October 29, 2026

ZENITH ENERGY LTD.

("Zenith" or the "Company")

Exercise of Warrants & Notice of AGM

Management increases its equity stake

Zenith Energy Ltd. ("Zenith" or the "Company") (LSE: ZEN; OSE: ZENA; XSAT: ZENA
SDR), the listed international energy production and development company, is
pleased to announce that certain investors, including two Executive Directors of
the Company, have exercised warrants to acquire new common shares in the capital
of the Company (the "Warrant Exercise").

The warrant exercise has raised an aggregate total amount of approximately US$
1,886,000 (equivalent to approx. NOK 23,344,000 or GBP 1,886,000), resulting in
the issuance of a total of 80,497,187 new common shares ("Warrant Shares ").

The warrant exercise price, as detailed in the regulatory news announcement 
dated October 28, 2024, is NOK 0.29 per Warrant Share.

The Warrant Shares, and will rank pari-passu in all respects with the existing
common shares of the Company.
The proceeds from the Warrant Shares will be used to progress the Company's
solar power development strategy.
The Warrant Shares are expected to be admitted on or before 10 November 2026
("Admission").
Director Dealing/ PDMR Shareholding

Mr. Andrea Cattaneo, Chief Executive Officer & President of Zenith, has
participated in the Warrant Exercise by subscribing for 7,119,410 New Common
Shares of no-par value in the capital of the Company.

Upon Admission, Mr. Cattaneo will be directly beneficially interested in a total
of 65,347,819 common shares in the capital of the Company, representing 7.60%
percent of the total issued and outstanding common share capital of the Company
admitted to trading on the Euronext Growth Oslo.

Mr. Luca Benedetto, Chief Financial Officer of Zenith, has participated in the
Warrant Exercise by subscribing for 3,122.949 New Common Shares of no-par value
in the capital of the Company.

Upon Admission, Mr. Benedetto will be directly beneficially interested in a
total of 20,439,239 common shares in the capital of the Company, representing
2,38% percent of the total issued and outstanding common share capital of the
Company. 
Total Voting Rights

Following Admission, the Company will have 860,035,333 Common Shares in issue,
each carrying one voting right. The Company does not hold any Common Shares in
treasury. As a result, the total number of voting rights in the Company will be
860,035,333.

This figure may be used by shareholders as the denominator for the calculations
by which they determine whether they are required to notify an interest in, or a
change to an interest in, the Company pursuant to sections 3.10 and 3.11.5(3) of
Part II of the Euronext Growth Oslo Rule Book.

Notice of AGM 

As previously communicated by way of its financial calendar published via
regulatory news, the Company is pleased to confirm that the Annual General and
Special Meeting (the "AGM") of shareholders in the Company will be held at the
offices of McCarthy Tétrault LLP, Suite 4000 - 421 - 7th Avenue SW - Calgary AB
T2P 4K9, Calgary on Wednesday, December 9, 2026, at 12:00 p.m. (MT). 

The AGM will consider the matters set out in the Notice of Meeting, including
receipt of the Company's financial statements and auditors' reports, the
election of directors, the appointment of auditors and the reapproval of the
Company's Stock Option Plan.

The Information Circular, Notice of Meeting and applicable Forms of Proxy are
attached to this announcement and are also available for download on the
Company's website at www.zenithenergy.ca.

Andrea Cattaneo, Chief Executive Officer & President of Zenith, commented:

"I am extremely confident in the progress made by Zenith. The fact that
investors, including Luca and me, have exercised warrants issued in 2024
demonstrates clear conviction in the Company and in the crucial stage we are
entering over the coming months. We are fully confident in Zenith as we pursue
our objectives across several fronts, including our publicly announced
arbitrations against the Republic of Tunisia, our solar energy strategy and our
uranium exploration investments through Reveille Resources. I will look to
increase my shareholding whenever I am able to do so in accordance with
applicable rules."

Further Information:
Zenith Energy Ltd 

Andrea Cattaneo, Chief Executive Officer	 
Tel: +1 (587) 315 1279
E:       info@zenithenergy.ca

 
Notes to Editors:

Zenith Energy Ltd. is a revenue generating, independent energy company with
energy production, exploration and development assets in North Africa, the US
and Europe. The Company is listed on the London Stock Exchange Main Market (LSE:
ZEN), the Euronext Growth of the Oslo Stock Exchange (OSE: ZENA) and on the
Spotlight Stock Market in Sweden (XSAT: ZENA SDR).

Zenith's strategic focus is on pursuing development opportunities through the
development of proven revenue generating energy production assets, as well as
low-risk exploration activities in assets with existing production.
For more information, please visit: www.zenithenergy.ca
Twitter: @zenithenergyltd




Market Abuse Regulation (MAR) Disclosure

The information included in this announcement is defined as inside information
pursuant to MAR article 7 and is publicly disclosed in accordance with MAR
article 17 and section 5 -12 of the Norwegian Securities Trading Act. 
The announcement is made by the contact person.
 
to MAR article 7 and is publicly disclosed in accordance with MAR\
article 17 and section 5 -12 of the Norwegian Securities Trading Act. \
The announcement is made by the contact person.\
 \