Particular assembly of MEG shareholders to vote on Cenovus transaction postponed to Thursday, October 30, 2025

Cenovus Power Inc. (TSX: CVE) (NYSE: CVE) in the present day introduced that the particular assembly of holders of frequent shares of MEG Power Corp. (“MEG”) associated to Cenovus’s proposed acquisition of MEG has been postponed, pursuant to Cenovus exercising its contractual postponement proper, from October 22, 2025, to October 30, 2025. The deadline for submitting proxies has been prolonged to October 29, 2025, at 9:00 a.m. (Calgary Time).

On the time of the postponement, roughly 63% of the MEG frequent shares represented by proxy or anticipated to be voted in individual on the assembly are FOR the approval of the transaction, or over 75% excluding Strathcona Sources Ltd., which is assumed to have voted towards. The transaction is conditional upon, amongst different issues, the approval by MEG shareholders holding at the least 66⅔% of the MEG shares represented in individual or by proxy on the assembly.

Cenovus want to reiterate that the transaction phrases characterize Cenovus’s finest and ultimate supply, and is the one company transaction at the moment out there to MEG shareholders. Underneath the phrases of the transaction, every MEG shareholder can have the choice to elect to obtain, for every MEG frequent share, (i) $29.50 in money; or (ii) 1.240 Cenovus frequent shares, topic to rounding and pro-ration primarily based on a most quantity of $3.8 billion in money and a most of 157.7 million Cenovus frequent shares. The transaction phrases characterize a compelling 44% premium to MEG’s unaffected 20-day volume-weighted common share worth as of Might 15, 2025, and supply MEG shareholders the flexibleness to elect money or Cenovus shares with the chance to take part within the worth upside and synergy potential of the mixed firms.

Cenovus encourages all MEG shareholders to vote FOR the transaction previous to the revised proxy deadline of October 29, 2025, at 9:00 a.m. (Calgary Time). MEG shareholders are additionally inspired to check with MEG’s information launch issued in the present day for additional data on voting, submitting consideration elections and deadlines with respect to the brand new assembly date.

Advisory

Ahead‐trying Info
This information launch accommodates sure ahead‐trying statements and ahead‐trying data (collectively known as “ahead‐trying data”) throughout the that means of relevant securities laws about Cenovus’s present expectations, estimates and projections about the way forward for Cenovus, together with following the acquisition of MEG, primarily based on sure assumptions made in mild of Cenovus’s experiences and perceptions of historic tendencies. Though Cenovus believes that the expectations represented by such ahead‐trying data are cheap, there might be no assurance that such expectations will show to be right. Ahead‐trying data on this doc is recognized by phrases corresponding to “choice” and “will” or comparable expressions and consists of solutions of future outcomes, together with, however not restricted to, statements about: buying the entire issued and excellent frequent shares of MEG pursuant to a plan of association (the “Acquisition”); the utmost amount of money and Cenovus frequent shares out there for MEG shareholders to elect pursuant to the Acquisition; expectations concerning the totally pro-rated consideration; and the timing of the particular assembly of MEG shareholders; expectations concerning the MEG shares to be voted on the particular assembly of MEG shareholders; and the chance to take part within the worth upside and synergy potential of the mixed firms.

