Ovintiv Inc. Debt Disclosure

At December 31, 2024, Ovintiv had in place committed revolving U.S. dollar denominated bank credit facilities totaling $3.5 billion, which included $2.2 billion on a revolving bank credit facility for Ovintiv Inc. and $1.3 billion on a revolving bank credit facility for a Canadian subsidiary. The facilities are extendible from time to time, but not more than once per year, for a period not longer than five years plus 90 days from the date of the extension request, at the option of the lenders and upon notice from Ovintiv. The facilities were renewed in 2024, mature in December 2029, and are fully revolving up to maturity. In conjunction with the renewal, the Company incurred $9 million in fees which were capitalized within Other Assets in the Consolidated Balance Sheet and will be amortized over the life of the credit facilities.

The Ovintiv Inc. facility, which remained unused as at December 31, 2024, is unsecured and bears interest at either the lenders’ U.S. base rate or SOFR, plus applicable margins. The Canadian subsidiary facility, which remained unused as at December 31, 2024, is unsecured and bears interest at the lenders’ rates for Canadian prime, U.S. base rate, SOFR or CORRA, plus applicable margins.

Ovintiv is subject to a financial covenant in its credit facility agreements whereby financing debt to adjusted capitalization cannot exceed 60 percent. Financing debt primarily includes total long-term debt and finance lease obligations. Adjusted capitalization is calculated as the sum of total financing debt, shareholders’ equity and a $7.7 billion equity adjustment for cumulative historical ceiling test impairments recorded in conjunction with the Company’s January 1, 2012 adoption of U.S. GAAP. As at December 31, 2024, the Company is in compliance with all financial covenants.

On November 14, 2024, the Company announced it had entered into a definitive purchase agreement, valued at approximately $2.377 billion (C$3.325 billion), to acquire certain Montney assets from Paramount Resources Ltd. (“Montney Acquisition”). On December 10, 2024, the Company entered into two term facilities which consist of a $1.5 billion 364‑day Asset Sale Term Facility and a $1.0 billion 2‑year Term Facility, to be available to fund the Montney Acquisition. As at December 31, 2024, the Company had no outstanding borrowings under the term facilities. On January 22, 2025, following the closing of the Company’s previously announced Uinta disposition, the $1.5 billion 364‑day Asset Sale Term Facility was terminated and on January 31, 2025, following the closing of the Montney Acquisition, the $1.0 billion 2‑year Term Facility was terminated (See Note 28).

Standby fees paid in 2024 relating to revolving credit and term loan agreements were approximately $8 million (2023 ‑ $8 million; 2022 - $8 million) and were included in interest expense in the Consolidated Statement of Earnings.

Shelf Prospectus

Ovintiv has a U.S. shelf registration statement under which the Company may issue from time to time, debt securities, common stock, preferred stock, warrants, units, share purchase contracts and share purchase units in the United States. The U.S. shelf registration statement expires in March 2026. The ability to issue securities under the U.S. shelf registration statement is dependent upon market conditions and securities law requirements.

U.S. Unsecured Notes

Unsecured notes include medium-term notes and senior notes that are issued from time to time under trust indentures and have equal priority with respect to the payment of both principal and interest.

On May 31, 2023, Ovintiv completed a public offering of senior unsecured notes of $600 million with a coupon rate of 5.65 percent due May 15, 2025, $700 million with a coupon rate of 5.65 percent due May 15, 2028, $600 million with a coupon rate of 6.25 percent due July 15, 2033, and $400 million with a coupon rate of 7.10 percent due July 15, 2053. The net proceeds of the offering, totaling $2,278 million, were used to fund a portion of the Company’s Permian Acquisition. See Note 9 for further information on the business combination.

On June 10, 2022, Ovintiv redeemed the Company’s $1,000 million, 5.625 percent senior notes due July 1, 2024, using cash on hand and proceeds from short-term borrowings. Ovintiv paid approximately $1,072 million in cash including accrued and unpaid interest of $25 million and a make-whole payment of $47 million, which is included in interest expense as discussed in Note 4.

During the year ended December 31, 2022, the Company repurchased approximately $565 million in principal amount of its senior notes in the open market. The aggregate cash payments related to the note repurchases were $587 million, plus accrued interest, and premiums of approximately $22 million were recognized in interest expense as discussed in Note 4.

Certain of the notes and debentures of the Company were acquired in business combinations and were accounted for at their fair value at the dates of acquisition. The difference between the fair value and the principal amount of the debt is being amortized over the remaining life of the outstanding debt acquired, which has a weighted average remaining life of approximately four years.

Long-term debt premiums and discounts are capitalized within long-term debt and are being amortized using the effective interest method. During 2024, no debt discounts or issuance costs were incurred related to long term-debt. During 2023, $22 million in debt discounts and issuance costs were capitalized related to the U.S. unsecured notes issued in May 2023. Issuance costs are amortized over the term of the related debt.

As at December 31, 2024, the current portion of long-term debt was $600 million (2023 - $284 million).

As at December 31, 2024, total long-term debt had a carrying value of $5,453 million and a fair value of $5,649 million (2023 - carrying value of $5,737 million and a fair value of $5,989 million). The estimated fair value of long-term borrowings is categorized within Level 2 of the fair value hierarchy and has been determined based on market information of long-term debt with similar terms and maturity, or by discounting future payments of interest and principal at interest rates expected to be available to the Company at period end.