Neptune Norway's Asset Portfolio Integration
5
Transaction summary
.
Transaction
structure
•
•
Consideration
•
.
Vår Energi ASA ("Vår Energi") to acquire 100% of the shares of Neptune Energy Norge AS
("Neptune Norway")
Eni S.p.A ("Eni") to acquire remaining assets of Neptune group, outside of Germany and Norway in a
separate transaction
Sellers are China Investment Corporation (CIC), funds advised by Carlyle Group and CVC Capital
Partners
Completion of both transactions is inter-conditional
•
Cash consideration based on an agreed enterprise value of USD 2.275 billion
•
Locked box date 1 January 2023
Customary consideration adjustments for cash, debt and working capital as at 31 December 2022
Locked box date 1 January 2023
•
Financed through available liquidity including credit facilities
•
Financing
The over-the-cycle leverage ratio target of NIBD/EBITDAX below 1.3x is maintained
Synergies
Timeline
.
.
Maintaining dividend policy of distributing 20-30% of cash flow from operations after tax, with
approximately 30% expected for 2023
USD ~300 million over time from a robust development and exploration portfolio, improved asset
utilisation and commercial optimisation of the gas sales strategy
Subject to customary regulatory approvals, including from competition authorities and the
Norwegian Ministry of Petroleum and Energy
Inter-conditional with the Eni transaction
Expected completion in Q1 2024
vår energi
vår energiView entire presentation