InPlay Oil Corp. Welcomes Delek Group

Executive Summary

• InPlay Oil Corp. announces that Obsidian Energy Ltd. has entered into a definitive agreement to sell all 9,139,784 common shares of InPlay to Delek Group Ltd.
• The transaction is expected to close in the first half of August 2025, subject to customary conditions.
• Upon closing, Delek will appoint two nominees to InPlay’s Board of Directors and hold significant governance rights, including pre-emptive rights for future equity offerings.

Key Details

• Transaction Structure: Obsidian Energy Ltd. is selling its entire stake of 9,139,784 common shares in InPlay Oil Corp. to Delek Group Ltd.
• Closing Timeline: Expected to occur in the first half of August 2025.
• Governance Rights:
  • Delek will appoint two nominees to the Board of Directors immediately following closing.
  • Delek retains the right to maintain two board nominees for as long as it holds 20% or more of issued and outstanding common shares (assuming an 8-member board).
  • Delek has agreed to vote its shares in accordance with Board/management recommendations for the 2026 and 2027 annual general meetings regarding director elections and auditor appointments.
• Investor Rights Agreement:
  • Provides Delek with pre-emptive and participation rights regarding certain equity offerings undertaken by InPlay.
• Registration Rights Agreement:
  • InPlay has entered into a registration rights agreement with Delek, conditional upon closing.
• Strategic Context:
  • Delek holds a 45% working interest in the largest natural gas field in the Mediterranean (estimated 23 TCF recoverable natural gas).
  • Delek holds a 52% equity stake in Ithaca Energy plc, having increased production from 30,000 boe/d to over 120,000 boe/d since initial investment.
  • Delek views Canada as a strong jurisdiction for oil and gas investment, citing InPlay’s operational performance and strategic acquisitions.

Notable Quotes

• Doug Bartole, President and CEO of InPlay Oil Corp.: "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 the Delek Group: "Delek is excited to partner with InPlay as our investment in the Canadian energy sector... InPlay stood out with its dynamic team and deep expertise in the Canadian market. InPlay has built a formidable track record through strong operational performance and strategic, accretive acquisitions."