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DELEK GROUP ANNOUNCES CLOSING OF SHARE PURCHASE
DELEK GROUP ANNOUNCES CLOSING OF SHARE PURCHASE

Cision Canada

time07-08-2025

  • Business
  • Cision Canada

DELEK GROUP ANNOUNCES CLOSING OF SHARE PURCHASE

TEL AVIV, Israel, Aug. 7, 2025 /CNW/ - Delek Group Ltd. (TASE: DLEKG) (the " Company") is pleased to announce that it has completed the previously announced acquisition of an aggregate of 9,139,784 common shares (the " Common Shares") in the capital of InPlay Oil Corp. (" InPlay"), pursuant to a share purchase agreement (the " Share Purchase Agreement") with Obsidian Energy Ltd. (" Obsidian Energy") dated August 4, 2025, at a price of $10.00 per Common Share for an aggregate purchase price of $91,397,840 CAD, subject to certain adjustments described below (the " Share Purchase"). In connection with the Share Purchase (i) the Company, of 19 Abba Eban Blvd., POB 2054, Herzlia 4612001, Israel, acquired ownership of 9,139,784 Common Shares, and (ii) Obsidian Energy, of Suite 200, 207 – 9th Avenue S.W., Calgary, Alberta, T2P 1K3, disposed of ownership in 9,139,784 Common Shares held. InPlay's address is Suite 2000, 350 – 7th Avenue S.W., Calgary, Alberta, T2P 3N9. Immediately prior closing of the Share Purchase, the Company held, directly or indirectly, no Common Shares (representing 0% of the issued and outstanding Common Shares). Following closing of the Share Purchase, the Company holds an aggregate of 9,139,784 Common Shares (representing approximately 32.7% of the issued and outstanding Common Shares, as of the date hereof), an increase of approximately 32.7%. The Common Shares will be held by the Company for investment purposes. In connection with the completion of the Share Purchase and pursuant to the terms of an investor rights agreement entered into between the Company and InPlay and effective as of August 7, 2025 (the " Investor Rights Agreement"), Ehud Erez and Tamir Polikar shall be appointed to the board of directors of InPlay. The Company currently has no plans or intentions that relate to, or would result in, any of the actions in the items in (a) to (k) of Item 5 of Form 62-103F1 to occur. In accordance with applicable securities laws, the Company and subject to the restrictions set forth in the Investor Rights Agreement may, from time to time and at any time, acquire, directly or indirectly, additional Common Shares and/or other equity, debt or other securities or instruments of InPlay, and reserves the right to dispose of any or all of such securities, in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to such securities, the whole depending on market conditions, the business and prospects of InPlay and other relevant factors. Copies of the Company's early warning report will be filed under its profile on SEDAR+ at The Company's early warning report may also be obtained by contacting the Company at the contact information provided below. The Share Purchase was completed in reliance on the "private agreement exemption" contained in Section 4.2 of National Instrument 62-104 – Take-Over Bids and Issuer Bids (" NI 62-104"), on the basis that (i) the purchase of the Common Shares was not made from more than five persons in the aggregate, (ii) the offer to purchase was not made generally to all holders of Common Shares, and (iii) the value of the consideration paid for the Common Shares by the Company pursuant to the Share Purchase, including any brokerage fees and commissions, was not greater than 115% of the market price of the Common Shares as determined in accordance with NI 62-104. The Company intends to finance the entire consideration through bank financing, secured by an encumbrance on the Common Shares acquired pursuant to the Share Purchase. The Company has obtained the consent of InPlay with respect to such financing. The aggregate purchase price was reduced by $29,563.49, being an amount equal to one-third of certain filing fees incurred by the Company in connection with clearance under the Competition Act (Canada). About Delek Group The Company is an independent E&P and the pioneering visionary behind the development of the East Med. With major finds in the Levant Basin, including Leviathan (21.4 TCF) and Tamar (11.2 TCF no longer owned by the Company) and others, the Company is leading the region's development into a major natural gas export hub. In addition, the Company has invested in the North Sea, with its subsidiary, Ithaca Energy. The Company is one of Israel's largest and most prominent companies with a consistent track record of growth. Its shares are traded on the Tel Aviv Stock Exchange (TASE:DLEKG) and are part of the TA 35 Index. IMPORTANT INFORMATION REGARDING FORWARD-LOOKING STATEMENTS Certain information set out in this News Release constitutes forward-looking information. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "intend", "could", "might", "should", "believe", "scheduled", "to be", "will be" and similar expressions. Forward-looking statements in this News Release include, but are not limited to the Company's future activities and investment decisions. Forward-looking statements in this News Release are based upon the opinions and expectations of management of the Company and, in certain cases, information supplied by third parties as at the effective date of such statements. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions and that information received from third parties is reliable, it can give no assurance that those expectations will prove to have been correct. Forward-looking statements are subject to certain risks and uncertainties (known and unknown) that could cause actual outcomes to differ materially from those anticipated or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, the Company being unable to complete the transactions contemplated by the Share Purchase Agreement; liquidity and results of operations; and general risks such as changes in general economic conditions in Canada, Israel and elsewhere, litigation, legislative, environmental and other judicial, regulatory, political and competitive developments, geopolitical risk, delays or failures to receive approval from the board of directors, shareholder or government entities, operational risks, those additional risks disclosed by the Company in its public filings, and other matters discussed in this News Release. Accordingly, readers should not place undue reliance upon the forward-looking statements contained in this News Release and such forward-looking statements should not be interpreted or regarded as guarantees of future outcomes. The forward-looking statements contained in this News Release are made as of the date hereof and the Company does not undertake any obligation to update or to revise any of the included forward-looking statements, except as required by applicable securities laws in force in Canada. The forward-looking statements contained herein are expressly qualified by this cautionary statement. SOURCE Delek Group Ltd.

