the Term Loan Facility, the senior secured debentures and other existing commitments.

The loan agreement with BDC requires the Company to maintain a fixed charge coverage ratio equal to or greater than 1.00:1.00 for each twelve month period calculated and tested as of the last day of each fiscal year.

As at September 30, 2025, FLINT was in compliance with all financial covenants under the loan agreement with BDC.

d. Senior Secured Debentures

Balance as at December 31, 2023 $ 129,171
Accretion 217
Debentures issued to settle interest 5,205
Balance as at December 31, 2024 $ 134,593
Accretion 138
Non-cash interest expense 2,496
Debt extinguishment, as part of the Recapitalization Transaction (137,227)
Balance as at September 30, 2025 $ —

As part of the Recapitalization Transaction completed on September 23, 2025, all outstanding 8.00% Senior Secured Debentures due October 14, 2027, with an aggregate principal amount of $135,335, together with all accrued interest from and after June 30, 2025, were exchanged for 99,001,116 Common Shares. This settlement was completed without cash consideration and included all accrued interest of $2,496 from and after June 30, 2025. Further details regarding the Recapitalization Transaction is provided in Note 2.

Prior to extinguishment, the Senior Secured Debentures bore interest payable at an annual rate of 8.0% payable in arrears on June 30 and December 31 of each year. They were secured by first-ranking liens over substantially all assets of the Company and its guarantor subsidiaries, subject to priority liens in favour of the ABL Facility, Term Loan Facility, and other secured borrowings.

On June 30, 2024, Canso, agreed to accept the issuance of Senior Secured Debentures on June 30, 2024 with a principal amount of $5,205 in order to satisfy the interest that would otherwise have become due and payable on such date.

PAGE 13


FLINT

Third Quarter 2025

flintcorp.com

  1. Selling, general and administrative expenses
Three months ended September 30, Nine months ended September 30,
2025 2024 2025 2024
Salaries and benefits $ 5,952 $ 7,742 $ 18,316 $ 21,609
Occupancy and office costs 1,225 1,342 3,715 3,606
Professional fees (145) 983 2,157 3,310
Travel and advertising 405 479 1,263 1,394
Insurance 380 388 1,143 1,252
Total $ 7,817 $ 10,934 $ 26,594 $ 31,171
  1. Income taxes

The reconciliation of statutory income tax rates to FLINT's effective tax rate is as follows:

Three months ended September 30, Nine months ended September 30,
2025 2024 2025 2024
Income (loss) before income taxes $ 2,440 $ 5,233 $ 199 $ (385)
Tax rate (%) 23.38 23.50 23.38 23.50
Income tax expense (recovery) at statutory rates $ 570 $ 1,230 $ 47 $ (90)
Permanent differences 4 22 94 13
Change in rates on temporary differences 273 35 273 35
Deferred tax asset not recognized (1,287) 42
Deferred tax asset recognized (29,006) (28,573)
Income tax recovery $ (28,159) $ — $ (28,159) $ —

The statutory rate decreased from 23.50% to 23.38% due to the differences in the amount of taxable income attributable to various provinces.

Deferred tax assets have been recognized in respect of the following temporary differences:

September 30, 2025 December 31, 2024
Property, plant and equipment $ (3,840) $ (4,261)
Intangible assets 2,948
Non-capital loss carryforward 22,025 4,261
Long-term incentive plan liability 1,392
Lease liabilities 6,381
Other (63)
Deferred tax asset $ 28,843 $ —

The table above is presented after-tax. Previous years were presented pre-tax.

PAGE 14


FLINT

Third Quarter 2025

flintcorp.com

FLINT has recognized a deferred tax asset in respect of the $94,221 of non-capital losses as at September 30, 2025 (December 31, 2024 - $18,135 were recognized and $90,111 were not recognized). The Company's non-capital losses begin to expire in 2035.

As a result of the Recapitalization Transaction, management believes that it will use its non-capital losses to offset future cash taxes payable. As a result, the Company recorded a deferred tax asset of $28,843 as at September 30, 2025 (December 31, 2024 - nil).

Due to the change of control as part of the Recapitalization Transaction, the Company has nil net capital losses available as at September 30, 2025 (December 31, 2024 - $80,605).

7. Share capital and income (loss) per share

The authorized share capital of the Company consists of: (i) an unlimited number of Common Shares, and (ii) Preferred Shares issuable in series to be limited in number to an amount equal to not more than one half of the issued and outstanding Common Shares at the time of issuance of such Preferred Shares.

As part of the Recapitalization Transaction, all outstanding Series 1 and Series 2 Preferred Shares were exchanged for Common Shares. No Preferred Shares remain outstanding as at September 30, 2025.

Accrued and unpaid dividends on the Preferred Shares totaling approximately $118,556 were extinguished without consideration. These dividends were discretionary, non-cumulative, and had not been previously recognized in the Company's financial statements.

The following table summarizes the number of Common Shares outstanding:

Preferred Shares Common Shares
Series 1 Series 2
Balance as at December 31, 2024 (1) 127,732 40,100 2,750,030
Common Shares issued in exchange for Preferred Shares (127,732) (40,100) 8,250,093
Common Shares issued in exchange for Senior Secured Debentures 99,001,116
Balance as at September 30, 2025 110,001,239

(1) Common Shares outstanding have been adjusted as a result of the share consolidation.

