Santos Confirms XRG Consortium Pulls $18.7 Billion Takeover Bid

By David Winning

SYDNEY--Santos confirmed that a consortium led by Abu Dhabi National Oil Co. has abandoned a $18.7 billion takeover offer, highlighting disagreements over terms given the length of time it could take for a deal to complete.

Santos said it was informed by the consortium fronted by Adnoc unit XRG of its intention to withdraw the indicative bid on Wednesday evening. The Australian company had signaled it would have recommended its shareholders support an offer worth US$5.626 a share.

Investors appeared to be skittish about the fate of a deal that would have ranked among the largest in the energy sector this year. Santos's shares had jumped when the consortium's offer was made known in June, but settled at a significant discount to the bid price.

Market concerns rested in part on the deal being opposed by Australia's competition regulator and Treasurer, who would be required to decide whether it was in the country's national interest given Santos owns energy infrastructure including pipelines.

Santos acknowledged those hurdles in its regulatory filing on Thursday confirming the deal is off.

"The XRG Consortium would not agree to acceptable terms which protected the value of the potential transaction for Santos shareholders, having regard to the likely extended timeframe to completion and the regulatory risk associated with the transaction," Santos said.

Santos, Australia's second-largest oil and natural gas company, said there was also a disagreement over how to allocate risk between the consortium and its own shareholders.

XRG said late Wednesday that it wouldn't proceed with the offer, citing terms demanded by Santos's board.

Write to David Winning at david.winning@wsj.com

(END) Dow Jones Newswires

September 17, 2025 18:48 ET (22:48 GMT)