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

Good afternoon. Thank you for joining us today. My name is James McLean, and I'm the Chief Legal Officer and Corporate Secretary for Baytex Energy. Before we begin, I'd like to provide a quick overview of the Lumi virtual meeting platform. You should now see the agenda or the cover screen on your -- you should now see the meeting screen on your computer. At the top of the page is a legend showing four 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 for written questions or request the speak button to ask a verbal question. The voting icon will only display 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. I will now turn it over to the Chair of our Board, Mr. Mark Bly.

Thank you, James, and 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 during the meeting, registered shareholders and duly appointed proxy holders who have logged into the meeting using their control numbers provided by Odyssey Trust will be able to ask questions. There are two ways for shareholders and proxy holders to ask questions using the chat function for written questions or verbally using the device that you have used to join this meeting. To ask a written question, select the messaging tab, type your question within the box at the top of the screen and click the send arrow, as it relates to live audio questions, click the request the speed button in the broadcast window. Please enter your name and the topic of your question. If prompted, click allow in a pop-up to grant access to your microphone, click join the queue to confirm that you are ready to join the live audio facility, and once in the queue, you'll be able to listen to the Q&A session. When it is your turn to speak, the moderator will ask you to please ask your question. You will hear a beep, after the beep. Please go ahead with your question. Please refer to the virtual meeting guide posted on the documents page of the meeting platform. I shall ask James McLean to act as Secretary of the meeting; and Jackie 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 the proper manner. I direct that the affidavit, together with copies of the documents mailed to the shareholders, be kept by the secretary with 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 is a quorum of shareholders present at the meeting. I direct that the scrutineers' report on all matters be annexed 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 the votes received prior to the 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 voting for all 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, 2024. These are located on the Lumi dashboard page and are available electronically on Baytex's website. The next item of business is the election of directors. In accordance with Baytex's advanced 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 March 21, 2025. They are Mark Bly, Tiffany Thom Cepak, Trudy Curran, Eric Greager, Don Rapp, Angela Leatzis, Jennifer Macy, David Pierce, Steve Reynish and Jeffrey Wojan. 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 meeting or until their successor is appointed and that their remuneration as such be fixed by the Board of Directors.

I, James McLean, second the motion.

The next item of business is the vote to approve unallocated share awards under the share award incentive plan.

I, Chad Kalmakoff, move that the resolution to approve the unallocated awards under Baytex' share award incentive plan as set out in Baytex's information circular be approved.

I, James McLean, second the motion.

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

I, Chad Kalkop, move that the nonbinding advisory resolution concerning Baytex's approach to executive compensation as set forth in Baytex's information circular and proxy statement dated March 21, 2025, be approved.

I, James McLean, second the motion.

Have any comments or questions been submitted by a registered shareholder or proxy holder?

Mr. Chair, no questions have been submitted.

Thank you. As voting has been enabled for all previous motions, if a shareholder has not voted yet, please do so. We will close the voting shortly. Voting is now closed. I have been advised by the scrutineers that all resolutions have been approved by more than the requisite majority and that those nominated have been duly elected as directors of Baytex. I declare the motions carried and the nominees for the Board of Directors elected. Detailed voting results will be press released within 48 hours. I would now entertain a motion that the meeting be terminated.

I, Chad Kalmakoff, move that this meeting be terminated.

I, James McLean, second the motion.

I declare this meeting terminated. Thank you for attending this year's shareholder meeting.