Maurel & Prom advances acquisition of Wentworth Resources with key agreement

Etablissements Maurel & Prom S.A. (“M&P”) has recently updated on its significant acquisition of Wentworth Resources Plc (“Wentworth”), a pivotal move in the energy sector. Announced on 5 December 2022, the acquisition has now taken a positive step forward with M&P’s signing of a crucial agreement with the Tanzania Petroleum Development Corporation (“TPDC”), facilitating the completion of this strategic transaction.

This partnership is structured as a ‘call option’ for TPDC, enabling it to potentially increase its ownership by up to 20% in the production interest. M&P has received the necessary pre-emption waiver from TPDC and Tanzanian government approval for the acquisition. Now, only the final consent from Tanzania’s Fair Competition Commission (“FCC”) is awaited, expected before the Jersey Court sanction hearing.

The acquisition process, to be implemented as a scheme of arrangement under the Jersey Companies Law, is set for a court sanction hearing on 19 December 2023. Following this, M&P will acquire Wentworth and its 31.94% interest in Mnazi Bay.

Subsequent to the closing of the acquisition, TPDC is expected to execute the Call Option, resulting in M&P holding a 60% ownership and TPDC holding a 40% stake in Mnazi Bay. The joint operating agreement will be amended to reflect the new partnership conditions and allow TPDC secondees to participate in the Mnazi Bay field operations.

The acquisition is funded by the £63 million placed in escrow as announced earlier. Upon executing the Call Option, TPDC will contribute its share of the acquisition consideration, with Wentworth’s cash balance and winding-down costs shared between M&P and TPDC.

Olivier de Langavant, CEO of M&P, commented on the partnership with TPDC, highlighting the mutual benefit of the next development phase at Mnazi Bay. The acquisition, approved by Wentworth Shareholders in February 2023, marks a significant expansion of M&P’s operations and its commitment to Tanzania’s natural gas sector. This strategic move not only enhances M&P’s market presence but also contributes significantly to the growth and development of Tanzania’s energy resources.