Woodside Energy Group Ltd · ASX:WDS

Woodside Energy — Merger or Acquisition (April 2022)

21 slides from Woodside Energy's merger presentation, Apr 8, 2022

  1. Slide 1: ASX Announcement

    ASX Announcement Woodside Petroleum Ltd. ACN 004 898 962 Mia Yellagonga Friday, 8 April 2022 11 Mount Street Perth WA 6000 ASX: WPL Australia OTC: WOPEY T +61 8 9348 4000 www.woodside.com.au WOODSIDE AND BHP PETROLEUM MERGER INVESTOR PRESENTATION Attached is a presentation summarising the strategic

  2. Slide 2: Woodside and BHP Petroleum Merger Investor Presentation

    WOODSIDE AND BHP PETROLEUM MERGER INVESTOR PRESENTATION 8 April 2022 www.woodside.com.au investor@woodside.com.au

  3. Slide 3: Disclaimer, important notes and assumptions

    Disclaimer, important notes and assumptions Transaction and presentation of information on a pro forma, post-merger basis publications and third party studies is reliable, Woodside has not independently verified the market and industry data obtained from these third party sources. • The proposed com

  4. Slide 4: Disclaimer, important notes and assumptions

    Disclaimer, important notes and assumptions Forward looking statements (continued) Key assumptions • You should be aware that those statements and any assumptions on which they are based are only The following assumptions apply to information in this presentation unless stated otherwise. opinions an

  5. Slide 5: All-stock merger of Woodside and BHP Petroleum

    All-stock merger of Woodside and BHP Petroleum Shareholder materials Provides information on items of business to be considered at the Annual General Meeting Shareholder vote1 Shareholder vote to approve the Merger 19 May 2022 Seek approval for the issue of Explanatory Memorandum shares Provides inf

  6. Slide 6: Transaction and distribution mechanics

    Transaction and distribution mechanics 1 SHARE CONSIDERATION ~A$ 63 billion Market capitalisation4 914,768,948 New Woodside Shares issued to BHP, with subsequent distribution to BHP shareholders1 400+ BHP Shareholders receive ~0.1807 new Woodside shares per BHP share2 $ Pro forma equity ownership of

  7. Slide 7: Merger strategic rationale

    Merger strategic rationale Explanatory Memorandum page 9 CASH SHAREHOLDER PORTFOLIO GENERATION RETURNS AND DEVELOPMENT ENERGY SYNERGIES AND QUALITY AND BALANCE CAPITAL OPTIONALITY TRANSITION VALUE SHEET DISCIPLINE LEADERSHIP CREATION Supports superior Strong growth Expected to unlock Complementary,

  8. Slide 8: International asset portfolio

    International asset portfolio Explanatory Memorandum page 10 193 Senegal ~ Sangomar MMboe 2021 production1 Top 10 Houston East coast Australia Global independent producer2 Bass Strait Gulf of Mexico 10.3 Shenzi | Wildling | Atlantis | Mad Dog Mtpa LNG production3 Perth Mad Dog 2, Sangomar, Shenzi No

  9. Slide 9: Diversified, large-scale, low-risk portfolio

    Diversified, large-scale, low-risk portfolio Explanatory Memorandum page 11 Balanced product mix (2021 production)1 Attractive conventional portfolio in low-risk jurisdictions2 Greater conventional production (%) 95% OECD LNG (46%) Western East coast LPG, NGLs Oil and 100% conventional Australia Aus

  10. Slide 10: Strong reserves position and sustained production

    Strong reserves position and sustained production Explanatory Memorandum pages 11 and 12 Proved plus Probable Best Estimate Contingent Production profile by December 20212 (2P) Developed and (2C) Resources1 Undeveloped Reserves1 Optionality for other growth projects including Trion and Calypso 8,373

