Karoon Energy Ltd (ASX:KAR) agreed to acquire 30% stake in Who Dat and Dome Patrol Fields in the Gulf of Mexico from LLOG Exploration Offshore, L.L.C. for $720 million on November 16, 2023. Karoon Energy Limited has entered into binding arrangements to acquire a 30% interest in the Who Dat and Dome Patrol fields and associated infrastructure, including the Who Dat Floating Production System (FPS), plus a ~16% interest in the Abilene field, from LLOG. In addition, Karoon will acquire various interests in adjacent acreage which contains the Who Dat East (40%), Who Dat West (35%) and Who Dat South (30% interest) exploration and appraisal opportunities. The total Acquisition consideration is $720 million. The transaction will reduce LLOG?s interest to 45%. Westlawn Group (Westlawn) owns the remaining 25% of Who Dat and Dome Patrol. The Acquisition and transaction costs will be funded via: $300 million equity raising by way of a fully underwritten institutional placement and accelerated non-renounceable entitlement offer (Equity Raising). $274 million drawdown from a new $340 million debt facility with a syndication of banks. Existing cash of $171 million (with $80 million cash on hand remaining post-acquisition). Karoon has signed a new general corporate purpose, 5-year, revolving reserve-based lending facility (RBL) with a facility limit of $340 million with a banking syndicate comprising Macquarie, Deutsche Bank, ING and Shell Western Supply and Trading Limited.

Acquisition remains subject to customary conditions for a transaction of this nature, including a customary regulatory approval from various U.S. Governmental authorities, including the Federal Trade Commission and the U.S. Department of Interior, title and environmental review of the assets, the truth of representations and warranties (both by the buyer and seller), observance of covenants by all parties, lack of lawsuits and other proceedings to enjoin the transaction or recover substantial funds in connection therewith, and receipt of third party consents to assign and waiver of preferential purchase rights. Completion of the Acquisition is expected to occur in the last quarter of CY2023. Acquisition expected to be earnings and free cash flow per share accretive from CY24. Karoon is being advised by Gresham as financial advisor and Ashurst as legal advisor in relation to the Equity Raising. Macquarie Capital (Australia) Limited is acting as sole Lead Manager and Underwriter to the Equity Raising. Evercore Inc. (NYSE:EVR) acted as financial advisor to LLOG Exploration Offshore, L.L.C.

Karoon Energy Ltd (ASX:KAR) completed the acquisition of 30% stake in Who Dat and Dome Patrol Fields in the Gulf of Mexico from LLOG Exploration Offshore, L.L.C. on December 21, 2023.