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Shell sells North West Shelf stake to ADNOC's XRG for US$1.45bn

The Abu Dhabi group takes its first position in Australian LNG as Shell exits a founding stake in the country's oldest export project.

M&A News deals deskEnergy / LNG · Australia, Asia-Pacific3 Nov 2026

Shell has agreed to sell its 16.67% interest in Australia's North West Shelf (NWS) project to XRG, the international investment company of ADNOC, for a base consideration of US$1.45bn plus a contingent payment, the two sides said on 3 November 2026.

Why XRG P.J.S.C. (ADNOC) is buying Shell's 16.67% interest in the North West Shelf project

Shell said the sale realises value from a mature, non-operated asset as NWS moves towards a third-party toll-processing model, letting it focus on advantaged integrated gas positions. XRG said the project, with 14.3m tonnes a year of liquefaction capacity and 4.4 trillion cubic feet equivalent of remaining resources, brings it closer to Asia-Pacific demand markets.

“This agreement reflects our commitment to disciplined capital allocation and portfolio choices”Cederic Cremers, Integrated Gas President, Shell

Deal terms and financing

Shell Australia Pty Ltd is selling to wholly owned subsidiaries of XRG P.J.S.C. for US$1.45bn, subject to customary adjustments, plus an additional milestone-linked contingent payment. The interest includes associated upstream interests, pipeline and midstream infrastructure, and participating interests in related titles and project companies.

Regulatory approvals and timing

The transaction has an effective date of 1 January 2026 and is expected to close in 2027, subject to several conditions precedent, including regulatory approvals.

Market context

The NWS project in Western Australia, operated by Woodside, is Australia's first LNG development and has run for more than 40 years. Its other partners include Chevron, BP, MIMI and CNOOC. Shell keeps a large Australian presence through QGC, Prelude FLNG, Crux, Arrow Energy and Gorgon.

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