Sapura Energy Bhd has agreed to sell its entire 50% stake in SapuraOMV Upstream Sdn Bhd, an exploration and production (E&P) unit, to TotalEnergies Holdings SAS for US$705.3 million (RM3.37 billion).

The transaction comprises US$530.3 million in cash and US$175 million in debt relief.

Through its subsidiary, Sapura Upstream Assets Sdn Bhd (SUA), Sapura Energy entered a conditional sale and purchase agreement (SPA) with TotalEnergies for the divestment.

SUA will receive the cash consideration of US$530.3 million (about RM2.53 billion), and Sapura Energy will be relieved of a US$175 million debt obligation related to a financing facility extended by OMV Exploration & Production GmbH (OMV E&P) to SapuraOMV.

Consequently, the total disposal consideration amounts to US$705.3 million.

The completion of the acquisition, subject to regulatory approvals and customary closing adjustments, is expected no later than the second half of 2025.

However, both Sapura Energy and TotalEnergies are committed to expediting the transaction's completion by year-end.

This divestment aligns with Sapura Energy's restructuring efforts to manage its debt and outstanding payables.

The net disposal proceeds, expected to result in a gain of approximately RM793 million, will primarily be used to settle amounts owing to Sapura Energy's relevant scheme creditors.

"We are pleased with the outcome of this divestment, which we believe is fair and equitable," said Sapura Energy group CEO Datuk Mohd Anuar Taib in a statemento.

"With full ownership of SapuraOMV, we are confident that TotalEnergies will provide the right focus to further develop the growth potential of its assets. This portfolio rationalisation marks our strategic shift away from the E&P business, as we enhance our core capabilities to deliver innovative solutions to the dynamic energy industry," he added.

Sapura Energy's remaining core business segments include engineering and construction, drilling, and operations and maintenance, supported by a collective order book of about RM6.6 billion.

Despite the divestment, SapuraOMV retains interests in block SK408 and block SK310 offshore Sarawak and holds exploration licenses across various strategic regions.