ADNOC Distribution to Acquire Shell Downstream South Africa

ADNOC Distribution has entered into a definitive agreement to acquire 100% of the share capital of Shell Downstream South Africa (SDSA) for an implied enterprise value of approximately $1 billion (subject to net debt and working capital adjustments). The deal is expected to close in 2027, subject to customary regulatory and other conditions precedent. After completion, ADNOC Distribution plans to sell a 28% stake in SDSA to a local empowerment partner and an Employee Stock Option Plan (ESOP), and will enter into a long-term brand licensing agreement to retain the Shell brand for retail service stations and lubricants in South Africa.