Woodside has broadened its strategic relationship with JERA through a transaction that involves three core elements: equity in the Scarborough Joint Venture; LNG offtake; and collaboration on opportunities in new energy and lower carbon services.(1)

Woodside has executed a binding sale and purchase agreement with JERA for the sale of a 15.1% non-operating participating interest in the Scarborough Joint Venture (JV) for an estimated total consideration of US$1,400 million.(2) This comprises the purchase price of approximately $740 million, and reimbursement to Woodside for JERA’s share of expenditure incurred from the transaction
effective date of 1 January 2022. Completion of the transaction is expected in the second half of 2024.

Woodside and JERA have also entered into a non-binding heads of agreement for the sale and purchase of six LNG cargoes on a delivered ex-ship basis per year for 10 years commencing in 2026 from Woodside’s global portfolio.

A non-binding agreement for new energy collaboration including potential opportunities in ammonia, hydrogen, carbon management technology and carbon capture and storage was also signed to support common decarbonisation ambitions.

Woodside CEO Meg O’Neill welcomed the broadened strategic relationship with JERA:
“Woodside welcomes Japan’s largest utility, JERA, into the Scarborough Joint Venture. This builds on a long history of collaboration, starting in 1989 with LNG sales from the North West Shelf to JERA’s parent companies Tokyo Electric and Chubu Electric.

“JERA’s participation in the Scarborough Joint Venture, which will also include LNG Japan, is a further demonstration of the importance of the project to Japanese customers and confidence in longterm demand.

“Scarborough is a world-class project which will provide reliable energy for our customers in the Asian region, including in Japan. LNG continues to be an important energy source for Japan and one which supports the country’s decarbonisation ambitions.

“In Australia, the Scarborough Energy Project will provide local jobs and contracting opportunities and deliver tax revenue to State and Federal Governments.

“We are also looking forward to exploring new energy and business opportunities alongside JERA. These have the potential to further our shared ambitions to develop new energy value chains between Australia and Japan.”

Yukio Kani, JERA Global CEO and Chair said:
“Solving the world's energy issues requires deep collaboration to tackle challenges one by one with reliable partners. I am grateful for the open and engaging dialogue I have had with Woodside CEO Meg O’Neill. I look forward to further developing
our relationship with Woodside, a global player in LNG, and to promote new initiatives to achieve decarbonisation.”

Completion of the Scarborough equity transaction is subject to conditions precedent including Foreign Investment Review Board approval, National Offshore Petroleum Titles Administrator approvals, Western Australian Government approvals and satisfaction of requisite financing approvals.

The transaction also includes an option for JERA to acquire a 15.1% non-operating participating interest in the Thebe and Jupiter fields as well as a non-binding agreement that outlines a long-term collaboration to pursue opportunities for additional feed gas and joint investment in offshore gas fields for future tieback to the Pluto LNG facility via Scarborough infrastructure. A non-binding agreement
has also been signed for Woodside to provide carbon management services to assist JERA to meet its obligations associated with its share of carbon emissions from the Scarborough Joint Venture.

Following completion of the sale of equity to JERA, Woodside will hold a 74.9% interest in the Scarborough Joint Venture and remain as operator.(3)

(1) Woodside uses the term ‘lower carbon services’ to describe technologies such as carbon capture, utilisation and storage (CCUS) or offsets that could be used by customers to reduce their net greenhouse gas emissions.
(2) The sale and purchase agreement is with JERA Scarborough Pty Ltd which is a wholly owned subsidiary of JERA Co., Inc.
(3) Woodside’s equity of 74.9% in the Scarborough JV is subject to completion of the transaction with LNG Japan announced on 8 August 2023, expected in the first quarter of 2024 as well as completion of the transaction with JERA expected in the second
half of 2024.