The Toronto Stock Exchange reports that MEG Energy Corp. will be delisted at the close on Nov. 14, 2025. According to the TSX, Cenovus Energy Inc. has acquired all of the issued and outstanding MEG shares pursuant to a plan of arrangement involving MEG, Cenovus and the holders of the MEG shares, pursuant to Section 193 of the Business Corporations Act (Alberta).

Under the terms of the arrangement, prior to the election deadline on Nov. 5, 2025, at 4:30 p.m. Calgary time, each MEG shareholder could elect to receive: (i) $30 in cash per MEG share; (ii) 1.255 Cenovus common shares per MEG share; or (iii) a combination thereof, in all cases subject to rounding and proration based on a maximum aggregate cash consideration of approximately $3.8-billion and a maximum aggregate share consideration of approximately 159.6 million Cenovus shares, as set out in the arrangement agreement between MEG and Cenovus dated Aug. 21, 2025, as amended by an amending agreement dated Oct. 7, 2025, and as further amended by an amending agreement dated Oct. 26, 2025.

The TSX reports that MEG shareholders who did not make a valid election prior to the election deadline were deemed to have elected to receive: (i) the cash consideration for 50 per cent of the MEG shares held by such MEG shareholder; and (ii) the share consideration for 50 per cent of the MEG shares held by such MEG shareholder. Notwithstanding the election or deemed election of a MEG shareholder for the cash consideration or share consideration, such MEG shareholder may receive a combination of cash consideration and share consideration (or a different combination than what was elected by such MEG shareholder), depending on the elections (including deemed elections) made by all other MEG shareholders.

The TSX notes that no fractional Cenovus shares will be issued under the arrangement. Where the total number of Cenovus shares to be issued to a former MEG shareholder as consideration under the arrangement would result in a fraction of a Cenovus share being issuable, such MEG shareholder will receive the nearest whole number of Cenovus shares, rounded up to the next whole number if the fractional entitlement is equal to or greater than 0.5, and rounded down to the next whole number if the fractional entitlement is less than 0.5, without any additional compensation, and subject to rounding and proration based on the cash maximum and the share maximum. If the total cash amount a MEG shareholder is entitled to receive pursuant to the arrangement would otherwise include a fraction of one cent, then the aggregate cash amount such MEG shareholder shall be entitled to receive shall be rounded to the nearest whole cent.

In connection with the first amending agreement, MEG made available a revised letter of transmittal and election form. Registered MEG shareholders who have not yet done so must complete and return a revised letter of transmittal, together with MEG share certificates and/or DRS advices, as applicable, to Computershare Investor Services Inc. at its principal offices in Toronto, Montreal, Vancouver or Calgary.

For more information, see MEG's management information circular and proxy statement dated Sept. 9, 2025, MEG's news release dated Nov. 12, 2025, and Cenovus's news release dated Nov. 13, 2025.