Mr. Adam Waterous reports
STRATHCONA RESPONDS TO MEG DIRECTORS' CIRCULAR, SUPPORTS MEG STRATEGIC ALTERNATIVES PROCESS
Strathcona Resources Ltd. has responded to the June 16, 2025, director circular filed by the board of directors of MEG Energy Corp. in response to the offer by Strathcona to acquire all of the issued and outstanding common shares of MEG not already owned by Strathcona as set out in the offer to purchase and bid circular dated May 30, 2025.
Support for strategic alternatives process
Adam Waterous, executive chairman of Strathcona, said, "Strathcona is delighted that the MEG board has accepted Strathcona's recommendation to initiate a strategic alternatives process for the business and fully supports them contacting other potential acquirers to determine if a superior transaction to Strathcona's offer is available."
As MEG's second-largest shareholder, Strathcona welcomes the MEG board's efforts to market-test the offer against other acquisition proposals and agrees that the MEG board has a duty to fully investigate each proposal for the business, including the offer.
Strathcona looks forward to engaging with the MEG board
As stated in Strathcona's
May 15, 2025, press release, Strathcona remains ready and willing to participate in the MEG strategic alternatives process, and looks forward to engaging constructively and in good faith with the MEG board.
As a starting point for this engagement, earlier today, Strathcona posted a new presentation on its website titled "MEG Directors' Circular: Fact vs. Fiction," which corrects a variety of errors and misleading statements in the director circular, which MEG and Strathcona shareholders are encouraged to review.
Adam Waterous added: "Strathcona looks forward to participating in the strategic alternatives process, which will also provide an opportunity for MEG's board to learn more about Strathcona, something which it has declined to do to date. To give the MEG board a head start in understanding our business, we have corrected a variety of inaccuracies contained in their circular."
Strathcona's offer remains compelling for both MEG and Strathcona shareholders
Strathcona firmly believes its offer provides a true win-win for MEG and Strathcona shareholders, uniting two heavy oil pure plays into a new Canadian oil champion, while delivering significant accretion to MEG and Strathcona shareholders on all key metrics. The pro forma business would be uniquely positioned in the capital markets as the only 100-per-cent-oil company in North America with an investment-grade balance sheet, 50-year reserves life index, and no exposure to mines or refineries.
While Strathcona agrees with MEG's statement in its director circular that other peer companies could also realize significant synergies from such a transaction, Strathcona believes it is the only peer company which would be able to, upon completion of the transaction: (1) obtain an immediate investment-grade credit rating upgrade; (2) immediately join all major Canadian oil and gas stock indexes due its to larger float; and (3) credibly execute on meaningful overhead synergies as evidenced by Strathcona's existing best-in-class overhead costs.
Offer information
Strathcona's offer provides that each holder whose MEG shares are taken up in the offer will be entitled to receive 0.62 of a common share in the capital of Strathcona plus $4.10 per MEG share in cash. The offer will be open for acceptance until 5 p.m. Mountain Time on Monday, Sept. 15, 2025.
More information regarding Strathcona and the offer can be found on Strathcona's website.
Shareholders who have questions or require assistance in depositing MEG shares to the offer should contact the information agent, Laurel Hill Advisory Group, by e-mail at assistance@laurelhill.com or by phone at 1-877-452-7184 (toll-free).
About Strathcona Resources Ltd.
Strathcona is one of North America's fastest-growing oil producers with operations focused on thermal oil and enhanced oil recovery. Strathcona is built on an innovative approach to growth achieved through the consolidation and development of long-life oil and gas assets. The Strathcona shares are listed on the Toronto Stock Exchange.
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