DELEK GROUP ANNOUNCES SHARE PURCHASE
DELEK GROUP ANNOUNCES SHARE PURCHASE

Cision Canada

time05-08-2025

  • Business
  • Cision Canada

DELEK GROUP ANNOUNCES SHARE PURCHASE

TEL AVIV, Israel, Aug. 5, 2025 /CNW/ - Delek Group Ltd. (TASE: DLEKG) (the " Company") is pleased to announce that it has entered into a share purchase agreement (the " Share Purchase Agreement") with Obsidian Energy Ltd. (" Obsidian Energy") dated August 4, 2025, pursuant to which it has agreed to purchase an aggregate of 9,139,784 common shares (the " Common Shares") in the capital of InPlay Oil Corp. (" InPlay"), from Obsidian Energy (the " Share Purchase"), at a price of $10.00 per Common Share for an aggregate purchase price of $91,397,840 CAD, subject to certain adjustments described below. In connection with the Share Purchase (i) the Company, of 19 Abba Eban Blvd., POB 2054, Herzlia 4612001, Israel, intends to acquire ownership of 9,139,784 Common Shares, and (ii) Obsidian Energy, of Suite 200, 207 – 9th Avenue S.W., Calgary, Alberta, T2P 1K3, intends to dispose of ownership in 9,139,784 Common Shares held. InPlay's address is Suite 2000, 350 – 7th Avenue S.W., Calgary, Alberta, T2P 3N9. As of the date hereof, the Company does not hold, directly or indirectly, any Common Shares (representing 0% of the issued and outstanding Common Shares, as of the date hereof). Immediately following completion of the Share Purchase, the Company is expected to hold an aggregate of 9,139,784 Common Shares (representing approximately 32.7% of the issued and outstanding Common Shares, as of the date hereof), an increase of approximately 32.7%. The Common Shares will be held by the Company for investment purposes. In connection with the completion of the Share Purchase and pursuant to the terms of an investor rights agreement entered into between the Company and InPlay and effective as of closing of the Share Purchase (the " Investor Rights Agreement"), two nominees of the Company are expected to be appointed to the board of directors of InPlay. The Company currently has no plans or intentions that relate to, or would result in, any of the actions in the items in (a) to (k) of Item 5 of Form 62-103F1 to occur. In accordance with applicable securities laws, the Company and subject to the restrictions set forth in the Investor Rights Agreement may, from time to time and at any time, acquire, directly or indirectly, additional Common Shares and/or other equity, debt or other securities or instruments of InPlay, and reserves the right to dispose of any or all of such securities, in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to such securities, the whole depending on market conditions, the business and prospects of InPlay and other relevant factors. Copies of the Company's early warning report will be filed under its profile on SEDAR+ at The Company's early warning report may also be obtained by contacting the Company at the contact information provided below. The Share Purchase will be completed in reliance on the "private agreement exemption" contained in Section 4.2 of National Instrument 62-104 – Take-Over Bids and Issuer Bids (" NI 62-104"), on the basis that (i) the purchase of the Common Shares has not be made from more than five persons in the aggregate, (ii) the offer to purchase was not made generally to all holders of Common Shares, and (iii) the value of the consideration to be paid for the Common Shares by the Company pursuant to the Share Purchase, including any brokerage fees and commissions, is not greater than 115% of the market price of the Common Shares as determined in accordance with NI 62-104. The Company intends to finance the entire consideration through bank financing, secured by an encumbrance on the Common Shares acquired pursuant to the Share Purchase. The aggregate purchase price for the Share Purchase will be reduced by an amount equal to one-third of certain filing fees incurred by the Company in connection with clearance under the Competition Act (Canada) and, if the Share Purchase closes after August 12, 2025 but before Obsidian Energy becomes entitled to receive InPlay's August dividend, increased by an amount equal to one-half of the aggregate August monthly dividend to be paid on the Common Shares that are the subject of the Share Purchase. If the Share Purchase closes on August 15, 2025 but Obsidian Energy becomes entitled to receive InPlay's August dividend, the aggregate purchase price for the Share Purchase will be decreased by an amount equal to one-half of the aggregate August monthly dividend to be paid on the Common Shares that are the subject of the Share Purchase. Completion of the Share Purchase is subject to customary closing conditions and is currently expected to close on or before August 15, 2025. About Delek Group The Company is an independent E&P and the pioneering visionary behind the development of the East Med. With major finds in the Levant Basin, including Leviathan (21.4 TCF) and Tamar (11.2 TCF no longer owned by the Company) and others, the Company is leading the region's development into a major natural gas export hub. In addition, the Company has invested in the North Sea, with its subsidiary, Ithaca Energy. The Company is one of Israel's largest and most prominent companies with a consistent track record of growth. Its shares are traded on the Tel Aviv Stock Exchange (TASE:DLEKG) and are part of the TA 35 Index. IMPORTANT INFORMATION REGARDING FORWARD-LOOKING STATEMENTS Certain information set out in this News Release constitutes forward-looking information. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "intend", "could", "might", "should", "believe", "scheduled", "to be", "will be" and similar expressions. Forward-looking statements in this News Release include, but are not limited to: the completion of the transactions contemplated by the Share Purchase Agreement, the timing thereof and the Company's future activities investment decisions. Forward-looking statements in this News Release are based upon the opinions and expectations of management of the Company and, in certain cases, information supplied by third parties as at the effective date of such statements. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions and that information received from third parties is reliable, it can give no assurance that those expectations will prove to have been correct. Forward-looking statements are subject to certain risks and uncertainties (known and unknown) that could cause actual outcomes to differ materially from those anticipated or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, the Company being unable to complete the transactions contemplated by the Share Purchase Agreement; liquidity and results of operations; and general risks such as changes in general economic conditions in Canada, Israel and elsewhere, litigation, legislative, environmental and other judicial, regulatory, political and competitive developments, geopolitical risk, delays or failures to receive approval from the board of directors, shareholder or government entities, operational risks, those additional risks disclosed by the Company in its public filings, and other matters discussed in this News Release. Accordingly, readers should not place undue reliance upon the forward-looking statements contained in this News Release and such forward-looking statements should not be interpreted or regarded as guarantees of future outcomes. The forward-looking statements contained in this News Release are made as of the date hereof and the Company does not undertake any obligation to update or to revise any of the included forward-looking statements, except as required by applicable securities laws in force in Canada. The forward-looking statements contained herein are expressly qualified by this cautionary statement.

