FOR IMMEDIATE RELEASE

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION. THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

5 October 2026

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STRATEGIC ACQUISITION OF OFFSHORE CANADA ASSETS FROM SUNCOR

Establishes a transformational strategic position in Offshore East Coast Canada, closely aligned with Ithaca Energy’s growth strategy
Builds scale and diversification over two key operating hubs, with incremental average 2P production of ~30 kboe/d[1] between 2027 and 2031 (with peak 2P production of 35-40 kboe/d1 in 2029), supporting a Group medium-term growth outlook of 140 – 150 kboe/d1,[2]
High-quality, low-decline and de-risked asset base in well-understood basin with growing production following recent material capital investment programme
Access to established and experienced operating team, offers stability and regional expertise
Adds 2P Reserves of 103 mmboe1 at ~US$8/boe, with further resources offering material organic growth optionality
Platform for further M&A, with potential for building further scale across North America
Transaction expected to be financed through cash in hand, utilisation of borrowing base facility and secured in country financing, comfortably within our capital allocation leverage ceiling
Expected to be immediately cash flow and dividend accretive, while maintaining a strong balance sheet

Ithaca Energy plc (“Ithaca Energy”, the “Company” or the “Group”) today announces that it has entered into an agreement (“Acquisition Agreement”) with Suncor Energy Inc. (“Suncor”) to acquire a portfolio of conventional offshore oil assets located in shallow waters off the East Coast of Newfoundland and Labrador, Canada, for upfront cash consideration of US$860 million, plus potential oil price related contingent consideration of up to US$250 million based on a sharing factor of 50% (the “Transaction”).

The assets comprise a 48% operated working interest in Terra Nova, a 40% non-operated interest in the White Rose Existing Lands, and a 38.6% non-operated interest in the White Rose Growth Lands, including the West White Rose Extension (collectively, “White Rose” and together with Terra Nova, the “Assets”).

Terra Nova is a producing, operated shallow-water oil asset supported by a recently completed Floating Production Storage and Offloading (“FPSO”) asset life extension project. White Rose is operated by Cenovus Energy Inc. (“Cenovus”) and has high-margins and substantial near-term production growth expected from West White Rose, where first production is anticipated in Q4 2026.

Yaniv Friedman, Executive Chairman of Ithaca Energy, commented “This acquisition marks the next era of growth for Ithaca Energy as we make our inaugural international acquisition in Offshore East Coast Canada. The Transaction delivers on our clear stated growth strategy as we seek to diversify and grow our production and resource base and replicate our success in the United Kingdom Continental Shelf (“UKCS”) through disciplined international expansion in regions we believe we can create long-term value for our shareholders.”

“The Transaction builds on our vision for ‘Scale, Stability and Strength’. It adds long-life, low-decline barrels in an offshore operating environment similar to the UKCS, which will materially enhance our medium-term production outlook and create a platform for further organic growth and consolidation, while expected to deliver immediate cash flow and dividend accretion.”

“We are excited to welcome an experienced operating team with deep regional expertise and to build on the strong operating history of these assets.”

Key Transaction Highlights

The Transaction is fully aligned with the Group’s inorganic growth strategy, delivering value accretive M&A, while meeting all of the Group’s strategic investment parameters.

Transformational strategic basin entry into Offshore East Coast Canada
High-quality, low-decline assets in well-understood basin
- Shallow water, long-life conventional oil assets with significant operating history, located in a well- developed, low-complexity operating environment
- Basin similarities play to Ithaca Energy’s expertise and capabilities, including operating FPSOs
- Long-life assets with 2P reserves life of ~17 years and estimated five-year average 2P production expected to be ~30 kboe/d over 2027-31[1]

Material recent investment across the portfolio, including FPSO refurbishments, provides solid foundation for next phase of field development

