Neptune Norway's Asset Portfolio Integration slide image

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 energi
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