Obsidian Energy Announces Definitive Agreement to Sell Common Share Position in InPlay Oil Corp.
Obsidian Energy Announces Definitive Agreement to Sell Common Share Position in InPlay Oil Corp.

Associated Press

time04-08-2025

  • Business
  • Associated Press

Obsidian Energy Announces Definitive Agreement to Sell Common Share Position in InPlay Oil Corp.

Calgary, Alberta--(Newsfile Corp. - August 4, 2025) - OBSIDIAN ENERGY LTD. (TSX: OBE) (NYSE American: OBE) ('Obsidian Energy' or the 'Company') announced today that it has entered into a definitive agreement with Delek Group Ltd. (the 'Purchaser') pursuant to which the Purchaser has agreed to acquire the Company's common share position in InPlay Oil Corp. ('InPlay'), consisting of 9,139,784 InPlay common shares ('InPlay Shares') and representing approximately 32.70% of the issued and outstanding InPlay Shares, for $10.00 per InPlay Share for an aggregate purchase price of $91,397,840, subject to certain adjustments described below (the 'Disposition Transaction'). The completion of the Disposition Transaction is expected to occur in the first half of August 2025 and is subject to the satisfaction or waiver of customary conditions to closing. The Company has obtained the required consent respect of the Disposition Transaction from InPlay under the investor rights agreement between the Company and InPlay. Pursuant to the definitive agreement with the Purchaser, the purchase price for the Company's InPlay Shares will be reduced by an amount equal to one-third of certain filing fees incurred by the Purchaser in connection with clearance under the Competition Act (Canada) and, if the Disposition Transaction closes after August 12, 2025 but before Obsidian Energy becomes entitled to receive InPlay's August dividend, increased by an amount equal to one-half of the aggregate August monthly dividend to be paid on the Company's InPlay Shares. 1 Early Warning Disclosure Obsidian Energy currently owns 9,139,784 InPlay Shares (representing approximately 32.70% of the issued and outstanding InPlay Shares), as well as 20,834 restricted awards ('InPlay RAs') granted under InPlay's incentive award plan (representing, together with the InPlay Shares owned by the Company, 32.77% of the issued and outstanding InPlay Shares assuming settlement of the InPlay RAs owned by the Company for InPlay Shares). Immediately following the closing of the Disposition Transaction, Obsidian Energy will not own any InPlay Shares and will continue to hold 20,834 InPlay RAs (representing 0.07% of the issued and outstanding InPlay Shares assuming settlement of such InPlay RAs for InPlay Shares). Pursuant to the terms of InPlay's incentive award plan, the Company's InPlay RAs are expected to be forfeited on the date that is 30 days following the closing of the Disposition Transaction. The price per InPlay Share under the Disposition Transaction is $10.00 subject to adjustment as described above and the purpose of the Disposition Transaction is to monetize the equity consideration received by the Company in connection with the disposition of the Company's Pembina assets in April 2025. As of the date of this press release, other than the Disposition Transaction, Obsidian Energy does not have any plans or future intentions which relate to or would result in any of the matters described in clauses (a) through (k) of Item 5 of Form 62-103F1. The Disposition Transaction will be completed in reliance on the 'private agreement exemption' contained in Section 4.2 of National Instrument 62-104 - Take-Over Bids and Issuer Bids ('NI 62-104"), on the basis that (i) the purchase of the InPlay Shares has not be made from more than five persons in the aggregate, (ii) the offer to purchase was not made generally to all holders of InPlay Shares, and (iii) the value of the consideration to be paid for the InPlay Shares by the Purchaser pursuant to the Purchase Agreement, including any brokerage fees and commissions, is not greater than 115% of the market price of the InPlay Shares as determined in accordance with NI 62-104. An early warning report in respect of the Disposition Transaction will be electronically filed with the applicable securities commission in each jurisdiction where InPlay is a reporting issuer and will be available on InPlay's SEDAR+ profile at For further information or to obtain a copy of the early warning report, please contact our Senior Vice President and Chief Financial Officer, Peter Scott, at (403) 777-2500 or I [email protected]. InPlay's head office is located at Suite 2000, 350 7 Avenue S.W., Calgary, Alberta T2P 3N9. About Obsidian Energy Obsidian Energy is an intermediate-sized oil and gas producer with a well-balanced portfolio of high-quality assets, primarily in the Peace River, Willesden Green and Viking areas in Alberta. The Company's business is to explore for, develop and hold interests in oil and natural gas properties and related production infrastructure in the Western Canada Sedimentary Basin. Obsidian Energy is headquartered in Calgary and listed on the Toronto Stock Exchange and NYSE American (TSX: OBE) (NYSE American: OBE). To learn more, visit Obsidian Energy's website. All figures are in Canadian dollars unless otherwise stated. Note Regarding Forward-Looking Statements Certain statements contained in this document constitute forward-looking statements or information (collectively 'forward-looking statements') within the meaning of applicable Canadian and U.S. securities laws and the 'safe harbour' provisions of applicable securities legislation. Forward-looking statements are typically identified by words such as 'anticipate', 'continue', 'estimate', 'expect', 'forecast', 'budget', 'may', 'will', 'project', 'could', 'plan', 'intend', 'should', 'believe', 'outlook', 'objective', 'aim', 'potential', 'target' and similar words suggesting future events or future performance. In particular, this document contains forward-looking statements pertaining to, without limitation, the