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8-K/A2026-04-09· grok-4-1-fast-non-reasoning

OVV · Ovintiv Inc.

0001193125-26-149820

SEC filing

Summary

Ovintiv Inc. filed an 8-K/A providing audited 2025 financial statements of acquired NuVista Energy Ltd., consents from KPMG LLP and GLJ Ltd., and unaudited pro forma combined financial information reflecting the February 3, 2026 acquisition.

Key takeaways

Full analysis

This 8-K/A amendment provides critical financial disclosures for Ovintiv's acquisition of NuVista Energy Ltd., completed on February 3, 2026, for approximately $2.8 billion (C$3.8 billion) in cash and shares. The transaction strategically expands Ovintiv's Montney position with 930 net drilling locations and 140,000 net acres of condensate-rich assets near its existing operations, enhancing scale in a key play. Exhibit 99.1 includes NuVista's audited 2025 consolidated financial statements under IFRS, showing total assets of C$3.677 billion (up from C$3.451 billion in 2024), net earnings of C$298.955 million (slightly down from C$305.718 million), and key balance sheet growth in property, plant, and equipment to C$3.117 billion. Operating cash flow was C$578 million, supporting ongoing development. Exhibits 23.1 and 23.2 contain consents from KPMG LLP (audit report dated March 4, 2026) and GLJ Ltd. (reserves report effective December 31, 2025), enabling incorporation into Ovintiv's registration statements. Exhibit 99.2 presents unaudited pro forma combined financials as if the deal closed on December 31, 2025 (balance sheet) and January 1, 2025 (income statement), showing pro forma net earnings of $1.286 billion and diluted EPS of $4.44, reflecting issuance of 30.1 million shares, $1.2 billion cash, debt financing via term loan, and preliminary fair value adjustments. These disclosures support investor assessment of integration impacts, though preliminary purchase accounting may revise. NuVista's post-acquisition amalgamation into Ovintiv Canada ULC underscores the deal's finality.