NuVista Energy agrees to $3.8 billion acquisition by Ovintiv

NuVista Energy Ltd. announced it has entered into a definitive agreement to be acquired by Ovintiv Inc. (NYSE: OVV) in a transaction valued at approximately $3.8 billion, including assumed net debt.

Under the arrangement, NuVista shareholders will receive $18.00 per share, payable 50% in cash and 50% in Ovintiv shares. The company said this represents a 21% premium to NuVista's 20-day volume-weighted average price as of September 19, 2025, before Ovintiv acquired an 18.5 million share position representing 9.6% of outstanding shares.

NuVista's board of directors unanimously approved the transaction and recommends shareholders vote in favor at a special meeting expected in early first quarter 2026. The deal requires approval from at least two-thirds of votes cast by NuVista shareholders.

"We are very excited about this strategic transaction with Ovintiv and its unique opportunity for synergy realization that will maximize the value of NuVista's top-tier Montney acreage," said Mike Lawford, NuVista's president and CEO.

The transaction is structured as a plan of arrangement under Alberta's Business Corporations Act. NuVista shareholders can elect to receive cash, Ovintiv shares at an exchange ratio of 0.344 shares per NuVista share, or a combination, subject to proration limits ensuring equal cash and share components.

Following completion, NuVista shareholders will own approximately 10.6% of Ovintiv shares. The combined entity will have operations in the Montney formation and Permian Basin.

The deal remains subject to regulatory approvals, including under Canada's Competition Act and Investment Canada Act, along with court and stock exchange approvals. Peters & Co. Limited provided a fairness opinion to NuVista's board stating the purchase price is fair from a financial perspective.

The transaction is expected to close in the first quarter of 2026, according to the company's statement.

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