Participation in the Freeport LNG Project in Texas, U.S.A.

Japan Petroleum Exploration Co., Ltd. (JAPEX) announces that its Board of Directors approved a resolution to participate in the "Freeport LNG Project" (hereinafter "the project") in Texas, U.S.A., through the acquisition of a 15% equity interest in Gulf Coast LNG Holdings LLC (GCLH), a sub-subsidiary of JERA Co., Inc. (JERA), today. 

1. Outline of the project

(1) Outline of the project

The project liquefies natural gas procured from the U.S. gas market at the liquefied natural gas (hereinafter "LNG") production facilities near Freeport, Texas, U.S.A., and exports it outside the U.S.A. The operating company for the project is Freeport LNG Development, L.P. (FLNG).

JAPEX and JERA have agreed that JAPEX will acquire a 15% equity interest in GCLH from JERA Americas Inc. (JERA Americas) through JAPEX's overseas consolidated subsidiary, JAPEX (U.S.) Corp. (JUS). In addition to the operation of liquefaction and processing facilities already in service (three trains in total, with an annual production capacity of approximately 15.45 million tons), the project will also develop new LNG business, including plans for the expansion of the fourth train.

(2) Acquisition Amount

The consideration for the acquisition of a 15% equity interest in GCLH by JUS is approximately US$380 million, and closing of the purchase agreement is expected in June 2024.

After completion of the acquisition, JUS will apply the equity method to GCLH. 

2. Reasons for the participation in the project

In the "JAPEX Management Plan 2022-2030" formulated in March 2022, JAPEX has set the expansion of profits in the Infrastructure/Utilities (I/U) field as one of priority goals in order to establish a profit structure that is less susceptible to changes in the external environment, such as oil price fluctuations. As part of this effort, JAPEX has been studying the possibility of entering into overseas LNG supply infrastructure projects.

Through JAPEX's participation in the project, JAPEX intend to secure long-term stable cash flow in the U.S.A, where country risk is low, and to further expand our earnings through future facility expansion. 

3. Outline of the counterparty of the acquisition of the equity interest

(1)   Corporate Name

JERA Americas Inc.

(2)   Head Office

Texas, U.S.A.

(3)   Representative

Chief Executive Officer, Steve O'Rourke

(4)   Business Activities

Integration of power generation and fuel business in the U.S.A.

(5)   Capital

0USD

(6)   Date of Establishment

August 5, 2004

(7)   Shareholder

JERA Americas Holdings Inc.

100%

(8)   Relationship between the listed company and the company concerned

Capital Relationships

Not applicable.

Personal Relationships

Not applicable.

Business Relationships

Not applicable.

Related Party Status

Not applicable.

※JERA Americas is a privately held U.S. company, and based on the confidentiality agreement with JERA Americas, "Net Assets" and "Total Assets" are not disclosed. 

4. Outline of the counterparty of the equity interest to be acquired in connection with the acquisition of the equity interest of 3.

(1)   Corporate Name

Gulf Coast LNG Holdings LLC

(2)   Head Office

Texas, U.S.A.

(3)   Representative

Chief Executive Officer of JERA Americas Inc., Steve O'Rourke

(4)   Business Activities

Ownership of FLNG interests

(5)   Date of Establishment

January 6, 2022

(6)   Shareholder

JERA Americas Inc.

100%

(7)   Relationship between the listed company and the company concerned

Capital Relationships

Not applicable.

Personal Relationships

Not applicable.

Business Relationships

Not applicable.

Related Party Status

Not applicable.

※GCLH is a privately held U.S. SPC, and "Capital" and "Operating results and financial position of the company for the past three years" are not disclosed due to confidentiality obligations with related parties of GCLH's investments. 

5. Outline of the subsidiary

Corporate Name

JAPEX (U.S.) Corp.

Head Office

Texas, U.S.A.

Representative

President, Tetsuo Fukuhara

Business Activities

Exploration, development and production of petroleum resources in the United States

Capital

USD 191 million

6. Schedule

(1)     Date of Board of Directors' resolution

May 30, 2024

(2)     Execution of Sales and Purchase Agreement (SPA)

June 10, 2024 (schedule)

7. Outlook

The impact of this transaction on the consolidated financial results for the full fiscal year ending March 31, 2025, is currently under scrutiny and will be promptly announced if any matter requiring disclosure arises in the future.

The equity-method investment income from the project is expected to be approximately more than one billion yen per year for the time being, and on and after the 2030s, it is expected to be approximately several billions of yen per year, subject to the realization of the plans for the expansion of the fourth train.

Please note that the information in the news is as of the announcement date and may be subject to change without notice.

Contact: +81-3-6268-7110 (Media Relations) / +81-3-6268-7111 (Investor Relations) / +81-3-6268-7000 (Other in general)

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