  11. Slide 11: Resilient cash flow profile

    Resilient cash flow profile Explanatory Memorandum page 12 Operating cash flow profile3 CASH FLOW 12 Supports funding of Scarborough, Sangomar, Mad Dog 2, Shenzi 10 North and other growth projects 8 Net operating $ billion 6 cash flow 12 6 >$ >$ 4 BHP Petroleum billion billion 2 Woodside 0 Operating

  12. Slide 12: Shareholder returns through continued capital discipline

    Shareholder returns through continued capital discipline Explanatory Memorandum page 13 Merged entity dividend policy based on OIL GAS NEW ENERGY NPAT with minimum 50% payout ratio OFFSHORE PIPELINE LNG DIVERSIFIED Additional opportunities to provide returns Generate high returns to fund diversified

  13. Slide 13: Focused growth opportunities competing for capital

    Focused growth opportunities competing for capital Explanatory Memorandum page 14 Gulf of Mexico tiebacks to existing infrastructure Portfolio evaluation considerations1 Opportunity evaluation considerations1 Oil opportunities Free cash Funding Emissions Strategic Payback EPS IRR/NPV Risk Breakeven

  14. Slide 14: Increased capacity to navigate the energy transition

    Increased capacity to navigate the energy transition Explanatory Memorandum pages 13 and 14 30% Net zero Equity emissions 15% aspiration by reduction targets 2 by 2025 by 2030 2050 Existing emissions reduction targets expected to apply to the merged entity Merged Group’s net equity Scope 1 and 2 gre

  15. Slide 15: Expected pre-tax annual synergies of US$400+ million

    Expected pre-tax annual synergies of US$400+ million Explanatory Memorandum pages 15 and 59-60 Expected pre-tax annual synergies and value creation categories (real term 2022) Significant reduction in executive level Consolidate third party spend and rationalise information positions and management

  16. Slide 16: Risks and reasons not to vote for the Merger

    Risks and reasons not to vote for the Merger Explanatory Memorandum page 9, pages 15-16 and pages 86-108 1 You may not agree with the recommendation of the Woodside Board and/or the conclusion of the Independent Expert • Notwithstanding the unanimous recommendation of the Woodside Board and the conc

  17. Slide 17: Merger strategic rationale

    Merger strategic rationale Explanatory Memorandum page 9 CASH SHAREHOLDER PORTFOLIO GENERATION RETURNS AND DEVELOPMENT ENERGY SYNERGIES AND QUALITY AND BALANCE CAPITAL OPTIONALITY TRANSITION VALUE SHEET DISCIPLINE LEADERSHIP CREATION Supports superior Strong growth Expected to unlock Complementary,

  18. Slide 18: Additional information for US investors

    Additional information for US investors Disclosure of reserve information and cautionary note to US investors No offer or solicitation • Unless expressly stated otherwise, all estimates of oil and gas reserves and contingent resources disclosed in • This communication relates to the proposed Transac

  19. Slide 19: Notes to petroleum resource estimates

    Notes to petroleum resource estimates 1. Unless otherwise stated, all petroleum resource estimates in this presentation are expressed on a 4. Woodside reports its reserves net of the fuel and flare required for production, processing and pro forma, post-merger basis as a combination of (by arithmeti

  20. Slide 20: Glossary

    APPENDIX Glossary $, $m, $B US dollar unless otherwise stated, millions of dollars, billions of dollars Last Practicable Date 24 March 2022 LNG Liquefied natural gas ADSs or American Depositary Shares American depositary shares LPG Liquefied petroleum gas A$, AUD Australian dollar Meeting The Woodsi

  21. Slide 21: Head Office: Woodside Petroleum Ltd

    Head Office: Woodside Petroleum Ltd Mia Yellagonga 11 Mount Street Perth WA 6000 Postal Address: GPO Box D188 Perth WA 6840 Australia T: +61 8 9348 4000 F: +61 8 9214 2777 E: companyinfo@woodside.com.au Woodside Petroleum Ltd ABN 55 004 898 962 woodside.com.au

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