following: statements regarding the proposed timing and completion of the Disposition Transaction, the satisfaction of the conditions precedent to the Disposition Transaction, and the Company's holdings of InPlay Shares following completion of the Disposition Transaction. With respect to forward-looking statements contained in this document, the Company has made assumptions regarding, among other things: the duration and impact of tariffs that are currently in effect on goods exported from or imported into Canada, and that other than the tariffs that are currently in effect, neither the U.S. nor Canada (i) increases the rate or scope of such tariffs, reenacts tariffs that are currently suspended, or imposes new tariffs, on the import of goods from one country to the other, including on oil and natural gas, and/or (ii) imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas; that regional and/or global health related events will not have any adverse impact on energy demand and commodity prices in the future; global energy policies going forward, including the continued ability and willingness of members of OPEC and other nations to agree on and adhere to production quotas from time to time; our ability to qualify for (or continue to qualify for) new or existing government programs, and obtain financial assistance therefrom, and the impact of those programs on our financial condition; our ability to execute our plans as described herein and in our other disclosure documents, and the impact that the successful execution of such plans will have on our Company and our stakeholders, including our ability to return capital to shareholders and/or further reduce debt levels; future capital expenditure and decommissioning expenditure levels; expectations and assumptions concerning applicable laws and regulations, including with respect to environmental, safety and tax matters; future operating costs and G&A costs and the impact of inflation thereon; future oil, natural gas liquids and natural gas prices and differentials between light, medium and heavy oil prices and Canadian, WTI and world oil and natural gas prices; future hedging activities; future oil, natural gas liquids and natural gas production levels; future exchange rates, interest rates and inflation rates; future debt levels; our ability to execute our capital programs as planned without significant adverse impacts from various factors beyond our control, including extreme weather events such as wild fires, flooding and drought, infrastructure access (including the potential for blockades or other activism) and delays in obtaining regulatory approvals and third party consents; the ability of the Company's contractual counterparties to perform their contractual obligations; our ability to obtain equipment in a timely manner to carry out development activities and the costs thereof; our ability to market our oil and natural gas successfully to current and new customers; our ability to obtain financing on acceptable terms, including our ability (if necessary) to extend the revolving period and term out period of our credit facility, our ability to maintain the existing borrowing base under our credit facility, our ability (if necessary) to replace our syndicated bank facility and our ability (if necessary) to finance the repayment of our senior unsecured notes on maturity or pursuant to the terms of the underlying agreement; the accuracy of our estimated reserve volumes; and our ability to add production and reserves through our development and exploitation activities. Although the Company believes that the expectations reflected in the forward-looking statements contained in this document, and the assumptions on which such forward-looking statements are made, are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking statements included in this document, as there can be no assurance that the plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the forward-looking statements contained herein will not be correct, which may cause our actual performance and financial results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things: the risk that (i) the tariffs that are currently in effect on goods exported from or imported into Canada continue in effect for an extended period of time, the tariffs that have been threatened are implemented, that tariffs that are currently suspended are reactivated, the rate or scope of tariffs are increased, or new tariffs are imposed, including on oil and natural gas, (ii) the U.S. and/or Canada imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas, and (iii) the tariffs imposed or threatened to be imposed by the U.S. on other countries and retaliatory tariffs imposed or threatened to be imposed by other countries on the U.S., will trigger a broader global trade war which could have a material adverse effect on the Canadian, U.S. and global economies, and by extension the Canadian oil and natural gas industry and the Company, including by decreasing demand for (and the price of) oil and natural gas, disrupting supply chains, increasing costs, causing volatility in global financial markets, and limiting access to financing; the possibility that we change our budgets (including our capital expenditure budgets) in response to internal and external factors, including those described herein; the possibility that the Company will not be able to continue to successfully execute our business plans and strategies in part or in full, and the possibility that some or all of the benefits that the Company anticipates will accrue to our Company and our stakeholders as a result of the successful execution of such plans and strategies do not materialize (such as our inability to return capital to shareholders and/or reduce debt levels to the extent anticipated or at all); the possibility that the Company ceases to qualify for, or does not qualify for, one or more existing or new government assistance programs, that the impact