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WOODSIDE COMPLETES MERGER WITH BHP PETROLEUM


Woodside Energy Group Ltd (Woodside) and BHP Group Limited (BHP) have completed the merger of

Woodside with BHP’s oil and gas portfolio to create a global energy company.

Woodside has acquired the entire share capital of BHP Petroleum International Pty Ltd (BHPP) and

issued 914,768,948 new Woodside shares to BHP, which BHP will distribute to its eligible shareholders.

Woodside will receive net cash of approximately US$1 billion, which includes the cash remaining in the

BHPP bank accounts immediately prior to completion. This reflects $1.8 billion of net cash flows

generated by BHPP between the effective date of 1 July 2021 and completion, less $0.8 billion

representing BHP’s entitlement to cash dividends paid by Woodside over the same period.

All completion payment entitlements are subject to a customary post-completion review which may

result in an adjustment.

The new Woodside shares are expected to commence trading on the Australian Securities Exchange

(ASX) on 2 June 2022. Trading of Woodside American Depositary Shares on the New York Stock

Exchange is expected to commence on 2 June 2022. Trading of Woodside shares on the Main Market

for listed securities of the London Stock Exchange is expected to commence on 6 June 2022.

As a result of the merger, Woodside is a top 10 global independent energy company by hydrocarbon

production and the largest energy company listed on the ASX.1 The larger, more diversified portfolio is

expected to deliver significant cash flow to help fund committed projects, Woodside’s participation in

the energy transition and shareholder returns.

Woodside has commenced activities to integrate the two organisations, including standardisation of

reporting across all jurisdictions. The updated production guidance, reserves position and other related

information will be released in due course.

1 Woodside analysis of independent energy companies excludes government-backed national oil

companies, companies with free float less than 60%, major integrated oil and gas companies and

Canadian oil sands companies.

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Woodside’s net profit after tax for the first half of 2022 will incorporate the contribution of the BHPP

portfolio from completion and the accounting treatment of the BHPP portfolio will align with Woodside’s

policies.

Woodside CEO Meg O’Neill said completion of the merger was one of the most significant events in

Woodside’s 67-year history and marked the start of a new chapter for the company.

“Today, Woodside begins its journey as a global company, becoming a bigger supplier of the energy

that the world needs right now and will continue to demand in the future.

“The merger delivers a diverse portfolio of quality operating assets, plus a suite of growth opportunities

across oil, gas and new energy that promises ongoing value for our shareholders.

“We believe the completion of the merger will enable Woodside to play a more significant role in the

energy transition that is imperative as we respond to climate change while ensuring reliable and

affordable supplies of energy to a growing and aspirational global population.

“The merger combines the best of our two organisations, providing the leadership and technical

expertise necessary to help Woodside thrive in a dynamic and competitive industry.

“We are focused on unlocking pre-tax annual synergies of more than $400 million as we merge the two

businesses.

“It is exciting to welcome the BHP Petroleum team to Woodside Energy and start delivering on our

shared vision for the future,” she said.


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i hold BHP and WDS


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