InPlay Oil holder Obsidian to sell all shares to Delek

Executive Summary

• Obsidian Energy Ltd. has entered into a definitive agreement to sell all 9,139,784 common shares of InPlay Oil Corp. to Delek Group Ltd.
• The transaction is expected to close in the first half of August 2025, subject to customary conditions.
• In connection with the sale, InPlay has entered into registration rights and investor rights agreements with Delek, including provisions for board representation and voting commitments.

Key Details

• Transaction Structure: Sale of all 9,139,784 common shares in the capital of InPlay Oil Corp. currently held by Obsidian Energy Ltd. to Delek Group Ltd.
• Closing Timeline: Expected to occur in the first half of August 2025.
• Board Representation: InPlay will appoint two nominees of Delek to the board of directors immediately following closing. Delek is entitled to maintain two board nominees for as long as it holds 20% or more of the issued and outstanding common shares and the board is composed of eight members.
• Voting Agreement: Delek has agreed to vote (or abstain) its shares in accordance with the recommendations of InPlay’s board or management regarding the election of directors and appointment of the auditor at the 2026 and 2027 annual general meetings.
• Investor Rights Agreement: Provides Delek with certain pre-emptive and participation rights with respect to certain equity offerings undertaken by InPlay.
• Registration Rights: InPlay has entered into a registration rights agreement with Delek, conditional upon closing.

Notable Quotes

• Doug Bartole, President and CEO of InPlay Oil: "We are thrilled to welcome the Delek Group to our organization as part of their impressive oil and gas portfolio... We look forward to partnering with Delek to continue building InPlay into a long-term, sustainable, growth-oriented Canadian oil and gas producer, with a strong focus on per-share growth and consistent returns to shareholders."
• Ehud (Udi) Erez, Chairman of the Board of Delek Group: "Delek is excited to partner with InPlay as our investment in the Canadian energy sector... We identified Canada as a strong and stable jurisdiction for our oil and gas investment, and InPlay stood out with its dynamic team and deep expertise in the Canadian market."