Baytex Closes U.S. Eagle Ford Sale

Rhea-AI Summary

Baytex (TSX: BTE, NYSE: BTE) closed the sale of its U.S. Eagle Ford assets for US$2.14 billion (about C$2.96 billion) after closing adjustments on December 19, 2025.

The transaction moves Baytex into a net cash position. The company intends to use part of the proceeds to repay outstanding credit facilities and redeem 8.500% Senior Notes due 2030, and has commenced a cash tender offer for US$575 million of 7.375% Senior Notes due 2032.

Baytex said it remains committed to returning a significant portion of net proceeds (after debt repayment) to shareholders and intends to resume purchases under its normal course issuer bid. The company expects to release its 2026 guidance on December 22, 2025.

Positive

• Asset sale proceeds of US$2.14 billion
• Company moved to a net cash position
• Planned repayment of credit facilities and 2030 notes redemption
• Commenced tender offer for US$575 million of 2032 notes
• Intends to resume normal course issuer bid to return cash

Negative

• Disposition reduces Baytex's U.S. Eagle Ford asset base
• Future cash returns contingent on debt repayment and closing adjustments

Key Figures

Net proceeds from sale US$2.14 billion Net proceeds from U.S. Eagle Ford asset sale after closing adjustments

Net proceeds (CAD) C$2.96 billion Approximate Canadian dollar equivalent of sale proceeds

2030 Senior Notes coupon 8.500% Coupon on Senior Notes due 2030 targeted for redemption

2032 Senior Notes principal US$575 million Outstanding 7.375% Senior Notes due 2032 subject to cash tender offer

2032 Senior Notes coupon 7.375% Coupon on Senior Notes due 2032 in tender offer

2026 guidance date December 22, 2025 Expected release date for Baytex’s 2026 guidance

Market Reality Check

$3.23 Last Close

Volume Volume 12125423 vs 20-day average 18426199 (relative volume 0.66), indicating no unusual trading ahead of this announcement. low

Technical Shares traded above the 200-day MA, with price at 3.09 versus 200-day MA of 2.19 before this news.

Peers on Argus

Pre-news, BTE was up 1.64% while close peers were mixed: BKV (+1.37%), TALO (+0.18%), VET (+0.62%) versus MNR (-3.13%) and KRP (-1.05%). This points to a stock-specific setup rather than a clear sector-wide move.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 15	Tender offer update	Positive	+2.3%	Confirmed expected Eagle Ford sale closing and early tender uptake for 2032 notes.
Dec 01	Debt tender launch	Positive	-1.6%	Announced cash tender for 2032 notes and intent to redeem 2030 notes.
Nov 12	Asset sale agreement	Positive	+13.5%	Entered definitive agreement to sell U.S. Eagle Ford assets for cash.
Oct 30	Q3 2025 earnings	Positive	-3.0%	Reported strong Q3 production, free cash flow, and lower net debt.
Oct 30	Dividend declaration	Positive	-3.0%	Declared cash dividend payable in early January 2026.

Pattern Detected

Recent positive corporate actions (asset sale agreement, debt tenders, earnings, dividend) have produced mixed reactions, with 2 aligned positive moves and 3 instances where the stock traded down despite constructive news.

Recent Company History

Over the last few months, Baytex has executed a series of balance sheet and portfolio actions, including agreeing on the U.S. Eagle Ford sale on Nov 12, 2025, launching cash tender offers and a note redemption plan on Dec 1, 2025, and confirming the expected sale closing and early tender results on Dec 15, 2025. Q3 2025 results on Oct 30, 2025 highlighted strong free cash flow and record Pembina Duvernay production, while a quarterly dividend was also declared the same day. Today’s closing announcement caps this transition toward a more Canada-focused, higher-return platform and debt reduction strategy.

Market Pulse Summary

This announcement confirms the closing of Baytex’s U.S. Eagle Ford sale, delivering net proceeds of US$2.14 billion and shifting the company to a net cash position while targeting repayment or tender of its 2030 and 2032 senior notes. In recent months, Baytex has paired this portfolio shift with tender offers, earnings strength, and dividends. Investors may watch upcoming 2026 guidance, leverage levels, and capital returns such as the normal course issuer bid for evidence that this strategy continues to translate into shareholder value.

Key Terms

senior notes financial

"redeem its outstanding 8.500% Senior Notes due 2030 (the "2030 Notes")"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

cash tender offer financial

"has also commenced a cash tender offer for its US$575 million"

A cash tender offer is a public proposal in which an individual or group offers to buy a set number of a company's shares directly from shareholders for a specified cash price during a limited time. It matters to investors because it gives a clear, immediate chance to sell shares at a known price — like a store offering to buy back items at a posted rate — and can affect the stock’s market price, ownership control and liquidity.

normal course issuer bid financial

"intends to resume purchases under its normal course issuer bid."

A Normal Course Issuer Bid is when a company buys back its own shares from the stock market over time. This usually shows that the company believes its stock is undervalued and wants to support its price, which can be important for investors to watch.

forward-looking statements regulatory

"Certain statements in this press release are "forward-looking statements""

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

forward-looking information regulatory

"and "forward-looking information" within the meaning of applicable"

Forward-looking information are predictions, plans, estimates or expectations about a company’s future performance, results or events, such as sales forecasts, project timelines, or anticipated costs. It matters to investors because these statements guide expectations but rely on assumptions and uncertain factors—like a weather forecast for a business—so investors should treat them as informed guesses rather than guarantees and consider the risks and possible changes behind the numbers.

