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Cenovus announces amended agreement with increased price to acquire MEG Energy and provides update on third-quarter operating results

Core Viewpoint - Cenovus Energy Inc. has amended its agreement to acquire MEG Energy Corp, offering shareholders a choice between cash and shares, reflecting a strategic response to shareholder preferences and market conditions [1][2][3][4]. Acquisition Details - The Amended Agreement allows MEG shareholders to choose between receiving $29.50 in cash or 1.240 Cenovus shares, with a maximum cash amount of $3.8 billion and a maximum of 157.7 million Cenovus shares [2]. - The fully pro-rated consideration equates to approximately $14.75 in cash and 0.620 of a Cenovus share per MEG common share [2]. - The total value per MEG share under the Amended Agreement is approximately $29.80, an increase of $1.32 from the original agreement based on Cenovus's closing share price on October 7, 2025 [3]. Shareholder Support and Strategic Adjustments - Cenovus received majority support from MEG shareholders, many of whom preferred a higher share consideration to benefit from the combined company's potential [4]. - The company has amended the existing standstill agreement, allowing it to purchase up to 9.9% of MEG's outstanding shares, intending to vote these shares in favor of the transaction [4]. Meeting Postponement - The special meeting for MEG shareholders to vote on the Amended Agreement has been postponed to October 22, 2025, to provide additional time for consideration [6]. Regulatory Approvals - Cenovus has confirmed that it has received key regulatory approvals from the Canadian Competition Bureau and the United States Federal Trade Commission for the transaction [7]. Financial Performance - In Q3 2025, Cenovus achieved record production levels, with upstream production at approximately 832,000 barrels of oil equivalent per day and downstream crude throughput at approximately 712,000 barrels per day [8]. - The company completed the sale of its 50% interest in WRB Refining LP for approximately $1.8 billion, reducing net debt to approximately $3.5 billion post-sale [9]. Share Repurchase Plans - Following the lower maximum cash consideration in the Amended Agreement, Cenovus plans to increase share repurchases in the upcoming quarters [5][10].