Creating ahead‐trying data includes reliance on a lot of assumptions and consideration of sure dangers and uncertainties, a few of that are particular to Cenovus and MEG and others that apply to the business typically. The components or assumptions on which the ahead‐trying data on this information launch are primarily based embrace, however should not restricted to: data at the moment out there to Cenovus about itself and MEG and the companies wherein they function; one of the best pursuits of MEG shareholders; the accuracy of analyst predictions and calculations; the completion of the Acquisition on anticipated phrases and timing; the satisfaction of customary closing situations and acquiring key regulatory, courtroom and MEG shareholder approvals; present voting expectations of MEG shareholders; common financial, market and enterprise situations; the flexibility and timing to combine Cenovus’s and MEG’s respective enterprise and operations and understand the anticipated strategic, operational and monetary advantages and synergies from the Acquisition; anticipated tax therapy of the transaction; that actions by third events don’t delay or in any other case adversely have an effect on completion of the Acquisition; that any competing bids don’t materially affect the completion of the Acquisition or Cenovus’s or MEG’s enterprise operations, approvals or key stakeholder relationships; potential litigation referring to the Acquisition that may very well be instituted towards Cenovus or MEG; Cenovus’s portfolio and marketing strategy, together with if the Acquisition shouldn’t be accomplished; potential opposed reactions or modifications to enterprise relationships, together with with staff, suppliers, clients, rivals or credit standing businesses, ensuing from the announcement or completion of the Acquisition; that there shall be no materials change to MEG’s operations previous to completion of the Acquisition; no materials modifications to legal guidelines and laws adversely affecting Cenovus’s or MEG’s operations or the Acquisition; the pursuits of MEG shareholders; and the assumptions inherent in Cenovus’s up to date 2025 company steerage out there on cenovus.com .

The chance components and uncertainties that would trigger precise outcomes to vary materially from the ahead‐trying data on this information launch embrace, however should not restricted to: modifications to common financial, market and enterprise situations; not finishing the Acquisition on anticipated phrases and timing, or in any respect, together with the satisfaction of customary closing situations and acquiring key regulatory, courtroom and MEG shareholder approvals; a change within the present voting expectations of MEG shareholders and/or that such expectations don’t show to be correct; a change within the pursuits of MEG shareholders; the accuracy of analyst predictions and calculations; failing to finish the Acquisition on the phrases contemplated by the association settlement between Cenovus and MEG; the affect of any competing bids or from any extra provides for MEG securities which will come up after the date hereof; potential litigation referring to the Acquisition that may very well be instituted towards Cenovus or MEG; the results of not finishing the Acquisition, together with the volatility of the share costs of Cenovus and MEG, destructive reactions from the funding group and the required cost of sure prices associated to the Acquisition; the delay or incapability to combine Cenovus’s and MEG’s respective companies and operations and understand the anticipated strategic, operational and monetary advantages and synergies from the Acquisition; potential undisclosed liabilities in respect of MEG unidentified throughout the due diligence course of; the interpretation of the Acquisition by tax authorities; the main target of administration’s time and a spotlight on the Acquisition and different disruptions arising from the Acquisition; volatility of, and different assumptions concerning, commodity costs; product provide and demand; market competitors, together with from various power sources; the flexibility to keep up relationships with companions and to efficiently handle and function built-in companies; and different dangers recognized below “Threat Administration and Threat Elements” and “Advisory” in Cenovus’s Administration’s Dialogue and Evaluation for the durations ended December 31, 2024 and June 30, 2025 and to the chance components, assumptions and uncertainties described in different paperwork Cenovus information now and again with securities regulatory authorities in Canada (out there on SEDAR+ at sedarplus.ca , on EDGAR at sec.gov and Cenovus’s web site at cenovus.com ). Besides as required by relevant securities legal guidelines, Cenovus disclaims any intention or obligation to publicly replace or revise any ahead‐trying statements, whether or not on account of new data, future occasions or in any other case. Readers are cautioned that the foregoing lists should not exhaustive and are made as on the date hereof. Occasions or circumstances might trigger precise outcomes to vary materially from these estimated or projected and expressed in, or implied by, the ahead‐trying data.

Cenovus Power Inc.

Cenovus Power Inc. is an built-in power firm with oil and pure fuel manufacturing operations in Canada and the Asia Pacific area, and upgrading, refining and advertising operations in Canada and the USA. The corporate is dedicated to maximizing worth by creating its property in a protected, accountable and cost-efficient method, integrating environmental, social and governance issues into its enterprise plans. Cenovus frequent shares and warrants are listed on the Toronto and New York inventory exchanges, and the corporate’s most well-liked shares are listed on the Toronto Inventory Alternate. For extra data, go to cenovus.com .

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