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NUVISTA ENERGY LTD. — Proxy Solicitation & Information Statement 2025
Apr 9, 2025
45311_rns_2025-04-09_d8728ce5-e1b4-400e-86b6-2f33f6be927f.pdf
Proxy Solicitation & Information Statement
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NUWISTA ENERGY LTD
ANNUAL MEETING OF SHAREHOLDERS
NOTICE AND ACCESS NOTIFICATION TO SHAREHOLDERS
You are receiving this notification as NuVista Energy Ltd. ("NuVista") has decided to use the notice and access model for delivery of meeting materials to its beneficial holders ("Beneficial Shareholders") of common shares ("Common Shares") for the Annual Meeting (the "Meeting") of holders of Common Shares which will be held on Friday, May 9, 2025 at 3:00 p.m. (Calgary time). Beneficial Shareholders will receive a proxy or voting instruction form enabling them to vote at the Meeting. However, instead of a paper copy of the notice of meeting and information circular-proxy statement ("Information Circular") and NuVista's financial statements and related management's discussion and analysis for its most recently completed financial year end ("Financial Information"), Beneficial Shareholders will receive this notice with information on how they may access such materials electronically. The use of this alternative means of delivery is more environmentally friendly as it will help reduce paper use and also will reduce the cost of printing and mailing materials to shareholders.
MEETING DATE AND LOCATION:
WHEN: Friday, May 9, 2025 at 3:00 p.m. (Calgary time)
WHERE: Virtually at:
https://web.lumiconnect.com/287740761
In person at:
Conference Centre (4th floor)
Eighth Avenue Place
525 8th Avenue SW
Calgary, Alberta
SHAREHOLDERS WILL BE ASKED TO CONSIDER AND VOTE ON THE FOLLOWING MATTERS:
Financial Statements: Although no vote is required, shareholders will receive and consider NuVista's financial statements for the year ended December 31, 2024, together with the report of the auditors thereon.
Fixing the Number of Directors: Shareholders will be asked to fix the number of directors to be elected at the meeting at eight.
Election of Directors: Shareholders will be asked to elect eight directors for the ensuing year. Information respecting the election of directors may be found in the Election of Directors section of the Information Circular.
Notice and Access Notification to Shareholders
NUVISTA ENERGY LTD
Appointment of Auditors: Shareholders will be asked to appoint KPMG LLP as NuVista's auditors for the ensuing year, and authorize NuVista's directors to fix their remuneration. Information respecting the appointment of KPMG LLP may be found in the Appointment of Auditors section of the Information Circular.
Approach to Executive Compensation Advisory Vote: Shareholders will be asked to consider a non-binding advisory resolution on our approach to executive compensation. Information respecting the non-binding advisory resolution on our approach to executive compensation may be found in the Advisory Vote on Executive Compensation section of the Information Circular.
Other Business: Shareholders may be asked to consider other items of business that may be properly brought before the Meeting. Information respecting the use of discretionary authority to vote on any such other business may be found in the Other Matters section of the Information Circular.
SHAREHOLDERS ARE REMINDED TO VIEW THE MEETING MATERIALS PRIOR TO VOTING
WEBSITES WHERE MEETING MATERIALS ARE POSTED
Material can be viewed online at www.sedarplus.ca or at the following internet address:
https://odysseytrust.com/client/nuvista-energy-ltd/
HOW TO OBTAIN PAPER COPIES OF THE MEETING MATERIALS
Beneficial Shareholders may request that a paper copy of the Information Circular and/or Financial Information be sent to them by postal delivery at no cost to them. Requests may be made up to one year from the date the Information Circular was filed on SEDAR+ by:
- Visiting the following internet address:
http://www.nuvistaenergy.com - sending an email to [email protected]
Requests should be received at least five (5) business days in advance of the proxy deposit date and time set out in the accompanying proxy or voting instruction form in order to receive the meeting materials in advance of such date and the date of the Meeting.
In relation to the Meeting, Registered Shareholders will receive a paper copy of the Information Circular, a form of proxy and the Financial Information. Beneficial Shareholders will only receive this notice and a voting instruction form or proxy form except that a paper copy of the Information Circular and the Financial Information will be mailed to those Beneficial Shareholders who previously requested to receive such information.
Notice and Access Notification to Shareholders
NUWISTA ENERGY LTD
VOTING:
Beneficial Shareholders are asked to return their proxies using one of the following methods at least one (1) business day in advance of the proxy deposit date set out in the accompanying proxy or voting instruction form:
INTERNET: www.proxyvote.com
TELEPHONE: 1-800-474-7498 (ENGLISH) or 1-800-474-7501 (FRENCH)
FACSIMILE: 905-507-7793
MAIL: DATA PROCESSING CENTRE
PO BOX 3700 STN INDUSTRIAL PARK
MARKHAM, ON L3R 9Z9
Shareholders with questions about notice and access can call toll free at 1-855-887-2244.
Notice and Access Notification to Shareholders