Eni International BV reached an agreement to acquire Global Business of Neptune Energy Group Limited for an enterprise value of CAD 2.6 billion on June 23, 2023. Under the agreed terms, the Neptune Global Business will have an Enterprise Value of CAD 2.6 billion. In a related transaction, Vår Energi AS (OB:VAR) reached an agreement to acquire the Neptune Norway Business for an Enterprise Value of CAD 2.3 billion. The final net consideration for the transactions will be subject to customary closing adjustments and will be paid in cash at completion. The Eni transaction will be funded through available liquidity. Eni will acquire assets comprising Neptune's entire portfolio other than its operations in Germany and Norway (the "Neptune GlobalBusiness") (the ''Eni transaction''). Closing of the Eni transaction is subject to a number of customary closing conditions, including (i) the carve out of Neptune's operations in Germany, (ii) completion of the Vår transaction and (iii) the receipt of other customary governmental and contractual consents, FDI and anti-trust clearances. The transaction is currently expected to close in the first quarter of 2024. The transaction is expected to be immediately accretive to earnings and CFFO per share, as well as free cashflow positive. As of October 13, 2023, The European Commission has approved, under the EU Merger Regulation, the acquisition by the Italian energy company Eni of the UK oil and gas exploration company Neptune Energy Group Limited in a transaction. The EU concluded that the deal is not seen to raise competition concerns, given the companies' limited combined market position resulting from the proposed transaction.

HSBC acted as exclusive financial advisor to Eni, White & Case LLP as legal advisor to Eni, and Ernst & Young as tax and financial due diligence advisor to Eni. Graham Watson and Alon Gordon, Toby Bingley, Tom Godwin and Charles Hayes of Freshfields Bruckhaus Deringer LLP acted as legal advisor to China Investment Corporation, funds advised by Carlyle Group and CVC Capital Partners, founder Sam Laidlaw and certain management owners. Mario Todino and Mark Jones of Jones Day acted as legal advisor to Eni S.p.A.

Eni International BV completed the acquisition of Neptune Energy Group Limited on January 31, 2024. The transaction has been approved by the competent authorities of the countries involved in the deal, and the relevant antitrust regulators. The carve-out of Neptune?s activities in Germany was completed prior to the completion of the Neptune Energy Group Limited sale. It will continue as a stand-alone entity, owned and operated by CIC, Carlyle and CVC Capital Partners. Heba -T- Allah Anwar Ahmed Raslan of Sharkawy & Sarhan advising Neptune Energy.