Orrick Advises Kistos Holdings plc on Acquisition of Mime Petroleum A.S.

We advised Kistos Holdings plc (LSE: KIST) ("Kistos"), the low carbon intensity hydrocarbon producer pursuing a strategy to acquire assets with a role in energy transition, on its conditional agreement to acquire 100% of the outstanding share capital of Mime Petroleum A.S. ("Mime") from Mime Petroleum S.a.r.l..

Mime is an oil & natural gas company based in Oslo, Norway, focused on development and production projects on the Norwegian Continental Shelf.

The consideration for the transaction is US$1 plus the issue of up to 6 million warrants exercisable into new Kistos ordinary shares at a price of 385p each. Following the repayment of certain debt of Mime, the enlarged group will assume the remaining US$225 million. A payment to Mime's bondholders of up to US$45 million in 2025 is contingent on certain operational milestones being achieved. Completion of the transaction is conditional on receiving customary regulatory approvals.

The Orrick team was led by Ed Lukins and included Ed Dyson and Charlotte Osborne.