News

New Stratus Energy Announces Normal Course Issuer Bid

June 3, 2024

NEW STRATUS ENERGY ANNOUNCES NORMAL COURSE ISSUER BID

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION BY ANY UNITED STATES NEWS DISTRIBUTION SERVICE

Calgary, Alberta, June 3, 2024 – New Stratus Energy Inc. (TSX-V: NSE) (“New Stratus” or the “Corporation”) is pleased to announce that the board of directors of the Corporation has approved a normal course issuer bid (the “Bid”) to be transacted through the facilities of TSX Venture Exchange (the “Exchange”). The Bid is intended to commence on June 6, 2024 and will end on June 5, 2025, unless earlier completed or terminated by New Stratus. The Bid remains subject to approval from the Exchange.

Under the Bid, New Stratus may acquire up to an aggregate of 6,256,788 common shares in the capital of the Corporation (the “Common Shares”) over a 12-month period, representing approximately 5% of the current issued and outstanding Common Shares. As at May 28, 2024, there were 125,135,778 Common Shares issued and outstanding.

Paradigm Capital Inc. (“Paradigm”) will conduct the Bid on behalf of the Corporation. Purchases subject to this Bid will be carried out pursuant to open market transactions through the facilities of the Exchange by Paradigm on behalf of the Corporation in accordance with applicable regulatory requirements. The price paid for the Common Shares will be, subject to pricing rules contained in securities laws, the prevailing market price of such Common Shares on the Exchange at the time of such purchase. New Stratus intends to fund the purchases out of available cash. All Common Shares purchased under the Bid will be returned to treasury and cancelled.

In connection with the Bid, New Stratus has entered into an automatic share repurchase plan with Paradigm dated June 6, 2024 pursuant to which Paradigm will purchase Common Shares under the Bid for cancellation.

New Stratus is making the Bid as it believes that the market price of its Common Shares may not reflect their underlying value based on New Stratus’s business prospects and strong financial position. In addition, New Stratus believes that such purchases will contribute to the facilitation of an orderly market and be in the best interests of the Corporation and its shareholders.

The actual number of Common Shares purchased, the timing of purchases and the price at which the Common Shares are bought will depend upon future market conditions, and upon potential alternative uses for New Stratus’s cash resources. Accordingly, depending upon future price movements and other factors, New Stratus will purchase its Common Shares when it believes that they are undervalued at the thencurrent market prices based on its then-current and future prospects and provided that the repurchase of Common Shares at such market prices continues to be an appropriate use of corporate funds.

Contact Information:

Jose Francisco Arata

Chairman & Chief Executive Officer

Wade Felesky

President & Director

Mario Miranda

Chief Financial Officer

– (416) 363-4900

Forward-Looking Information

Certain information set forth in this news release constitutes “forward-looking statements”, and “forward-looking information” under applicable securities legislation (collectively, “forward-looking statements”). All statements other than statements of historical fact are forward-looking statements. Forward-looking statements may be identified by the use of conditional or future tenses or by the use of words such as “will”, “expects”, “intends”, “may”, “should”, “estimates”, “anticipates”, “believes”, “projects”, “plans”, and similar expressions, including variations thereof and negative forms. Forward-looking statements in this news release include, among others, the closing of the initial tranche of the Acquisition including the timing thereof and the expected benefit to the Corporation, the closing of the second tranche of the Acquisition, including the timing, the purchase price and the other material terms thereof, the expectation that OPS will apply for an extension of the O&G Contract, the result of such application and the expected benefits therefrom, reserves volumes, expected production amounts, the amounts to be funded under the Commitment, the timing of such funding, the use of proceeds by OPS under the Commitment, the expected maximum exposure of NSE under the Commitment, the expected abandonment obligations under the O&G Contract, and the timing of the new development plan, the number and types of wells to be drilled in connection therewith and the results therefrom. Forward-looking statements are based on the Corporation’s current internal expectations, estimates, projections, assumptions and beliefs, which may prove to be incorrect. Forward-looking statements are not guarantees of future performance and undue reliance should not be placed on them.

In respect of the forward-looking statements contained herein, the Corporation has provided them in reliance on certain assumptions that it believes are reasonable at this time, some or all of which may prove to be incorrect. Accordingly, readers should not place undue reliance on the forward-looking statements contained herein. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: the ability to successfully integrate operations and realize the anticipated benefits of the Acquisition; the ability to increase production at the Soledad Block, and the anticipated cost associated therewith; incorrect assessments of the value of the Acquisition; changes in government regulations; changes in commodity prices and currency exchange rates; interest rate fluctuations; the ability to secure adequate equity and debt financing; and management’s ability to anticipate and manage the foregoing factors and risks. There can be no assurance that forward-looking statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. New Stratus undertakes no obligation to update forward-looking statements if circumstances or management’s estimates or opinions should change except as required by applicable securities laws. Actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits may be derived therefrom.