of such programs falls below our expectations, that the benefits under one or more of such programs is decreased, or that one or more of such programs is discontinued; the impact on energy demand and commodity prices of regional and/or global health related events and the responses of governments and the public thereto, including the risk that the amount of energy demand destruction and/or the length of the decreased demand exceeds our expectations; the risk that there is another significant decrease in the valuation of oil and natural gas companies and their securities and in confidence in the oil and natural gas industry generally, whether caused by regional and/or global health related events, the worldwide transition towards less reliance on fossil fuels and/or other factors; the risk that the financial capacity of the Company's contractual counterparties is adversely affected and potentially their ability to perform their contractual obligations; the possibility that the revolving period and/or term out period of our credit facility and the maturity date of our senior unsecured notes is not extended (if necessary), that the borrowing base under our credit facility is reduced, that the Company is unable to renew or refinance our credit facilities on acceptable terms or at all and/or finance the repayment of our senior unsecured notes when they mature on acceptable terms or at all and/or obtain new debt and/or equity financing to replace our credit facilities and/or senior unsecured notes or to fund other activities; the possibility that we are unable to complete one or more repurchase offers pursuant to our senior unsecured notes when otherwise required to do so; the possibility that we are forced to shut-in production, whether due to commodity prices decreasing, extreme weather events such as wild fires, inability to access our properties due to blockades or other activism, or other factors; the risk that OPEC and other nations fail to agree on and/or adhere to production quotas from time to time that are sufficient to balance supply and demand fundamentals for oil; general economic and political conditions in Canada, the U.S. and globally, and in particular, the effect that those conditions have on commodity prices and our access to capital; industry conditions, including fluctuations in the price of oil, natural gas liquids and natural gas, price differentials for oil and natural gas produced in Canada as compared to other markets, and transportation restrictions, including pipeline and railway capacity constraints; fluctuations in foreign exchange, including the impact of the Canadian/U.S. dollar exchange rate on our revenues and expenses; fluctuations in interest rates, including the effects of interest rates on our borrowing costs and on economic activity, and including the risk that elevated interest rates cause or contribute to the onset of a recession; the risk that our costs increase due to inflation, supply chain disruptions, scarcity of labour and/or other factors, adversely affecting our profitability; unanticipated operating events or environmental events that can reduce production or cause production to be shut-in or delayed (including extreme cold during winter months, wild fires, flooding and droughts (which could limit our access to the water we require for our operations)); the risk that wars and other armed conflicts adversely affect world economies and the demand for oil and natural gas, including the ongoing war between Russian and Ukraine and/or hostilities in the Middle East; the possibility that fuel conservation measures, alternative fuel requirements, increasing consumer demand for alternatives to hydrocarbons, government mandates requiring the sale of electric vehicles and/or electrification of the power grid, and technological advances in fuel economy and renewable energy generation systems could permanently reduce the demand for oil and natural gas and/or permanently impair the Company's ability to obtain financing and/or insurance on acceptable terms or at all, and the possibility that some or all of these risks are heightened as a result of the response of governments, financial institutions and consumers to a regional and/or global health related event and/or the influence of public opinion and/or special interest groups. Additional information on these and other factors that could affect Obsidian Energy, or its operations or financial results, are included in the Company's Annual Information Form (see ' Risk Factors' and ' Forward-Looking Statements' therein) which may be accessed through the SEDAR+ website ( ), EDGAR website ( ) or Obsidian Energy's website. Readers are cautioned that this list of risk factors should not be construed as exhaustive. Unless otherwise specified, the forward-looking statements contained in this document speak only as of the date of this document. Except as expressly required by applicable securities laws, we do not undertake any obligation to publicly update or revise any forward-looking statements. The forward-looking statements contained in this document are expressly qualified by this cautionary statement. Obsidian Energy shares are listed on both the Toronto Stock Exchange in Canada and the NYSE American in the United States under the symbol 'OBE'. All figures are in Canadian dollars unless otherwise stated. CONTACT OBSIDIAN ENERGY Suite 200, 207 - 9th Avenue SW, Calgary, Alberta T2P 1K3 Phone: 403-777-2500 Toll Free: 1-866-693-2707 Website: Investor Relations: Toll Free: 1-888-770-2633 E-mail: [email protected] 1 If the Disposition Transaction closes on August 15, 2025 but Obsidian Energy becomes entitled to receive InPlay's August dividend, the aggregate purchase price for the Disposition Transaction will be decreased by an amount equal to one-half of the aggregate August monthly dividend to be paid on the InPlay Shares that are the subject of the Disposition Transaction. To view the source version of this press release, please visit

