Baytex Energy Corp. (BTE) Earnings Call Transcript & Summary

Thank you for joining us today. My name is James Maclean, and I am Vice President, General Counsel and Corporate Secretary for Baytex Energy. Before we begin, I would like to provide a quick overview of the Lumi Virtual Meeting platform. You should now see the agenda on the left side of your screen. At the top of the agenda page is a legend showing 4 different icons you may click on to access different parts of the platform. For example, to ask a question at any time, click the comment bubble icon. The voting icon will only be displayed once the polls are open. Note that if you are attending the meeting as a guest, you will not have the ability to ask questions or vote. Thank you. And I will now turn it over to the Chair of our Board, Mr. Mark Bly.

Good afternoon, everyone. Welcome to the Annual and Special Meeting of Shareholders of Baytex Energy. The meeting will now come to order. I am Mark Bly, the Chair of the Board of Directors of Baytex, and I will act as the Chair of this meeting. As we are holding this meeting virtually, registered shareholders and duly appointed proxy holders are able to vote and to submit questions and comments. If you have a question or comment, please submit it through the Lumi platform now, and we will answer at the appropriate time. I shall ask James Maclean to act as Secretary of the meeting, and Jacquie Fisher, representative of Odyssey Trust Company, to act as scrutineer. I have received an affidavit from Odyssey Trust Company that the notice of the meeting, the information circular and the forms of proxy have been mailed to the shareholders of Baytex in a proper manner. I direct that the affidavit, together with copies of the documents mailed to the shareholders, be kept by the Secretary with the minutes of this meeting. With the consent of the meeting, the reading of the notice of meeting will be dispensed with. Business may be transacted at this meeting if two or more persons are present, holding or representing by proxy not less than 25% of the shares entitled to vote at the meeting. The scrutineers' report has now been received, and it shows that there's a quorum of shareholders present at the meeting. I direct that the scrutineers' report on all matters be annex-ed to the minutes of this meeting as a schedule. I now declare that the meeting is regularly called and properly constituted for the transaction of business. We will conduct each vote by way of vote cast on the Lumi platform and those submitted by proxy. I understand that the scrutineers have tabulated all votes received prior to voting cutoff. If you have previously voted, you do not need to vote again. By voting again, you will revoke any previous vote made prior to voting cutoff. We will now open the voting for all of the resolutions. Voting results may be obtained from the secretary after the meeting. I would first like to present the financial statements for the year ended December 31, 2022. These are located on the Lumi dashboard page and are available electronically on Baytex's website. The next item of business is to consider an ordinary resolution approving the issuance of common shares of Baytex to security holders of Ranger Oil Corporation pursuant to the proposed merger transaction. All is more particularly described in the management information circular and proxy statement dated April 3, 2023. The resolution, the full text of which is set forth in Appendix A to the management information circular and proxy statement dated April 3, 2023, must be approved by a majority of the votes cast by shareholders of Baytex at the meeting through the Lumi platform or by proxy.

I, Chad Kalmakoff, move that the ordinary resolution set forth in Appendix A to the Management Information Circular and Proxy Statement dated April 3, 2023, approving the issuance of common shares of Baytex to security holders of Ranger Oil Corporation pursuant to the proposed merger transaction be approved.

I, James Maclean, second the motion.

Thank you. The next item of business is the election of directors. In accordance with Baytex's Advance Notice bylaw, the individuals nominated for election as directors at this meeting are the persons named as nominees in Baytex's information circular and proxy statement dated April 3, 2023. They are Mark Bly, Trudy Curran, Eric Greager, Don Hrap, Angela Lekatsas, Jennifer Maki, David Pearce and Steve Reynish. I would just remind everyone that voting for all of the resolutions is open. The next item of business is the appointment of auditors.

I, Chad Kalmakoff, move that KPMG LLP be appointed auditors of Baytex until the next Annual General -- Annual Meeting or until their successor is appointed and that their remuneration, as such, be fixed by the Board of Directors.

I, James Maclean, second the motion.

Thank you. The next item of business is the advisory vote on executive compensation.

I, Chad Kalmakoff, move that the nonbinding advisory resolution concerning Baytex's approach to executive compensation, as set forth in the Baytex's information circular and proxy statement dated April 3, 2023, be approved.