Following the Recapitalization Transaction, the Company has no outstanding convertible Preferred Shares that could result in the issuance of additional Common Shares. As a result, there are no potentially dilutive securities outstanding as at September 30, 2025.

All share and per-share information presented in these consolidated financial statements has been retrospectively adjusted to reflect the post consolidation number of Common Shares. See Note 2 for further details.

8. Financial instruments and risk management

Financial instruments consist of cash, accounts receivable, accounts payable and accrued liabilities, the ABL Facility, the Term Loan Facility, and other secured borrowings.

a. Risk management

FLINT's Board of Directors has overall responsibility for the establishment and oversight of FLINT's risk management framework. FLINT has exposure to credit risk, interest rate risk, customer concentration risk, and liquidity risk.

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(i) Credit risk

The Company has exposure to credit risk, which is the risk of financial loss to FLINT if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from FLINT's accounts receivable. The following table outlines FLINT's maximum exposure to credit risk:

September 30, December 31,
2025 2024
Cash $ 62,256 $ 10,957
Accounts receivable 110,668 162,158
Total $ 172,924 $ 173,115

Cash is held at a Canadian Schedule 1 Bank and is therefore considered low credit risk.

FLINT has a credit policy under which each new customer is analyzed individually for creditworthiness before standard payment terms and conditions are offered. FLINT's exposure to credit risk with its customers is influenced mainly by the individual characteristics of each customer. When available, FLINT reviews credit bureau ratings, bank accounts and financial information for each new customer. FLINT's customers are primarily Canadian companies operating in energy and industrial markets, all of which have strong creditworthiness.

Of the total balance of accounts receivable at September 30, 2025, $77,412 (December 31, 2024 - $111,283) related to trade receivables and $33,256 (December 31, 2024 - $50,875) related to accrued revenue and other (i.e., for work performed but not yet invoiced). $27,493 of the accrued revenue and other as at September 30, 2025, represents an unconditional right to consideration (December 31, 2024 - $43,353).

Trade receivables are non-interest bearing and are generally due on 30-90 day terms. As at September 30, 2025, approximately $4,648 of FLINT's trade receivables had been outstanding longer than 90 days (December 31, 2024 - $9,721). Management has fully evaluated the outstanding receivables as at September 30, 2025 and has determined that the lifetime expected credit losses of the trade receivables is immaterial at this time.

(ii) Interest rate risk

Interest rate risk arises from the possibility of the future cash flows of a financial instrument fluctuating as a result of changes in the market rates of interest. FLINT is subject to interest rate risk on its ABL Facility and other secured borrowings. The required cash flow to service certain credit facilities will fluctuate as a result of changes in market rates.

There were no material changes to interest rate risk for the three and nine months ended September 30, 2025.

(iii) Customer concentration risk

There were no material changes to customer concentration for the three and nine months ended September 30, 2025.

(iv) Liquidity risk

Liquidity risk is the risk that FLINT will not be able to meet its financial obligations as they come due. FLINT's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to its reputation.

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FLINT's strategy is that long-term debt should always form part of its capital structure, assuming an appropriate cost. As existing debt approaches maturity, FLINT will replace it with new debt, convert it into equity or refinance or restructure, depending on the state of the capital markets at the time.

FLINT manages its liquidity risk by continuously monitoring forecast and actual gross profit and cash flows from operations. The Company anticipates that its liquidity (cash on hand and available credit facilities) and cash flows from operations will be sufficient to meet its short-term contractual obligations and maintain compliance with its financial covenants through September 30, 2026.

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FLINT

Third Quarter 2025

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CORPORATE INFORMATION

BOARD OF DIRECTORS

Sean McMaster (1) (2)
Chair of the Board

Barry Card
Director

H. Fraser Clarke (1) (2)
Director

Katrisha Gibson (1) (3)
Director

Karl Johannson (2) (3)
Director

Dean MacDonald (3)
Director

Notes:
(1) Member of the Audit Committee
(2) Member of the Corporate Governance and Compensation Committee
(3) Member of the Health, Safety and Environment Committee

HEAD OFFICE

FLINT Corp.
Bow Valley Square 2
3500, 205 – 5th Avenue S.W.
Calgary, Alberta T2P 2V7
T: 587-318-0997
F: 587-475-2181
www.flintcorp.com

BANKER

TD Canada Trust

LEGAL COUNSEL

Blake, Cassels & Graydon LLP
McCarthy Tetrault LLP

AUDITORS

Ernst & Young LLP

OFFICERS

Barry Card
Chief Executive Officer

Jennifer Stubbs
Chief Financial Officer

Neil Wotton
Chief Operating Officer

Kent Chicilo
Senior Vice President, Legal

James Healey
Vice President, Finance and Corporate Controlling

Deloris Rushton
Vice President, Human Resources and Marketing

Herb Thomas
Vice President, Maintenance and Construction

Angela Thompson
Vice President, Commercial and Environmental Services

Clint Tisnic
Vice President, Operational Finance

TRANSFER AGENT

Computershare Investor Services Inc.

EXCHANGE LISTING

Toronto Stock Exchange
Symbol: FLNT

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FLINT™

CORPORATE OFFICE

  • flintcorp.com
  • [email protected]
  • 587-318-0997

  • Suite 3500

  • Bow Valley Square 2
  • 205 - 5 Avenue SW
  • Calgary, AB T2P 2V7

Helping customers bring their resources to our world. We will be the service company of choice for our stakeholders.

flintcorp.com