Obsidian Energy Announces Launch of an Offer to Purchase up to $48.4 Million of Our Outstanding Senior Unsecured Notes
Obsidian Energy Announces Launch of an Offer to Purchase up to $48.4 Million of Our Outstanding Senior Unsecured Notes

Yahoo

time31-07-2025

  • Business
  • Yahoo

Obsidian Energy Announces Launch of an Offer to Purchase up to $48.4 Million of Our Outstanding Senior Unsecured Notes

Calgary, Alberta--(Newsfile Corp. - July 31, 2025) - OBSIDIAN ENERGY LTD. (TSX: OBE) (NYSE American: OBE) ("Obsidian Energy", the "Company", "we", "us" or "our") today announced that we have commenced an offer (the "Offer") to purchase for cash, up to an aggregate amount of $48.4 million (the "Maximum Purchase Consideration") of our outstanding 11.95 percent Senior Unsecured Notes due July 27, 2027, ISINs CA674482AA25 (Restricted), CA674482AB08 (144A) and CA674482AC80 (Regulation D), CUSIP Nos. 674482AA2 (Restricted), 674482AB0 (144A) and 674482AC8 (Regulation D) (the "Notes"), as disclosed in our second quarter 2025 results. As of July 31, 2025, $112.2 million aggregate principal amount of Notes were outstanding. The Offer is being made pursuant to an offer to purchase (the "Offer to Purchase") and a related letter of transmittal, each dated July 31, 2025, and a notice of guaranteed delivery. The Offer will expire at 5:00 p.m., Eastern Daylight Time, on August 12, 2025, unless extended. Tendered Notes may be withdrawn at any time before the expiry of the Offer. Subject to possible proration as described in the Offer to Purchase, holders of Notes that are validly tendered and accepted at or prior to the expiry of the Offer, or who deliver to the tender agent a properly completed and duly executed notice of guaranteed delivery and subsequently deliver such Notes, each in accordance with the instructions described in the Offer to Purchase, will receive total cash consideration of $1,030 per $1,000 principal amount of Notes, plus any accrued and unpaid interest up to, but not including, the settlement date, which is expected to occur on August 15, 2025. The consummation of the Offer and the Company's obligation to accept for purchase, and to pay for, Notes validly tendered (and not validly withdrawn) pursuant to the Offer are subject to the satisfaction of or waiver of certain conditions as set forth in the Offer to Purchase. The Offer is not conditional on any minimum amount of Notes being tendered. Obsidian Energy may amend, extend or terminate the Offer, or increase the Maximum Purchase Consideration, at its sole discretion. If the aggregate purchase price for Notes validly tendered (and not validly withdrawn) pursuant to the Offer would result in an aggregate purchase price in excess of the Maximum Purchase Consideration, the Company intends to accept the Notes for purchase on a pro rata basis such that the aggregate principal amount of Notes accepted for purchase pursuant to the Offer is no greater than the Maximum Purchase Consideration. The Offer is being made pursuant to the terms and conditions contained in the Offer to Purchase, related letter of transmittal and notice of guaranteed delivery. Copies of these documents may be obtained from Computershare Investor Services Inc., the tender agent for the Offer, by telephone at 1-800-564-6253 or email at corporateactions@ This announcement is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. ADDITIONAL READER ADVISORIES FORWARD-LOOKING STATEMENTS This news release contains forward-looking statements or information (collectively "forward-looking statements") within the meaning of applicable Canadian and U.S. securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking statements or information. More particularly and without limitation, this news release contains forward-looking statements and information concerning: the consummation of the Offer described above, the Maximum Purchase Consideration and the terms and timing of the Offer. The forward-looking statements and information are based on certain key expectations and assumptions made by Obsidian Energy. Although Obsidian Energy believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because Obsidian Energy can give no assurance that they will prove to be correct. By its nature, such forward-looking statements and information are subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed. These risks and uncertainties include but are not limited to: risks related to the successful consummation of the Offer; the risk of a downgrade in the Company's credit ratings and the potential impact on the Company's access to capital markets and other sources of liquidity; fluctuations in currency and interest rates; and changes in or interpretation of laws or regulations. Readers are cautioned that the foregoing list of factors is not exhaustive. Readers are cautioned that the assumptions used in the preparation of such forward-looking statements and information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on such forward-looking statements and information. Obsidian Energy gives no assurance that any of the events anticipated will transpire or occur, or, if any of them do, what benefits Obsidian Energy will derive from them. The forward-looking statements and information contained in this news release are expressly qualified by this cautionary statement. Except as required by law, the Company does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein. Readers should also carefully consider the matters discussed that could affect Obsidian Energy, or its operations or financial results in Obsidian Energy's Annual Information Form (see "Risk Factors" and "Forward-Looking Statements" therein) for the year ended December 31, 2024, which is available on the SEDAR+ website ( EDGAR website ( or Obsidian Energy's website. Obsidian Energy shares are listed on both the Toronto Stock Exchange in Canada and the NYSE American exchange in the United States under the symbol "OBE". CONTACT TENDER AGENT Computershare Investor Services 1-800-564-6253Email: corporateactions@ OBSIDIAN ENERGYSuite 200, 207 - 9th Avenue SW, Calgary, Alberta T2P 1K3Phone: 403-777-2500Toll Free: 1-866-693-2707Website: Investor Relations: Toll Free: 1-888-770-2633Email: To view the source version of this press release, please visit Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data

Obsidian Energy Announces Non-Binding Offer for Common Share Position in InPlay Oil Corp.
Obsidian Energy Announces Non-Binding Offer for Common Share Position in InPlay Oil Corp.

Globe and Mail

time16-07-2025

  • Business
  • Globe and Mail

Obsidian Energy Announces Non-Binding Offer for Common Share Position in InPlay Oil Corp.

