Obsidian Energy sells its shares in InPlay Oil

Executive Summary

• Obsidian Energy Ltd. has completed the sale of its entire common share position in InPlay Oil Corp. to Delek Group Ltd.
• The transaction involved the sale of 9,139,784 InPlay common shares, representing approximately 32.70% of InPlay's issued and outstanding shares.
• The primary purpose of the sale is to monetize equity consideration received from the earlier disposition of Obsidian's Pembina assets, with proceeds earmarked for repaying existing indebtedness.

Key Details

• Transaction Counterparties: Seller: Obsidian Energy Ltd.; Buyer: Delek Group Ltd.
• Asset Sold: 9,139,784 common shares of InPlay Oil Corp.
• Ownership Percentage Sold: Approximately 32.70% of InPlay's issued and outstanding shares.
• Price Per Share: $10.00 CAD.
• Aggregate Purchase Price: $91,397,840 (subject to adjustments).
• Adjustments: The aggregate purchase price was reduced by $29,563.49, representing one-third of certain filing fees incurred by the purchaser for clearance under the Competition Act (Canada).
• Net Proceeds: Approximately $91,368,276.51 (calculated as $91,397,840 minus the $29,563.49 adjustment).
• Use of Proceeds: Obsidian expects to initially use the proceeds to repay existing indebtedness.
• Remaining Interest: Following closing, Obsidian owns 20,834 restricted awards (RAs) granted under InPlay's incentive award plan, representing 0.07% of InPlay shares (assuming settlement).
• RA Status: The remaining InPlay RAs are expected to be forfeited 30 days following the closing of the disposition transaction.
• Regulatory Basis: The transaction was completed in reliance on the private agreement exemption under Section 4.2 of National Instrument 62-104.
• Context: This sale monetizes equity consideration received by Obsidian in connection with the disposition of its Pembina assets in April 2025.

Notable Quotes

• "The purpose of the disposition transaction was to monetize the equity consideration received by the company in connection with the disposition of the company's Pembina assets in April, 2025, and the company expects to initially use the proceeds of the disposition transaction to repay existing indebtedness."