AI-generated analysis. Not financial advice.

Calgary, Alberta--(Newsfile Corp. - December 19, 2025) - Baytex Energy Corp. (TSX: BTE) (NYSE: BTE) ("Baytex" or the "Company") today announced that it has closed the sale of its U.S. Eagle Ford Assets for net proceeds of US$2.14 billion (approximately $2.96 billion in Canadian dollars) after closing adjustments.

This strategic divestiture significantly strengthens Baytex's financial position and sharpens its focus on a high-return Canadian energy platform, positioning the Company for long-term value creation. With the closing of the transaction, Baytex is now in a net cash position. The Company intends to use a portion of these proceeds to repay its outstanding credit facilities and redeem its outstanding 8.500% Senior Notes due 2030 (the "2030 Notes") and has also commenced a cash tender offer for its US$575 million of outstanding 7.375% Senior Notes due 2032 (the "2032 Notes").

Baytex remains committed to returning a significant portion of the net proceeds (after debt repayment) to shareholders and intends to resume purchases under its normal course issuer bid.

Baytex expects to release its 2026 guidance on December 22, 2025.

Advisory Regarding Forward-Looking Statements

Certain statements in this press release are "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation (collectively, "forward-looking statements"). Forward-looking statements in this news release can be identified by words such as "expect", "intend", "commit" or similar expressions and includes suggestions of future outcomes, events or performance.

Specifically, this press release contains forward-looking statements relating to but not limited to: the effect of the divestiture on Baytex's financial position, Baytex's focus on a high-return Canadian energy platform and position for long-term value creation; that the net proceeds will be used to repay credit facilities, redeem the 2030 Notes and repurchase the 2032 Notes; that a significant portion of the net proceeds will be returned to shareholders; that Baytex intends to resume purchases under its normal course issuer bid; and the anticipated timing of release of Baytex's 2026 guidance.

Developing forward-looking information involves reliance on a number of assumptions and consideration of certain risks and uncertainties, some of which are specific to Baytex and others that apply to the industry generally. These risks relating to Baytex include, but are not limited to, the risk that Baytex does not realize the anticipated benefits of the strategic divestiture; the risk that the net proceeds are not used as currently anticipated; the risk that Baytex does not resume purchases under its normal course issuer bid; and the risk that Baytex does not release its 2026 guidance on the timing anticipated.

These assumptions include, among other things: that the Company will achieve the anticipated benefits of the strategic divestiture; that the net proceeds will be used as anticipated, that Baytex is able to resume its normal course issuer bid; and that holders of the 2032 Notes will tender their 2032 Notes for repurchase.

The forward-looking statements contained in this press release are made as of the date hereof and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, except as required by applicable law. The forward-looking statements contained herein are expressly qualified by this cautionary statement.

The future acquisition by Baytex of its common shares under its normal course issuer bid, if any, and the level thereof is uncertain. Any decision to acquire common shares of Baytex pursuant to its normal course issuer bid will be subject to the discretion of the board of directors of Baytex and may depend on a variety of factors, including, without limitation, Baytex's business performance, financial condition, financial requirements, growth plans, expected capital requirements and other conditions existing at such future time including, without limitation, contractual restrictions and satisfaction of the solvency tests imposed on Baytex under applicable corporate law. There can be no assurance of the number of common shares of Baytex that the Company will acquire pursuant to its normal course issuer bid, if any, in the future.

Baytex Energy Corp.

Baytex Energy Corp. is a Calgary-based energy company committed to driving shareholder value through disciplined execution. It operates a high-quality, high-return portfolio in the Western Canadian Sedimentary Basin, featuring the Pembina Duvernay and heavy oil plays in Alberta and Saskatchewan. These core assets are backed by an extensive drilling inventory and consistently generate strong cash flow. Baytex's common shares trade on the Toronto Stock Exchange and the New York Stock Exchange under the symbol BTE.

For further information about Baytex, please visit our website at www.baytexenergy.com or contact:

Brian Ector, Senior Vice President, Capital Markets and Investor Relations

Toll Free Number: 1-800-524-5521
Email: investor@baytexenergy.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/278715

FAQ

How much did Baytex (BTE) receive from the Eagle Ford sale on December 19, 2025?

Baytex closed the sale for US$2.14 billion (approximately C$2.96 billion) after closing adjustments.

Does the Eagle Ford sale put Baytex (BTE) in a net cash position?

Yes. With the closing of the transaction, Baytex is now in a net cash position.

What will Baytex (BTE) do with the proceeds from the Eagle Ford sale?

Baytex intends to repay credit facilities, redeem its 8.500% notes due 2030, and commenced a cash tender for US$575M of 2032 notes, with remaining proceeds earmarked for shareholder returns.

What is the size of the tender offer Baytex (BTE) launched for its 2032 notes?

Baytex commenced a cash tender offer for US$575 million of outstanding 7.375% Senior Notes due 2032.

Will Baytex (BTE) repurchase shares after the Eagle Ford sale?

Baytex said it intends to resume purchases under its normal course issuer bid and return a significant portion of net proceeds after debt repayment.

When will Baytex (BTE) release its 2026 guidance following the sale?

Baytex expects to release its 2026 guidance on December 22, 2025.