PARIS– The Total and A.P. Møller – Mærsk boards have approved the acquisition of 100% of the equity of Maersk Oil & Gas A/S, a wholly owned subsidiary of A.P. Møller – Mærsk A/S, by Total in a share and debt transaction.
Under the agreed terms, A.P. Møller – Maersk will receive a consideration of $4.95 billion in Total shares and Total will assume $2.5 billion of Maersk Oil’s debt. Total will issue to A.P. Møller – Maersk A/S, 97.5 million of shares, based on the average Total share price on the 20 business days prior to Aug. 21, 2017 (signing date), which will represent 3.75% of the enlarged share capital of Total.
In addition, subject to Total shareholders’ approval, Total has also offered the possibility of a seat on its board of directors to A.P. Møller Holding A/S, the main shareholder of A.P. Møller – Mærsk.
The proposed transaction is subject to the applicable legally required consultation and notification processes for employee representatives and to approvals by the relevant regulatory authorities. The transaction is expected to close in 1Q 2018 and has an effective date of July 1, 2017.
According to Total, this transaction will make it the second largest operatoroffshore northwest Europe, operating more than 500,000 boe/d (gross) production in this region.
The addition of Maersk Oil’s assets, including theCulzean gas field in the UK North Sea (49.99% working interest), close to the Elgin-Franklin hub operated by Total, and its stake in the giant Johan Sverdrup oil development (8.44% working interest) offshore Norway will bolster Total’s production profile in these countries.
The transaction adds a new production hub with Maersk Oil’s operatorship and 31.2% ownership of the DUC producing assets inDenmark with net production in 2018 estimated at about 60,000 boe/d.