MEG Announces Shareholder Approval for Cenovus Transaction

Executive Summary

• MEG Energy Corp. held a special shareholders’ meeting and received approval for the previously announced plan of arrangement with Cenovus Energy Inc. (the “Cenovus Transaction”).
• The transaction resolution was approved by 86.15% of votes cast overall and 83.35% of the “minority” vote, satisfying the “majority‑of‑the‑minority” requirement under MI 61‑101.
• The Court of King’s Bench of Alberta will hear MEG’s final order application in mid‑November; assuming court approval and satisfaction of customary closing conditions, the Cenovus Transaction is expected to close shortly thereafter.

Key Details

• Voting Results:
• Overall approval: 86.15% of votes cast (including proxies).

• Minority vote (excluding Strathcona Resources Ltd. and related parties): 83.35% approval, meeting the “majority‑of‑the‑minority” threshold required by MI 61‑101.

• Transaction Structure:

• The Cenovus Transaction is a plan of arrangement between MEG Energy Corp., its shareholders, and Cenovus Energy Inc. (TSX: CVE, NYSE: CVE).

• Details of the arrangement (consideration, share exchange ratios, etc.) were disclosed in earlier announcements; this release confirms shareholder consent to proceed.

• Closing Timeline:

• Final Order Application to the Court of King’s Bench of Alberta scheduled for mid‑November 2025.

• Subject to court approval and satisfaction/waiver of customary closing conditions, the transaction is expected to close shortly after the final order.

• Litigation / Opposition:

• A previously filed notice of intention to appear at the Final Order Application by a MEG shareholder has been resolved amicably.

• No additional notices of opposition have been received.

• Forward‑Looking Statements:

• The release contains customary forward‑looking language regarding timing, court approval, and closing conditions; actual results may differ materially.

Notable Quotes

(No direct quotes were provided in the release.)