Calgary, Alberta--(Newsfile Corp. - July 16, 2025) - OBSIDIAN ENERGY LTD. (TSX: OBE) (NYSE American: OBE) (" Obsidian Energy" or the " Company") announced today that a third party has made a non-binding offer to Obsidian Energy to acquire the Company's entire common share position in InPlay Oil Corp. (" InPlay"), consisting of 9,139,784 InPlay common shares (" InPlay Shares") and representing approximately 32.7% of the issued and outstanding InPlay Shares, at a price per InPlay Share in excess of the closing price for such shares on the Toronto Stock Exchange as of July 15, 2025. The Company has entered into negotiations with the third party and InPlay in respect of the potential transaction outlined in the non-binding offer (the " Disposition Transaction") and has agreed to engage exclusively with the third party in respect of the Disposition Transaction until August 1, 2025. As a result, at this time, Obsidian Energy will not launch its previously announced exchange offer to purchase up to approximately $10 million of its common shares from Obsidian Energy shareholders in the provinces and territories of Canada for consideration consisting of InPlay Shares. No definitive agreement regarding the Disposition Transaction has been reached, including with InPlay in respect of the Company's existing restrictions on transfers of its InPlay Shares prior to October 7, 2025 to a third party, and there can be no assurance that the Disposition Transaction will ultimately result from the negotiations. If the Disposition Transaction does proceed, there can be no assurance of what the economic and other terms and conditions of such transaction might be. Obsidian Energy does not intend to issue any further public updates regarding this matter until a definitive agreement has been reached or the exclusivity period has expired unless required by law or stock exchange rules. About Obsidian Energy Obsidian Energy is an intermediate-sized oil and gas producer with a well-balanced portfolio of high-quality assets, primarily in the Peace River, Willesden Green and Viking areas in Alberta. The Company's business is to explore for, develop and hold interests in oil and natural gas properties and related production infrastructure in the Western Canada Sedimentary Basin. Obsidian Energy is headquartered in Calgary and listed on the Toronto Stock Exchange and NYSE American (TSX: OBE) (NYSE American: OBE). To learn more, visit Obsidian Energy's website. All figures are in Canadian dollars unless otherwise stated. Note Regarding Forward-Looking Statements Certain statements contained in this document constitute forward-looking statements or information (collectively " forward-looking statements") within the meaning of applicable Canadian and U.S. securities laws and the "safe harbour" provisions of applicable securities legislation. Forward-looking statements are typically identified by words such as "anticipate", "continue", "estimate", "expect", "forecast", "budget", "may", "will", "project", "could", "plan", "intend", "should", "believe", "outlook", "objective", "aim", "potential", "target" and similar words suggesting future events or future performance. In particular, this document contains forward-looking statements pertaining to, without limitation, the following: statements regarding the status of negotiations regarding the Disposition Transaction, including its terms and conditions, and whether it will be approved and agreed by Obsidian Energy, InPlay and the third party. With respect to forward-looking statements contained in this document, the Company has made assumptions regarding, among other things: the duration and impact of tariffs that are currently in effect on goods exported from or imported into Canada, and that other than the tariffs that are currently in effect, neither the U.S. nor Canada (i) increases the rate or scope of such tariffs, reenacts tariffs that are currently suspended, or imposes new tariffs, on the import of goods from one country to the other, including on oil and natural gas, and/or (ii) imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas; that regional and/or global health related events will not have any adverse impact on energy demand and commodity prices in the future; global energy policies going forward, including the continued ability and willingness of members of OPEC and other nations to agree on and adhere to production quotas from time to time; our ability to qualify for (or continue to qualify for) new or existing government programs, and obtain financial assistance therefrom, and the impact of those programs on our financial condition; our ability to execute our plans as described herein and in our other disclosure documents, and the impact that the successful execution of such plans will have on our Company and our stakeholders, including our ability to return capital to shareholders and/or further reduce debt levels; future capital expenditure and decommissioning expenditure levels; expectations and assumptions concerning applicable laws and regulations, including with respect to environmental, safety and tax matters; future operating costs and G&A costs and the impact of inflation thereon; future oil, natural gas liquids and natural gas prices and differentials between light, medium and heavy oil prices and Canadian, WTI and world oil and natural gas prices; future hedging activities; future oil, natural gas liquids and natural gas production levels; future exchange rates, interest rates and inflation rates; future debt levels; our ability to execute our capital programs as planned without significant adverse impacts from various factors beyond our control, including extreme weather events such as wild fires, flooding and drought, infrastructure access (including the potential for blockades or other activism) and delays in obtaining regulatory approvals and third party consents; the ability of the Company's contractual counterparties to perform their contractual obligations; our ability to obtain equipment in a timely manner to carry out development activities and the costs thereof; our ability to market our oil and natural gas successfully to current and new customers; our ability to obtain financing on acceptable terms, including our ability (if necessary) to extend the revolving period and term out period of our credit facility, our ability to maintain the existing borrowing base under our credit facility, our ability (if necessary) to replace our syndicated bank facility and our ability (if necessary) to finance the repayment of our senior unsecured notes on maturity or pursuant to the terms of the underlying agreement; the accuracy of our estimated reserve volumes; and our ability to add production and reserves through our development and exploitation activities. Although the Company believes that the expectations reflected in the forward-looking statements contained in this document, and the assumptions on which such forward-looking statements are made, are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking statements included in this document, as there can be no assurance that the plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the forward-looking statements contained herein will not be correct, which may cause our actual performance and financial results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things: