Tenaz Energy (TNZ) investor relations material

Deal rationale and strategic fit

• Acquisition expands and strengthens the Netherlands cornerstone asset base, increasing exposure to the high-value TTF gas market and providing high-growth, high-return potential with significant facility capacity and low-risk development opportunities.

• Adds non-operated interests in five highly prospective licenses, including producing and development assets in the Dutch North Sea and Germany, enhancing international portfolio diversification.

• Assets include the highest producing well in the Netherlands and substantial exploration upside, supporting multi-year production growth.

• Enhances infrastructure utilization and integrates renewable energy, reducing emissions and supporting low-emission hydrocarbon production.

• Strengthens position as a leading independent producer in the Netherlands, second only to the state company.

Financial terms and conditions

• Purchase price of US$244 million (C$339 million): US$232 million in cash and US$12 million in equity, with shares priced on a 20-day VWAP post-closing.

• Contingent consideration up to US$60 million (C$81 million) based on qualifying discoveries of at least 50 Bcf gross 2P reserves, up to three discoveries by 2035.

• Net debt increases to ~$400M CAD post-transaction, with a net debt/EBITDA ratio of 0.9x.

• Additional CAD 165M in senior secured notes issued at 12% coupon, 8.4% premium, 9.5% yield to maturity; cash funded by on-hand resources and private placement of senior unsecured notes.

• Undrawn $115M CAD revolving credit facility secured, two-year term, initial rate 7.13% if drawn.

Synergies and expected cost savings

• High-margin, low-OpEx production (~€5/BOE), minimal royalties, and low decommissioning costs, with industry-leading operating costs.

• Significant unused infrastructure enables scalable production growth at low incremental cost.

• Integration with existing midstream assets enhances value chain efficiency.

• Consolidated unit operating costs and G&A projected to decrease by approximately 23% in 2026.

• Cash flow profile supported by hedges and high-rate wells, with a payout period of less than three years.