Established and experienced operating team
- Secures access to high-calibre operatorship credentials upon basin entry, with proven track record of delivering safe, environmentally responsible and efficient operations in Offshore East Coast of Canada
- Extensive history of and expertise in exploration, development, production and optimisation across portfolio of operated and non-operated assets
- Maintains established relationships with leading blue-chip partners critical to ongoing success in the basin
Material organic and inorganic growth potential

Offers further organic growth optionality:

2P Production expected to grow to 35-40 kboe/d by 2029[1], driven by near-term production growth from West White Rose development, with first production anticipated in Q4 2026
Acquisition supports upgrade of Ithaca Energy’s medium-term production outlook to between 140 - 150 kboe/d1,[2]
Adds material 2P reserves of 103 mmboe1, diversifying the Group’s reserves base, with substantial additional remaining resource volumes of c.200 mmboe1 providing further investment optionality with significant resources advancing towards Final Investment Decision (“FID”)
Material organic growth potential from infill drilling, near-field step-out opportunities and exploration exposure

Establishes platform for further M&A:

Acquisition positions Group as the 5th largest operator in Offshore Canada by production, establishing a strong platform in the region
Creates credible platform for further inorganic growth in North America, as the Group continues to seek scale
Continued active but disciplined screening of inorganic growth opportunities, with focus on adding premium northern-OECD barrels

Expected to be immediately cash flow and dividend accretive
- Acquisition to be financed via a combination of cash in hand, utilisation of the Group’s existing borrowing base facility and secured financing in country. Deal contingent hedging executed to protect transaction value and future cash flows at current market pricing
- Portfolio offers brent-linked pricing assets, with limited future base capex following a period of material investment in the Assets, increasing efficiency and lower operating costs and an attractive corporate tax rate
- Expected to be immediately accretive to Adjusted EBITDAX (as defined below), free cash flow and dividend per share from Completion
- Increased cash flow generation and modest leverage position post-acquisition, sitting considerably below the Group’s capital allocation framework ceiling, supports near-term deleveraging and enhanced and sustainable shareholder returns

Transaction Consideration and Financing

The base consideration for the Transaction is US$860 million in cash payable on completion of the Transaction (“Completion”), subject to customary adjustments based on an economic effective date of 1 July 2026. The Group expects to fully finance the Transaction through cash in hand, utilisation of its borrowing base facility and secured in country financing. In addition, the Group may pay Suncor up to an additional US$250 million of contingent consideration linked to Brent crude oil prices over a 27-month period commencing 1 July 2026, which would be funded from Ithaca Energy’s free cash flow.

Transaction Completion and Timing

Completion is targeted for H1 2027, subject to satisfaction of customary closing conditions, including applicable regulatory and government approvals in Canada.

Board Approval

The board of directors of Ithaca Energy believes that the Transaction is in the best interests of the Company and its shareholders as a whole and has approved the Company’s entry into the Acquisition Agreement.

Analyst and Investor Presentation

Ithaca Energy will host a live online presentation for analysts and investors at 09:00 (GMT) today, 5 October 2026, which will be accessible via the Group’s investor relations website: https://investors.ithacaenergy.com/

A replay will be available on Ithaca Energy’s investor relations website following the event.

Advisers on the Transaction

Scotiabank served as financial adviser to Ithaca Energy, and Stikeman Elliott LLP served as legal counsel.

Enquiries

Ithaca Energy
Kathryn Reid – Head of Investor Relations & External Affairs	kathryn.reid@ithacaenergy.com
Camarco (PR Advisers to Ithaca Energy)	+44 (0)203 757 4980
Billy Clegg / Owen Roberts / Violet Wilson

FURTHER INFORMATION ABOUT THE TRANSACTION

UK Listing Rules

Due to its size in relation to Ithaca Energy, the Transaction constitutes a Significant Transaction for the purposes of the UK Listing Rules made by the Financial Conduct Authority (the "FCA") for the purposes of Part VI of the Financial Services and Markets Act 2000 (as amended) (the "UKLRs"), and is therefore notifiable in accordance with UKLR 7.3.1R and 7.3.2R. In accordance with the UKLRs, the Transaction is not subject to shareholder approval.

