Ovintiv to acquire NuVista in roughly C$3.8B cash and stock deal

NuVista Energy (NUVSF) announced that it has entered into a definitive arrangement agreement with Ovintiv Inc. (OVV) and Ovintiv Canada ULC pursuant to which Ovintiv Canada has agreed to acquire all of the issued and outstanding common shares of NuVista not already owned by Ovintiv or its affiliates, in a cash and share transaction that values NuVista at approximately C$3.8B, including the assumption of NuVista’s net debt. Under the terms of the Agreement, holders of NuVista Shares other than Ovintiv or its affiliates will have the option to elect to receive for each NuVista Share: (i) Cc$18.00 in cash; (ii) 0.344 Ovintiv common shares; or (iii) a combination of cash and Ovintiv shares, subject to pro-ration based on a maximum amount of cash and a maximum amount of Ovintiv Shares set out in the Agreement. The maximum amount of cash and maximum amount of Ovintiv Shares each represent 50% of the aggregate consideration payable to NuVista Shareholders. The proposed Transaction is to be completed by way of a plan of arrangement under the Business Corporations Act and, subject to satisfaction of conditions typical for a transaction of this nature, is expected to close in the first quarter of 2026.