Transaction delivers immediate value, strengthens financial position, supports material shareholder returns and accelerates disciplined growth in Western Canada

Baytex Energy has entered into a definitive purchase and sale agreement to sel its U.S. Eagle Ford assets to an undisclosed buyer for US$2.305 billion (approximately $3.25 billion) in cash.

"This Transaction positions Baytex as a focused, high-return Canadian energy producer," said Eric T. Greager, President and Chief Executive Officer. "Consistent with our disciplined approach to portfolio management, we continualy review our asset base to maximize long-term value. Monetizing our U.S. Eagle Ford assets strengthens our balance sheet, supports capital alocation to our highest-return opportunities and positions us to deliver meaningful shareholder returns."

Transaction Highlights 

• Portfolio Optimization: Refocuses Baytex on the highest-return assets in its portfolio to drive long-term value creation capital efficient heavy oil development and its scalable position in the Pembina Duvernay. 
• Balance Sheet Recapitalization: Results in an industry leading financial position. Initially, Baytex wi l have a net cash position and intends to repay its outstanding credit facilities and 2030 Senior Notes. 
• Accelerated Shareholder Returns: With strengthened financial positioning, Baytex intends to resume purchases under its normal course issuer bid and is committed to returning a significant portion of the proceeds to shareholders folowing closing which may include a substantial issuer bid. Baytex expects to maintain its current dividend of $0.09 per share (annualized). 
• Disciplined Growth: Extensive Canadian inventory of over 2,200 dri ling locations supports a targeted annual production growth rate of 3-5% at US$60-65/bbl WTI with flexibility to further accelerate growth in a more constructive pricing environment.

"This Transaction provides Baytex with the financial strength and flexibility to pursue our strategic priorities," said Mark Bly, Chair of the Board of Directors. "By sharpening our focus on core Canadian assets, we have a solid foundation to drive disciplined growth, capitalize on new opportunities, and deliver long-term value for our shareholders."

The purchase price will be subject to adjustments based on an effective date of September 1, 2025. The Transaction is expected to close in late 2025 or early 2026, subject to customary closing conditions and regulatory approvals, including approval under the Hart-Sco t-Rodino (HSR) Antitrust Improvements Act. The purchase and sale agreement provides for a US$200 milion deposit by the Buyer, which deposit may be forfeited by the Buyer to Baytex in certain circumstances set out in the purchase and sale agreement.

Details of the Eagle Ford Assets

The Eagle Ford assets being divested represent al of Baytex's U.S. business.

As of December 31, 2024, these assets had proved plus probable reserves of 401 milion boe (277 milion boe proved; 124 million boe probable). In Q3/2025 production averaged 82,765 boe/d (52,330 bbl/d of light oil and condensate, 15,582 bbl/d of NGLs, and 89,115 Mcf/d of natural gas).

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