Ovintiv to acquire NuVista for C$18.00/share cash or 0.344 OVV shares; C$130M termination fees

Ovintiv Inc.

NuVista shareholders can elect C$18.00 cash or 0.344 Ovintiv shares per NuVista share, subject to pro-ration.
Maximum cash consideration C$1.568B; maximum shares 29.98M; on pro-rata basis ~C$9.00 cash + 0.172 shares.
Termination fee of C$130M payable by NuVista in certain circumstances; reverse termination fee of C$130M if regulatory approvals not obtained.
Closing conditions include 66 2/3% NuVista shareholder approval, court approval, Competition Act and Investment Canada Act approvals, NYSE/TSX listing.
Outside date May 4, 2026, extendable by 3 months for regulatory approvals; boards unanimously approved.

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