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Karoon has entered into a binding Sale and Purchase Agreement with Origin Energy Limited for the sale of the Company’s 40% equity interest in Browse Basin exploration permits WA-315-P and WA-398-P for up to $800 million.

Under the terms of the Agreement, the consideration payable to Karoon is structured as follows:

- An upfront cash payment of US$600 million payable upon Completion;

- A deferred cash payment of US$75 million payable on Final Investment Decision;

- A deferred cash payment of US$75 million payable on First Production;

- A deferred resource cash payment of up to US$50 million payable on First Production. Origin will pay US$5 million for every 100 BCFe of Independently Certified 2P reserves exceeding 3.25 Tcfe across the permits at the time of FID up to a maximum of US$50 million.

- In addition, Origin will be responsible for all costs associated with the current Pharos-1 exploration well, located in permit WA-398-P.

The Agreement remains subject to normal Joint Venture pre-emptive rights and regulatory approval, and is expected to complete during the third Quarter 2014.

Robert Hosking, Executive Chairman, said: “The Karoon Board has approved the sale of WA-315-P and WA-398-P to Origin for up to US$800 million. This is the culmination of approximately 12 months of negotiations with a number of international oil and gas companies. This Offer is a clear demonstration of the value created for Karoon’s shareholders by executing on the core business strategy.

“The subsequent balance sheet flexibility allows Karoon to pursue the planned near term high impact oil appraisal and exploration programmes in the Santos, Carnarvon and Tumbes Basins. Upon receipt of proceeds, Karoon will be in a position to advance the Kangaroo oil discovery toward development, pending a successful outcome from the Kangaroo-2 appraisal well.”