Frontera Energy Corporation announces today that the Frontera Board of Directors, in consultation with its external legal counsel and independent financial advisors, has determined that the binding offer received from Parex Resources to acquire all of Frontera's upstream Colombian exploration and production business constitutes a "Superior Proposal". 

Under the Parex Offer, Parex would acquire the same assets that Frontera has agreed to sell to a subsidiary of GeoPark Limited under the previously announced arrangement agreement between Frontera and GeoPark dated January 29, 2026. The purchase price under the Parex Offer consists of (a) US$500,000,000 in cash payable upon closing; plus, as is the case with the GeoPark transaction (b) an additional US$25,000,000 contingent payment payable upon the achievement of specified development milestones within a period of up to 12 months following the transaction closing date, and (c) the assumption of all of Frontera's obligations under the US$310,000,000 aggregate principal amount of outstanding 2028 Frontera Unsecured Notes and the US$80,000,000 outstanding under Frontera's previously announced prepayment facility with Chevron Products Company. The consideration offered in the Parex Offer also assumes the payment of US$25,000,000 Purchaser Break Fee payable to GeoPark by Frontera should Frontera terminate the GeoPark Arrangement Agreement. Except for the consideration being offered, the arrangement agreement that would be entered into with Parex is substantially the same as the GeoPark Arrangement Agreement, and the transaction structure is the same as for the GeoPark transaction.

Frontera has advised GeoPark of this determination, and the five Business Day period (the "Matching Period") in which, GeoPark has the right, but not the obligation, to amend the terms of the GeoPark Arrangement Agreement in order for the Parex Offer to cease to be a Superior Proposal (the "Match Right") has commenced.  The Matching Period will expire at 11:59 p.m. (Eastern time) on March 12, 2026.

At this time, there can be no assurance that the Parex Offer will result in a transaction or that any transaction contemplated thereby will be completed. The GeoPark Arrangement Agreement remains in effect, and the Frontera Board of Directors continues to act in accordance with its fiduciary duties and the terms of the GeoPark Arrangement Agreement. The Frontera Board of Directors has not changed its recommendation regarding the transaction with GeoPark pursuant to the GeoPark Arrangement Agreement. Frontera will provide updates, including with respect to the determination by GeoPark as to whether or not to exercise its Match Right, as required under applicable securities laws.

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