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M&A and Subsidiary Changes1662Japan Petroleum Exploration Co.,Ltd.Energy Resources

Notice Regarding the Acquisition of U.S. Tight Oil and Gas Assets and the Change in a Consolidated Subsidiary (Sub-subsidiary)

Japan Petroleum Exploration Co., Ltd. decided to acquire all equity interests in 4 companies holding tight oil and gas assets in the United States through its U.S. subsidiary and make them consolidated subsidiaries. The acquisition price is approximately US$320 million, and completion is scheduled for the third quarter of the fiscal year ending March 2027.

Worth reading
66In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
3.2
US$100 million
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of Tight Oil and Gas Assets in Connection with the Acquisition of Equity Interests in Fundare Companies
CounterpartyFundare Resources Company HoldCo, LLC
Disclosing companyJapan Petroleum Exploration Co.,Ltd.
Fundare Resources Operating Company, LLC, Fundare Redtail, LLC, Rangeview Resources Operating Company, LLC, Rangeview Green River, LLCVoting rights ownership percentageNumber of shares acquired All equity interests in the 4 Fundare companies (100%). The number of voting rights is not disclosed.

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Oil and natural gas exploration, development and production in the United States

Location Colorado, United StatesShare capital An LLC has no concept of stated capital, and capital contributions are not recognized as stated capital.Date of incorporation Fundare Resources Operating Company, LLC 20 August 2020 / Fundare Redtail, LLC 22 July 2021 / Rangeview Resources Operating Company, LLC 5 May 2022 / Rangeview Green River, LLC 5 May 2022
Net SalesUS$96,656,731 (fiscal year ended December 2025)
Net income for the current fiscal yearUS$20,609,311 (fiscal year ended December 2025)
Net assetsUS$149,862,453 (fiscal year ended December 2025)
Consideration and expenses
Acquisition priceApproximately US$320 million (total for the 4 Fundare companies)
Type of ConsiderationCash
Funding arrangementsExpected to be funded with Peoria's own funds and reserve-based lending (RBL) secured by proved reserves
Impact on Business Performance

The transaction is expected to contribute to the Company's consolidated results from the fourth quarter of the fiscal year ending March 2027. The Company expects the acquisition of the equity interests to contribute approximately ¥1 billion-plus to operating income in the current fiscal year and approximately ¥15 billion to operating income for the fiscal year ending March 2028. The impact has already been incorporated into the consolidated earnings forecast for the fiscal year ending March 2027.

Procedures and assumptions
Conditions Precedent to ExecutionCompletion of the prescribed procedures
This transaction
ItemDetails
Transaction nameAcquisition of Tight Oil and Gas Assets in Connection with the Acquisition of Equity Interests in Fundare Companies
Counterparty nameFundare Resources Company HoldCo, LLC
Name of the Subject CompanyFundare Resources Operating Company, LLC, Fundare Redtail, LLC, Rangeview Resources Operating Company, LLC, Rangeview Green River, LLC
Business Description of the Subject CompanyOil and natural gas exploration, development and production in the United States
Location of the Subject CompanyColorado, United States
Capital Stock of the Subject CompanyAn LLC has no concept of stated capital, and capital contributions are not recognized as stated capital.
Date of Establishment of the Subject CompanyFundare Resources Operating Company, LLC 20 August 2020 / Fundare Redtail, LLC 22 July 2021 / Rangeview Resources Operating Company, LLC 5 May 2022 / Rangeview Green River, LLC 5 May 2022
Net Sales of the Subject CompanyUS$96,656,731 (fiscal year ended December 2025)
Net Income of the Subject CompanyUS$20,609,311 (fiscal year ended December 2025)
Net Assets of the Subject CompanyUS$149,862,453 (fiscal year ended December 2025)
Acquisition priceApproximately US$320 million (total for the 4 Fundare companies)
Type of ConsiderationCash
Number of shares acquiredAll equity interests in the 4 Fundare companies (100%). The number of voting rights is not disclosed.
Voting rights ownership percentageBefore 0% → after 100%
Funding arrangementsExpected to be funded with Peoria's own funds and reserve-based lending (RBL) secured by proved reserves
Impact on Business PerformanceThe transaction is expected to contribute to the Company's consolidated results from the fourth quarter of the fiscal year ending March 2027. The Company expects the acquisition of the equity interests to contribute approximately ¥1 billion-plus to operating income in the current fiscal year and approximately ¥15 billion to operating income for the fiscal year ending March 2028. The impact has already been incorporated into the consolidated earnings forecast for the fiscal year ending March 2027.
Date of board resolution6 August 2026
Contract Date6 August 2026 (scheduled, local time)
Execution Date / Effective DateThird quarter of the fiscal year ending March 2027 (scheduled)
Conditions Precedent to ExecutionCompletion of the prescribed procedures
Items this document does not state (12)
Operating Profit of the Subject CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial CommitteeManagement structure after acquisition

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The assets to be acquired are located near the Verdad assets acquired in February 2026. The proximity is expected to enable efficient development, reduce costs as the business expands, increase production and improve profitability.

How to read this page

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Acquisition of U.S. Tight Oil and Gas Assets and the Change in a Consolidated Subsidiary (Sub-subsidiary) | Japan Petroleum Exploration Co.,Ltd. (1662) timely disclosure | Komori