Neptune Energy Group made a binding offer to acquire ENGIE E&P International SA from ENGIE SA (ENXTPA:ENGI) and others for €4.7 billion on May 11, 2017. The consideration includes decommissioning liabilities deconsolidated from ENGIE’s balance sheet for €1.1 billion and a deferred consideration derived from contingent payments linked to certain operational milestones for €90 million. As part of the envisaged transaction, ENGIE would keep a 30% interest in the Touat project in Algeria. Pursuant to the completion of the consultation process, Neptune Energy will enter into a definitive agreement with ENGIE. Neptune Energy Group signed a share purchase agreement to acquire ENGIE E&P International SA from ENGIE SA (ENXTPA:ENGI) on September 22, 2017. The transaction is subject to relevant consultation processes, approval from the European Commission and customary regulatory approvals. The transaction was notified to the European Commission on October 2, 2017. On October 27, 2017, the European Commission approved the acquisition. The envisaged transaction will be submitted to the relevant employee representative bodies of ENGIE and EPI. The transaction is expected to strengthen ENGIE’s balance sheet and is expected to translate into a €2.4 billion reduction in ENGIE’s consolidated net financial debt at closing. Completion is expected by early first quarter in 2018. Michael Zaoui and Yoël Zaoui of Zaoui & Co Ltd., Marianne Daryabegui of BNP Paribas SA and Niels Kirk of Citigroup Inc. acted as financial advisors and Sam Newhouse, Graham Watson, Tim Wilmot, Charles Hayes and Alan Mason of Freshfields Bruckhaus Deringer LLP acted as legal advisors to Neptune. Patrick Dziewolski, Kate Romain, Pierre-Marie Boya, Valentine Pouyet, Yves Rutschmann and Timur Celik of Bredin Prat acted as legal advisors and Jérôme Morisseau and Patrick de Loe of Bank of America Corporation acted as financial advisors, Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados acted as legal advisor to ENGIE. Ian Jamieson, Stephen Maxwell and Gus Gayford of Jamieson acted as financial advisors to the management team of Neptune Energy. Jason Fox, Olivia Caddy, Kate H. Day, Michele J. Alexander, Tara C. Ivascu, Suchita Woodward, Eimear Murphy, Luka Pavlovik, Nicholas Kendrick and Lindsey E. Yasso of Bracewell acted as legal advisor to The Carlyle Group and CVC Capital Partners Fund VI in relation to the debt financing aspects. Bank of America Merrill Lynch International Limited acted as financial advisor for ENGIE SA. Thomas Bethel, Rebecca Major, Rachel Campbell and Julia Mueller of Herbert Smith Freehills acted as legal advisors for lenders. Kai Uwe Pritzsche,Marc Petitier,Martin Borning, Jacqui Rowell, Norm Maamary, Christina Heber, Alexander Leadill, Anouk Oosterom, Sam Lintonbon, Henry Hoda, Bart Jan Kuck, Esther van der Plaat and Mark Russell of Linklaters LLP (France) acted as legal advisors to ENGIE SA. Bredin Prat & Associes.