19 September 2019
Petrofac sells remaining 51% of Mexican operations
Petrofac Limited (“Petrofac”) announces that it has today signed an agreement to sell its remaining 51% interest in its operations in Mexico(1)(2), including Santuario, Magallanes and Arenque, to Perenco (Oil & Gas) International Limited (“Perenco”). The terms of the transaction are substantially the same as the sale of a 49% non-controlling interest to Perenco in October 2018. The transaction is subject to regulatory approval and is expected to complete in 2020.
Under the terms of the agreement, Petrofac will receive an initial US$37.5 million upon signing and a further minimum payment of US$82.5 million upon completion. The total consideration of up to US$276 million comprises a fixed amount and a series of contingent amounts that depend upon future milestones, including field development, commercial, service contract transition and fiscal terms, and is subject to the level of achievement of the milestones above. Proceeds from the sale will be used to reduce gross debt.
Petrofac’s Group Chief Executive, Ayman Asfari said: “This disposal reinforces our position as a capital-light business and represents further progress in our stated strategy to enhance returns. We are proud of the work we have done since 2011 to enhance production from our operations in Mexico and, in particular, of the country’s first ever contract migration, which we achieved for the Santuario field in partnership with Pemex and the Mexican authorities.”
Perenco CEO, Mr Benoit de la Fouchardière, said: “The signing of this agreement to acquire the remaining shares in Petrofac’s Mexico operations marks another strategic move for Perenco which will allow us to accelerate the deployment of our expertise in relation to the Santuario, Magallanes and Arenque assets. We believe that our unique know-how will significantly enhance the production and value of these mature fields and allow us to address all the associated challenges.”
“Through our daily performance and the full commitment and support of the Perenco team we will demonstrate to the State company Pemex that we are the clear partner of choice for the future of these types of mature assets.”
- This transaction will be effected by the sale of Petrofac’s remaining 51% interest in Petrofac Netherlands Holding B.V., which indirectly holds the Santuario Production Sharing Contract, the Magallanes Production Enhancement Contract (a tariff-per-barrel-based service contract) and the Arenque Production Enhancement Contract.
- The gross assets being disposed of had a carrying amount of US$666 million at 31 December 2018. The net assets being disposed of had a carrying amount of US$548 million at 31 December 2018. Related non-controlling interest as at 31 December 2018 stood at $266 million. The assets being disposed of made an underlying business performance profit of US$2 million for the year ended 31 December 2018 (51% share equals approximately US$1 million).
- The uncertainty surrounding the Mexican Energy Reform programme is expected to result in a small non-cash impairment charge. An impairment charge will take into account, inter alia, management’s assessment of the fair value of contingent consideration, which will include an assessment of future Production Enhancement Contract transitions.