UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| ITEM 2.02 | Results of Operations and Financial Condition. |
On April 3, 2023, Ovintiv Inc. (“Ovintiv”) issued a press release regarding (i) the acquisition by its wholly-owned subsidiary, Ovintiv USA Inc., of certain upstream oil and gas assets and midstream gathering and processing assets located in the Permian Basin (the “Acquisition”) and (ii) the divestiture by Ovintiv USA Inc. of certain upstream oil and gas assets and midstream gathering and processing assets located in the State of North Dakota (the “Divestiture” and, collectively with the Acquisition, the “Transactions”). A copy of the press release, which included certain operational updates for the first quarter 2023, is furnished as Exhibit 99.1 to this report and incorporated herein by reference.
On April 3, 2023, Ovintiv posted an investor presentation relating to the Transactions on its website at https://www.ovintiv.com. A copy of this presentation, which included certain operational updates for the first quarter 2023, is furnished as Exhibit 99.2 to this report and incorporated herein by reference.
The information in this Item 2.02 and Exhibit 99.1 and Exhibit 99.2 attached hereto are being furnished and, along with information contained on Ovintiv’s website (or linked therein or otherwise connected thereto), shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such a filing.
| ITEM 7.01 | Regulation FD Disclosure. |
The information set forth in Item 2.02 of this Current Report on Form 8-K is incorporated by reference herein.
The information in this Item 7.01 and Exhibit 99.1 and Exhibit 99.2 attached hereto are being furnished and, along with information contained on Ovintiv’s website (or linked therein or otherwise connected thereto), shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in such a filing.
| ITEM 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Exhibit Description | |
| Exhibit 99.1 | Press Release of Ovintiv Inc., dated April 3, 2023. | |
| Exhibit 99.2 | Investor Presentation, dated April 3, 2023. | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 3, 2023
| OVINTIV INC. | ||
| (Registrant) | ||
| By: | /s/ Dawna I. Gibb | |
| Name: | Dawna I. Gibb | |
| Title: | Assistant Corporate Secretary | |