DENVER, Nov. 20,
2023 /PRNewswire/ - Ovintiv Inc. (NYSE: OVV), (TSX:
OVV) (the "Company" or "Ovintiv") today announced that NMB Stock
Trust, a Delaware statutory trust
(the "Selling Stockholder"), intends to offer for sale 8,400,000
shares of the Company's common stock, par value US$0.01 per share, pursuant to the Company's
shelf registration statement previously filed with the Securities
and Exchange Commission (the "Offering"). Ovintiv issued the shares
to the Selling Stockholder on June 12,
2023 as part of the consideration for the Company's
acquisition of certain upstream oil and gas assets located in the
Permian Basin from portfolio companies of funds managed by EnCap
Investments L.P.
The Offering consists entirely of secondary shares to be sold by
the Selling Stockholder. The Selling Stockholder will receive all
of the net proceeds from the Offering. Ovintiv is not offering any
shares of common stock in the Offering and will not receive any
proceeds from the sale of shares in the Offering. The Offering is
subject to market and other conditions, and there can be no
assurance as to whether or when the Offering may be completed.
In addition, the Company announced that the Company intends to
repurchase from the underwriter, out of the 8,400,000 shares of
common stock that are subject to the Offering, US$53.0 million of the Company's common stock at
a price per share equal to the price at which the underwriter will
purchase the shares from the Selling Stockholder in the Offering.
The Offering is not conditioned upon the closing of the repurchase,
but the repurchase is conditioned upon the closing of the
Offering.
Goldman Sachs & Co. LLC will act as the underwriter for this
Offering. The shares will be sold in a registered offering pursuant
to an effective automatic shelf registration statement on Form S-3
that was previously filed with the U.S. Securities and Exchange
Commission (the "SEC"), a prospectus and a related prospectus
supplement. Before you invest, you should read the prospectus in
that registration statement and other documents the Company has
filed with the SEC for more complete information about the Company
and this Offering. A copy of the prospectus relating to the
securities can be obtained from Goldman Sachs & Co. LLC,
Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526,
facsimile: 212- 902-9316 or by emailing
Prospectus-ny@ny.email.gs.com.These documents may also be accessed
by visiting the SEC's website at www.sec.gov.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any securities, nor will there be
any sale of any securities in any state or jurisdiction in which
such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
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. 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 by
contacting:
Investor contact: (888)
525-0304
investor.relations@ovintiv.com
Media contact: (403) 645-2252
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SOURCE Ovintiv Inc.