DENVER, May 16, 2023
/PRNewswire/ - Ovintiv Inc. (NYSE: OVV) (TSX: OVV) (the "Company")
today announced that it has priced an offering (the "Notes
Offering") of $600,000,000 in
aggregate principal amount of 5.650% senior notes due 2025 (the
"2025 Notes"), $700,000,000 in
aggregate principal amount of 5.650% senior notes due 2028 (the
"2028 Notes"), $600,000,000 in
aggregate principal amount of 6.250% senior notes due 2033 (the
"2033 Notes") and $400,000,000 in
aggregate principal amount of 7.100% senior notes due 2053 (the
"2053 Notes", and together with the 2025 Notes, the 2028 Notes and
the 2033 Notes, the "Notes"). The price to the public for the Notes
is 99.994% of the principal amount for the 2025 Notes, 99.973% of
the principal amount for the 2028 Notes, 99.793% of the principal
amount for the 2033 Notes and 99.796% of the principal amount for
the 2053 Notes.
The Company intends to use the net proceeds from the Notes
Offering to finance a portion of the cash consideration for the
pending acquisition of substantially all of the leasehold interest
and related assets of Black Swan Oil & Gas, PetroLegacy Energy
and Piedra Resources, which are portfolio companies of funds
managed by EnCap Investments L.P., in a cash and stock transaction
valued at approximately $4.275
billion (the "Pending Acquisition"). The Notes Offering is
expected to close on May 31, 2023,
subject to customary closing conditions.
The closing of the Notes Offering is not contingent on the
closing of the Pending Acquisition. The Notes will be sold in a
registered offering pursuant to an effective shelf registration
statement on Form S-3ASR, as amended, that was previously filed
with the U.S. Securities and Exchange Commission (the "SEC"), a
prospectus supplement and related base prospectus for the Notes
Offering. The Notes are not being offered in Canada or to any resident of Canada except in transactions exempt from the
prospectus requirements of applicable Canadian securities
laws.
Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, J.P.
Morgan Securities LLC, RBC Capital Markets, LLC, TD Securities
(USA) LLC, Citigroup Global
Markets Inc., CIBC World Markets Corp., BMO Capital Markets Corp.,
Scotia Capital (USA) Inc.,
National Bank of Canada Financial Inc., BofA Securities, Inc.,
Barclays Capital Inc., Credit Suisse Securities (USA) LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc.,
Wells Fargo Securities, LLC, PNC Capital Markets LLC, Truist
Securities, Inc. and SMBC Nikko Securities America, Inc. have
served as joint book-running managers for the Notes Offering.
Desjardins Securities Inc. has served as co-manager for the Notes
Offering. When available, copies of the prospectus supplement and
related base prospectus for the Notes Offering may be obtained from
Goldman Sachs & Co. LLC Prospectus Department at
1-866-471-2526, Morgan Stanley at 1-866-718-1649, J.P. Morgan
Securities LLC, Prospectus Department at 1-866-803-9204, RBC
Capital Markets, LLC at 1-866-375-6829, and TD Securities
(USA) LLC at 1-855-495-9846.
Electronic copies of the prospectus supplement and related base
prospectus for the Notes Offering will also be available on the
website of the SEC at www.sec.gov.
This press release is neither an offer to sell nor a
solicitation of an offer to buy any of these securities and shall
not constitute an offer, solicitation or sale in any jurisdiction
in which such offer, solicitation or sale is unlawful. The Notes
Offering may only be made by means of a prospectus supplement and
related base prospectus.
ADVISORY REGARDING FORWARD-LOOKING STATEMENTS - This news
release contains forward-looking statements or information
(collectively, "forward-looking statements") within the meaning of
applicable securities legislation, including Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, except
for statements of historical fact, that relate to the anticipated
future activities, plans, strategies, objectives or expectations of
the Company are forward-looking statements. Readers are cautioned
against unduly relying on forward-looking statements, which are
based on current expectations and, by their nature, involve
numerous assumptions that are subject to both known and unknown
risks and uncertainties (many of which are beyond our control) that
may cause such statements not to occur, or actual results to differ
materially and/or adversely from those expressed or implied. These
assumptions include, without limitation: the Company's ability to
consummate any pending transactions (including the Pending
Acquisition); other risks and uncertainties related to the closing
of pending transactions (including the Pending Acquisition); the
ability of the Company to access credit facilities and capital
markets; expectations and projections made in light of, and
generally consistent with, the Company's historical experience and
its perception of historical industry trends. Risks and
uncertainties that may affect the Company's financial or operating
performance include those described in "Risk Factors" and
"Management's Discussion and Analysis of Financial Condition and
Results of Operations" sections of the Company's most recent Annual
Report on Form 10-K and the Company's Quarterly Report on Form
10-Q; and other risks and uncertainties impacting the Company's
business as described from time to time in the Company's filings
with the SEC or Canadian securities regulators. Readers are
cautioned that the assumptions, risks and uncertainties referenced
above are not exhaustive. Although the Company believes the
expectations represented by its forward-looking statements are
reasonable based on the information available to it as of the date
such statements are made, forward-looking statements are only
predictions and statements of our current beliefs and there can be
no assurance that such expectations will prove to be correct.
Unless otherwise stated herein, all statements, including forward
looking statements, contained in this news release are made as of
the date of this news release and, except as required by law, the
Company undertakes no obligation to update publicly, revise or keep
current any such statements The forward-looking statements
contained in this news release and all subsequent forward-looking
statements attributable to the Company, whether written or oral,
are expressly qualified by these cautionary statements.
Further information on Ovintiv Inc. is available at
www.ovintiv.com, or by contacting:
Investor contact: (888)
525-0304
investor.relations@ovintiv.com
Media contact: (403) 645-2252
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SOURCE Ovintiv Inc.