Key Indicative Financial Information Regarding the Assets

Profits attributable to the Assets the subject of the Transaction

Adjusted EBITDAX attributable to the Assets was approximately US$235 million for the last twelve months ended 30 June 2026 (translated for illustrative purposes at the average FX rate for the period of US$1:CA$1.3817).

Adjusted EBITDAX for the period is reflective of a period of low production, prior to production ramp-up post asset refurbishments and ahead of anticipated first production from West White Rose (expected in Q4 2026).

The Board considers Adjusted EBITDAX to be the most appropriate indicator of the profits attributable to the Assets the subject of the Transaction for the purposes of UKLR 7 Annex 2 Part 1.

In calculating Adjusted EBITDAX for the Assets, the Group has sought to align the measure where possible, on an illustrative basis, to its own definition of Adjusted EBITDAX as set out in "Non-GAAP measures" below. The information used to derive the Adjusted EBITDAX figures stated above has been extracted without material adjustment from Suncor’s unaudited management information. The definition applied has not been subject to a full alignment exercise and may not correspond in all respects to the Group's own definition of Adjusted EBITDAX. The figures presented above are therefore subject to change once a full alignment exercise has been completed.

Adjusted EBITDAX is a non-GAAP measure used by the Group as set out in "Non-GAAP measure" below.

Value of the gross assets the subject of the Transaction

The value of the gross assets the subject of the Transaction is approximately US$1.8 billion.

The value of gross assets disclosed above has been calculated as the aggregate of the consideration (excluding contingent consideration) and Suncor’s gross book value of liabilities being assumed in respect of the Assets of approximately US$0.9 billion.

Suncor’s gross book value of liabilities being assumed has been extracted without material adjustment from the historical unaudited management information prepared by Suncor as at 30 June 2026, being the most recent available balance sheet date, and translated at an FX rate of US$1:CA$1.4210 (being the spot rate as at 30 June 2026) for illustrative purposes only.

The calculation of gross assets represents an estimate of the value of the Assets and assumed liabilities only. It does not reflect any purchase price allocation adjustments, including, for example, recognition of goodwill, other acquired intangible assets and deferred tax, that may arise on Completion and be recognised in the Company's consolidated financial statements in due course.

In particular, the Asset Retirement Obligation ("ARO") included within the liabilities assumed is stated at the historical book value recorded in the unaudited management accounts of Suncor, without adjustment. The ARO is subject to significant estimation uncertainty, and its value could change through revaluation during the purchase price allocation exercise. A reliable estimate of any such revaluation cannot be made at this time, and the final value recognised in the Company’s consolidated financial statements may differ materially from the amount disclosed above.

Basis of preparation of Adjusted EBITDAX and gross assets

The Adjusted EBITDAX and gross assets presented above have been prepared in accordance with Suncor's accounting policies, and no adjustments have been made to align to those of the Company. A full exercise to align the financial information for the Assets with the Company's accounting policies has not yet been performed. Accordingly, the financial information presented in respect of the Assets may be subject to adjustment once prepared in accordance with the Company's accounting policies. The information does not constitute statutory financial statements and has not been subject to audit or independent review.

Non-GAAP measure

The Group uses certain performance metrics that are not specifically defined under United Kingdom adopted International Financial Reporting Standards or other generally accepted accounting principles. These measures are considered to be important as they track both operational and financial performance and are used to manage the business and to provide an objective comparison to Ithaca Energy's peer group. The non-GAAP measure which is presented in the Annual Report and Accounts and used in this announcement is defined below.

Adjusted EBITDAX: earnings before finance income, finance costs, taxation charges, premium payments on oil and gas derivative contracts, revaluation gains or losses on financial instruments, depletion depreciation and amortisation, impairment charges on oil and gas assets, exploration and evaluation expenditure, fair value remeasurements of contingent consideration, restructuring costs and business combination costs.

