Ovintiv Inc. Announces All-Cash Acquisition of Logan Energy Corp. at C$1.40 Per Share

Overview

On October 26, 2026, Ovintiv Inc. (NYSE: OVV), through its wholly owned subsidiary Ovintiv Canada ULC, entered into a definitive Arrangement Agreement to acquire Canadian exploration and production company Logan Energy Corp. in an all-cash statutory plan of arrangement under the Business Corporations Act (Alberta).

Transaction Structure & Consideration

• Purchase Price: C$1.40 in cash per Logan Common Share.
• Pre-Closing Spin-Out / Reorganization: Prior to the transaction's completion, Logan will execute a corporate reorganization transferring designated assets and its stake in Andora Energy Corporation to Logan Oil Corp. ("Newco"). All common shares and non-transferable warrants of Newco will be distributed to Logan shareholders on a pro rata basis.
• Excluded Assets: Ovintiv will not acquire Newco or any Newco securities as part of the Arrangement.

Conditions to Closing & Approvals

• Shareholder Approval: Logan shareholder approval by at least 66 2/3% of votes cast, plus minority approval under Multilateral Instrument 61-101 if applicable.
• Regulatory & Judicial: Approval by the Court of King’s Bench of Alberta and clearance under the Canadian Competition Act.
• Dissent Rights: Exercise of dissent rights by holders of no more than 5.0% of outstanding Logan common shares.
• Outside Date: February 26, 2027, extendable by up to two one-month periods if Competition Act approval remains pending.

Deal Protections & Termination Provisions

• Termination Fee: Logan is subject to a termination fee of C$44 million payable to Ovintiv Canada under specified circumstances (including acceptance of a superior proposal).
• Expense Reimbursement: Logan must pay an expense reimbursement of C$5 million if the transaction terminates due to failure to complete the Newco Reorganization.
• Deal Protections: Standard covenants including non-solicitation, board fiduciary-out provisions, and right-to-match mechanisms.