the risk that (i) the tariffs that are currently in effect on goods exported from or imported into Canada continue in effect for an extended period of time, the tariffs that have been threatened are implemented, that tariffs that are currently suspended are reactivated, the rate or scope of tariffs are increased, or new tariffs are imposed, including on oil and natural gas, (ii) the U.S. and/or Canada imposes any other form of tax, restriction or prohibition on the import or export of products from one country to the other, including on oil and natural gas, and (iii) the tariffs imposed or threatened to be imposed by the U.S. on other countries and retaliatory tariffs imposed or threatened to be imposed by other countries on the U.S., will trigger a broader global trade war which could have a material adverse effect on the Canadian, U.S. and global economies, and by extension the Canadian oil and natural gas industry and the Company, including by decreasing demand for (and the price of) oil and natural gas, disrupting supply chains, increasing costs, causing volatility in global financial markets, and limiting access to financing; the possibility that we change our budgets (including our capital expenditure budgets) in response to internal and external factors, including those described herein; the possibility that the Company will not be able to continue to successfully execute our business plans and strategies in part or in full, and the possibility that some or all of the benefits that the Company anticipates will accrue to our Company and our stakeholders as a result of the successful execution of such plans and strategies do not materialize (such as our inability to return capital to shareholders and/or reduce debt levels to the extent anticipated or at all); the possibility that the Company ceases to qualify for, or does not qualify for, one or more existing or new government assistance programs, that the impact of such programs falls below our expectations, that the benefits under one or more of such programs is decreased, or that one or more of such programs is discontinued; the impact on energy demand and commodity prices of regional and/or global health related events and the responses of governments and the public thereto, including the risk that the amount of energy demand destruction and/or the length of the decreased demand exceeds our expectations; the risk that there is another significant decrease in the valuation of oil and natural gas companies and their securities and in confidence in the oil and natural gas industry generally, whether caused by regional and/or global health related events, the worldwide transition towards less reliance on fossil fuels and/or other factors; the risk that the financial capacity of the Company's contractual counterparties is adversely affected and potentially their ability to perform their contractual obligations; the possibility that the revolving period and/or term out period of our credit facility and the maturity date of our senior unsecured notes is not extended (if necessary), that the borrowing base under our credit facility is reduced, that the Company is unable to renew or refinance our credit facilities on acceptable terms or at all and/or finance the repayment of our senior unsecured notes when they mature on acceptable terms or at all and/or obtain new debt and/or equity financing to replace our credit facilities and/or senior unsecured notes or to fund other activities; the possibility that we are unable to complete one or more repurchase offers pursuant to our senior unsecured notes when otherwise required to do so; the possibility that we are forced to shut-in production, whether due to commodity prices decreasing, extreme weather events such as wild fires, inability to access our properties due to blockades or other activism, or other factors; the risk that OPEC and other nations fail to agree on and/or adhere to production quotas from time to time that are sufficient to balance supply and demand fundamentals for oil; general economic and political conditions in Canada, the U.S. and globally, and in particular, the effect that those conditions have on commodity prices and our access to capital; industry conditions, including fluctuations in the price of oil, natural gas liquids and natural gas, price differentials for oil and natural gas produced in Canada as compared to other markets, and transportation restrictions, including pipeline and railway capacity constraints; fluctuations in foreign exchange, including the impact of the Canadian/U.S. dollar exchange rate on our revenues and expenses; fluctuations in interest rates, including the effects of interest rates on our borrowing costs and on economic activity, and including the risk that elevated interest rates cause or contribute to the onset of a recession; the risk that our costs increase due to inflation, supply chain disruptions, scarcity of labour and/or other factors, adversely affecting our profitability; unanticipated operating events or environmental events that can reduce production or cause production to be shut-in or delayed (including extreme cold during winter months, wild fires, flooding and droughts (which could limit our access to the water we require for our operations)); the risk that wars and other armed conflicts adversely affect world economies and the demand for oil and natural gas, including the ongoing war between Russian and Ukraine and/or hostilities in the Middle East; the possibility that fuel conservation measures, alternative fuel requirements, increasing consumer demand for alternatives to hydrocarbons, government mandates requiring the sale of electric vehicles and/or electrification of the power grid, and technological advances in fuel economy and renewable energy generation systems could permanently reduce the demand for oil and natural gas and/or permanently impair the Company's ability to obtain financing and/or insurance on acceptable terms or at all, and the possibility that some or all of these risks are heightened as a result of the response of governments, financial institutions and consumers to a regional and/or global health related event and/or the influence of public opinion and/or special interest groups. Additional information on these and other factors that could affect Obsidian Energy, or its operations or financial results, are included in the Company's Annual Information Form (see ' Risk Factors' and ' Forward-Looking Statements' therein) which may be accessed through the SEDAR+ website ( EDGAR website ( or Obsidian Energy's website. Readers are cautioned that this list of risk factors should not be construed as exhaustive. Unless otherwise specified, the forward-looking statements contained in this document speak only as of the date of this document. Except as expressly required by applicable securities laws, we do not undertake any obligation to publicly update or revise any forward-looking statements. The forward-looking statements contained in this document are expressly qualified by this cautionary statement. Obsidian Energy shares are listed on both the Toronto Stock Exchange in Canada and the NYSE American in the United States under the symbol "OBE". All figures are in Canadian dollars unless otherwise stated.

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