BREAKING: Enauta and 3R alignment merger; The co-production is almost brio

Enauta and 3R Petroleum have just announced that they have reached an agreement to combine their businesses, in an accelerated deal that values ​​direct synergies at US$1.5 billion and which creates a new consolidator in the oil sector.

The signing of the Memorandum of Understanding (MOU) comes just one week after Enauta sent a letter to the 3R Board of Directors proposing the deal. The memorandum of understanding guarantees exclusivity in negotiations for a period of 30 days, extendable for another 30 days.

Efforts have already begun, with teams from both sides making pitch presentations.

The exchange rate proposed by Inota in the letter did not change during the negotiations. In other words, the merger will give 53% of the combined company to 3R shareholders; Enata shareholders will retain 47%.

Enauta and 3R also signed an agreement with Maha Energy – the Stockholm Stock Exchange-listed oil company that has Starboard as a reference shareholder. Under the agreement, Maha undertakes to sell the combined company its 15% stake in 3R Offshore, which owns the Peroá and Papa-Terra fields.

In exchange for these assets, Maha will receive 2.17% of the new company's capital, bringing its final share to 4.5%. Maha already had a direct stake in 3R.

After the merger, the largest shareholders in the new company will be Bradesco, with 9% of the capital, Jeff, with 7.6%, the Gerdau and Quiroz Galvão families, with about 6% each, and Maha.

The new company generates a daily production of more than 86 thousand barrels this year and 120 thousand barrels in 2025 with the fields. Wild that it Navy. For comparison purposes, Brio's production is about 88 thousand barrels per day.

2P's reserves will exceed 700 million barrels, and the new company generated leverage of just 1.4x EBITDA, given that Enauta has net cash, and 3R, net debt of US$1.4 billion.

A source close to both companies said that given its sound capital structure, the new company could become a strong dividend payer.

According to this source, the CEO of the new company will be Decio Odoni, who heads Enauta, however Higher Management The company will be a mix of executives from 3R and Enauta. The board will be split evenly between 3R and Enauta, however president It will be someone from the 3R side.

Itaú and BTG are advising 3R on the deal.

Enauta does not have a financial advisor.

Pedro Arbex