Italian energy group Eni said that synergies from the $4.9 billion acquisition of private equity-backed Neptune Energy could reach $1 billion as the two groups integrate their operations across key geographies.
The acquisition announced on Friday is one of the biggest oil and gas deals in Europe in years and follows months of talks by Eni and its Norwegian unit Vaar to buy Neptune. It is expected to be completed in the first quarter of next year.
It fits the Italian group's plan to increase the share of gas in its total hydrocarbon production and is expected to boost its earnings immediately, Eni said.
Eni's top executives told analysts that synergies initially indicated at $500 million could double and cash flow from operations (CFFO) could increase by $900 million next year.
"The geographic and operational overlap is striking, adding scale to Eni's Vaar Energy, bringing more gas production and carbon capture and storage (CCSU) opportunities to the remaining North Sea footprint, building on Eni's leading position in Algeria and deepening Eni's presence in offshore Indonesia," Eni's Chief Executive Claudio Descalzi said.
The acquisition would boost the outlook for the gas and LNG division, which last year was one of the drivers of the group's record earnings, and the potential for share buybacks to reward investors, Descalzi added.
Eni's head of gas division said in the conference call with analysts that the bulk of Neptune's existing gas contracts would expire in the next 12 months, giving the Italian group the possibility to integrate these within its portfolio.
The Neptune acquisition is part of a broader M&A strategy, which includes disposals, Eni's CEO said, suggesting that a stake in the group's low-carbon unit Plenitude and "mature" assets in the exploration and production businesses could be sold.
After the conference call, Eni's shares pared losses and were down 0.6%, in line with Milan's blue-chip index.
The transaction will strengthen Eni's gas division and boost the group's role as a supplier for Europe at a time when the bloc is still replacing the flows from Russia, analysts said.
"We would expect the acquisition to result in an upgrade to Eni's Gas & LNG division guidance over the medium term, given the acquisition will add four billion cubic meters (bcm) of supply to Eni along with the potential for synergies via access to additional pipeline capacity," said Royal Bank of Canada's Biraj Borkhataria in a report.
Eni, which is controlled by the Italian government, owns 63% of Vaar and is the main beneficiary of cash dividends from the Oslo-listed unit. Norway private equity fund HitecVision is a minority investor in Vaar.
VAAR STRENGTHENS AT HOME
Under the agreement, Eni will acquire Neptune's entire portfolio other than its operations in Germany and Norway.
The German operations will be carved out prior to the Eni transaction and the Norwegian operations will be acquired by Vaar directly from Neptune in a separate deal, the two groups said in a statement.
The part of Neptune that will go to Eni will have a value of around $2.6 billion including $500 million in net debt, while the Neptune Norway business will have an enterprise value of around $2.3 billion, the groups said.
Neptune's other operations are in Britain, the Netherlands, Algeria, Indonesia and elsewhere.
Vaar, which has bet heavily on exploration in the Arctic Barents Sea, said the deal would boost its position in the remote region, gaining a 12% stake in Hammerfest LNG, Europe's only large-scale production facility for liquefied natural gas.
The acquisition of Neptune's cash-generating Norwegian portfolio also further boosts Vaar's ability to pay dividends, Chief Executive Torger Roed told reporters.
"We are buying into a positive cash flow ... giving us enhanced distribution capacity," he said.
Neptune, which was advised by Rothschild on the deal, was formed in 2018 by China Investment Corporation (CIC), the Carlyle Group CG.O and CVC Capital Partners.
(Reuters - Additional reporting by Shadia Nasralla in London and Terje Solsvik in Oslo; editing by Alvise Armellini, Jason Neely, Simon Cameron-Moore, Philippa Fletcher and Emelia Sithole-Matarise)
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