Notice of Divestment of Upstream Interest in the Kaikias Field in the US Gulf of Mexico and Change to Designated Consolidated Subsidiary (Dissolution and Liquidation)

Dec. 14, 2023

Main Contents

Mitsui & Co., Ltd. ("Mitsui", Head Office: Tokyo, President and CEO: Kenichi Hori) has decided to divest all of its interests owned through MOEX North America LLC ("MOEX NA"), a wholly owned subsidiary of Mitsui, which currently holds 20% of the interest in the Kaikias field in the US Gulf of Mexico, to Shell Offshore Inc. ("Shell", wholly owned subsidiary of Shell plc), operator of the Kaikias field, as of December 13 (US time), and has signed an asset purchase and sale agreement (the "Transaction"). Mitsui has also decided that MOEX NA shall be dissolved and liquidated accordingly and will no longer be a designated consolidated subsidiary of Mitsui.

MOEX NA acquired 20% of the interest in the Kaikias field in December 2016 and has been continuing production activities together with Shell since May 2018. This divestment is to be carried out as part of Mitsui's strategy to reconfigure its business portfolio.

Mitsui is proactively improving its business portfolio to achieve both stable energy supply and climate change response. We will continue to strengthen the competitiveness of our earning base and contribute to enhanced quality of life, and sustainable development of society by further promoting upstream energy business as one of our main business domains.

1. Overview of Kaikias project

(1) Location Offshore approx. 100km south-south-east from New Orleans, Louisiana
(2) Shareholding Structure Shell (operator): 80%
MOEX NA: 20%
(3) Net Reserves approx. 12.7 MMBoe

2. Overview of the buyer

(1) Name Shell Offshore Inc.
(2) Location New Orleans, Louisiana, U.S.A.
(3) Description of business Subsidiary of Shell plc, an international energy company
(4) Major shareholders and ownership ratio Shell plc: 100%
(5) Relationship between Mitsui and the said company Capital relationship None
Personnel relationship None
Business relationship None

3. Overview of the Transaction

(1) Seller MOEX NA
(2) Buyer Shell
(3) Upstream assets 20% of 4 offshore lease blocks in the US Gulf of Mexico
(4) Sale price The price is not disclosed based on an agreement between the parties.
(5) Execution date December 13, 2023 (US time)
(6) Closing date December 13, 2023 (US time)

4. Overview of change to Mitsui's designated consolidated subsidiary

Please scroll horizontally to look at table below.

(1) Name MOEX NA
(2) Location Houston, Texas, U.S.A.
(3) Title and name of representative Tomohiro Sunada (CEO)
(4) Description of business Investment and asset management in Kaikias field
(5) Share capital USD 132,145 thousand (approx. JPY 19,161 million converted at a USD/JPY rate of 145)
(6) Date of establishment August 5, 2016
(7) Major shareholders and ownership ratio Mitsui: 100%
(8) Relationship between Mitsui and the said company Capital relationship MOEX NA is 100% owned by Mitsui
Personnel relationship Mitsui dispatches directors and employees to MOEX NA
Business relationship Mitsui grants guarantees for MOEX NA's contract performance
(9) Operating results and financial positions of the said company for the last three years
Converted at a USD/JPY rate of 145
Fiscal year ended December 2020 December 2021 December 2022
Total assets USD 346 mil
JPY 50,141 mil
USD 375 mil
JPY 54,347 mil
USD 451 mil
JPY 65,379 mil
Total shareholder's equity USD 291 mil
JPY 42,232 mil
USD 299 mil
JPY 43,302 mil
USD 355 mil
JPY 51,532 mil
Revenue USD 28 mil
JPY 3,996 mil
USD 114 mil
JPY 16,590 mil
USD 149 mil
JPY 21,578 mil
Operating income USD (4) mil
JPY (511) mil
USD 33 mil
JPY 4,821 mil
USD 82 mil
JPY 11,920 mil
Net income USD (4) mil
JPY (565) mil
USD 7 mil
JPY 1,070 mil
USD 57 mil
JPY 8,230 mil

5. Outlook

Mitsui will record a profit through the Transaction, which has been reflected in Mitsui's forecast for the fiscal year ending March 2024 announced on October 31, 2023. It is planned that MOEX NA will be dissolved and liquidated after completing the required procedures in compliance with local laws following the completion of the Transaction.


For inquiries on this matter, please contact

Mitsui & Co., Ltd.
Investor Relations Division
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Mitsui & Co., Ltd.
Corporate Communications Division
Telephone: +81-80-5912-0321
Facsimile: +81-3-3285-9819
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