The Group believes that Adjusted EBITDAX is a useful measure for stakeholders because it is a measure closely tracked by management to evaluate the Group's operating performance and to make financial, strategic and operating decisions. Adjusted EBITDAX may help stakeholders to better understand and evaluate, in the same manner as management, the underlying trends in the Group's operational performance on a comparable basis, period-on-period.

Key Benefits of the Transaction

The Transaction is expected to be accretive to Ithaca Energy across key operational and financial metrics, adding approximately 103 mmboe[3] of 2P reserves, supporting five-year average 2P production of approximately 30 kboe/d1 between 2027 and 2031 and enhancing the Group’s medium-term production outlook to 140-150 kboe/d1,[4]. The Transaction is also expected to be immediately accretive to Adjusted EBITDAX, free cash flow and dividend per share from Completion.

The Transaction is expected to lead to an increase in underlying earnings, gross assets and liabilities of Ithaca Energy.

Key Terms of the Acquisition Agreement

Consideration

The consideration payable under the Acquisition Agreement is:

US$860 million in cash payable on Completion, subject to customary adjustments based on an economic effective date of 1 July 2026; and
Up to an additional US$250 million contingent on average Brent crude oil prices exceeding certain threshold prices during the 12-month period ended 30 June 2027, the 12-month period ended 30 June 2028, and the three-month period ended 30 September 2028. The threshold price for a given period will be calculated on a pro rata basis based on the following annual reference prices:
- US$80/barrel for the period from 1 July 2026 through 30 June 2027
- US$74/barrel for the period from 1 July 2027 through 30 June 2028
- US$73/barrel for the period from 1 July 2028 through 30 September 2028
The amount of a contingent payment in a given period, if any, would be based on production from the Assets in such period, reflect an adjustment for taxes and royalties that Ithaca Energy are exposed to on Suncor’s behalf, and a sharing factor of 50%.

Ithaca Energy has agreed to a full transfer from Suncor of all decommissioning obligations related to the Assets. With expected cessation of production dates extending into the mid-2030s and potential to further extend hub life through identified growth opportunities, the Company believes potential exists to defer meaningful decommissioning obligations into the 2040s. Ithaca Energy’s proven experience in abandonment activities in a relatively similar shallow-water environment and in the decommissioning of floating infrastructure provides a strong foundation for executing this work efficiently. The obligations of Ithaca Energy Canada Limited (“Ithaca Energy Canada”) under the Acquisition Agreement are guaranteed by Ithaca Energy pursuant to a parent company guarantee.

Conditions

Completion is subject to customary closing conditions for a transaction of this size and nature, including approval under the Competition Act (Canada).

Representations, warranties and covenants

The Acquisition Agreement contains customary representations, warranties and covenants for a transaction of this size and nature. The Acquisition Agreement also contains customary pre-Completion covenants, including the obligation on Suncor to operate the Assets in the ordinary course consistent with past practice and to refrain from taking certain specified actions without the consent of Ithaca Energy.

Click on, or paste the following link into your web browser, to view the associated PDF document.

http://www.rns-pdf.londonstockexchange.com/rns/5786X_1-2026-10-4.pdf

[1] Net 2P Reserves, 2C Resources and production profiles are estimated as of 30 June 2026 by Ithaca Energy management based on cessation of production in 2037 for Terra Nova and 2039 for White Rose. Prospective Resources data provided by Suncor

[2] NSAI CPR as of 31 December 2025

[1] Net 2P Reserves, 2C Resources and production profiles are estimated as of 30 June 2026 by Ithaca Energy management based on cessation of production in 2037 for Terra Nova and 2039 for White Rose. Prospective Resources data provided by Suncor

[1]

[2] NSAI CPR as of 31 December 2025

1 Net 2P Reserves, 2C Resources and production profiles are estimated as of 30 June 2026 by Ithaca Energy management based on cessation of production in 2037 for Terra Nova and 2039 for White Rose. Prospective Resources data provided by Suncor

[4] NSAI CPR as of 31 December 2025

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