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Woodside Energy (WDS) exercises pre-emption to lift Browse JV stake to 41.27%

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Rhea-AI Filing Summary

Woodside Energy Group Ltd has exercised its pre-emption right to acquire PetroChina International Investment (Australia) Pty Ltd’s 10.67% participating interest in the Browse Joint Venture, matching the terms of PetroChina’s agreed sale to a subsidiary of INPEX CORPORATION.

The Browse resource is described as Australia’s largest undeveloped conventional gas resource, with potential production of 11.4 million tonnes per annum of LNG, LPG and domestic gas. After completion, and assuming no other joint venture participant also pre-empts, Woodside’s equity interest in the Browse Joint Venture will rise to 41.27%. Woodside positions this as a disciplined, capital-efficient way to support its proposed Browse to North West Shelf integrated development concept, which it expects could deliver long-term cash flow potential and wider economic benefits. The acquisition is subject to customary conditions precedent, including regulatory approvals.

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Insights

Woodside increases its stake in a major undeveloped gas project, reinforcing long-term growth options.

Woodside is exercising a pre-emption right to acquire a 10.67% stake in the Browse Joint Venture, taking its interest to 41.27% if no other party pre-empts. Browse is described as Australia’s largest undeveloped conventional gas resource, with potential output of 11.4 million tonnes per annum of LNG, LPG and domestic gas.

The company frames this as part of an integrated “Browse to North West Shelf” concept, which it expects could generate strong shareholder returns and long-term cash flows, subject to technical, commercial and regulatory work. The transaction follows other interest in Browse, including the CNPC/INPEX Transaction and bp’s announced transaction with GS Energy, which Woodside cites as reinforcing the resource’s scale and quality.

The acquisition remains subject to customary conditions precedent, including regulatory approvals, and any final investment decision will be made under Woodside’s capital allocation framework. Future disclosures on regulatory outcomes and development decisions will be important for understanding how and when this option translates into production and cash flow.

Pre-empted JV interest 10.67% participating interest Stake in the Browse Joint Venture acquired from PetroChina entity
Potential production 11.4 million tonnes per annum Potential LNG, LPG and domestic gas from Browse resource
Post-deal Browse JV equity 41.27% interest Woodside equity in Browse Joint Venture after completion, absent other pre-emption
Form type Form 6-K Report of foreign private issuer for June 2026
pre-emption right financial
"Woodside has given notice exercising its right to pre-empt the sale"
Browse Joint Venture financial
"participating interest in the Browse Joint Venture (BJV) to a subsidiary"
conditions precedent regulatory
"Woodside’s acquisition remains subject to customary conditions precedent, including regulatory approvals."
Conditions precedent are the specific tasks, approvals, or facts that must be satisfied before a contract or transaction becomes effective or a payment is made. Think of them as a checklist you must complete before turning the key on a new machine; if items are missing the deal can be delayed, renegotiated, or canceled. Investors watch these conditions because they determine timing, completion risk, and whether expected benefits will actually occur.
capital allocation framework financial
"Any investment decision will be made in accordance with Woodside’s capital allocation framework."
A capital allocation framework is a set of guiding principles that a company uses to decide how to distribute its financial resources among various needs, such as investing in growth, paying dividends, or reducing debt. It helps ensure that the company's money is used efficiently to create value over time. For investors, understanding this framework offers insight into how a company plans to grow and manage its finances sustainably.
integrated development concept financial
"provides the basis for an integrated development concept that Woodside expects"
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FAQ

What transaction did Woodside Energy Group (WDS) announce regarding the Browse Joint Venture?
Woodside exercised its pre-emption right to acquire PetroChina International Investment (Australia) Pty Ltd’s 10.67% participating interest in the Browse Joint Venture, matching the terms of PetroChina’s agreed sale to an INPEX subsidiary, subject to customary conditions precedent including regulatory approvals.

How will Woodside’s interest in the Browse Joint Venture change after this acquisition?
Assuming no other joint venture participant also exercises pre-emption rights, Woodside’s equity interest in the Browse Joint Venture will increase to 41.27% after completion, giving the company a larger upstream position in what it describes as a major undeveloped conventional gas resource.

How large is the Browse gas resource mentioned by Woodside Energy (WDS)?
Browse is described as Australia’s largest undeveloped conventional gas resource, with potential production of 11.4 million tonnes per annum of LNG, LPG and domestic gas, positioned off the west coast of Australia to serve Asia Pacific LNG demand and Western Australia’s domestic gas needs.

Why does Woodside see the Browse to North West Shelf concept as important for shareholders?
Woodside states that combining its interest in the Browse resource with North West Shelf onshore infrastructure under an integrated development concept could deliver strong returns across the value chain and provide long-term cash flow potential, alongside broader economic benefits for Western Australia and the nation.

What conditions still need to be satisfied before Woodside’s Browse acquisition is completed?
Woodside notes that the acquisition is subject to customary conditions precedent, including regulatory approvals. The company also emphasises that any eventual investment decision on the proposed Browse to North West Shelf development will follow its established capital allocation framework.

How does Woodside describe current industry interest in the Browse resource?
Woodside highlights current levels of interest in Browse, citing both the CNPC/INPEX Transaction and bp’s announced transaction with GS Energy, and says these transactions reinforce the quality and scale of the Browse resource as a significant growth option.
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2026

Commission File Number: 001-41404

 

 

Woodside Energy Group Ltd

(ABN 55 004 898 962)

(Registrant’s name)

 

 

Woodside Energy Group Ltd

Mia Yellagonga, 11 Mount Street

Perth, Western Australia 6000

Australia

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☑   Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 
 

EXHIBIT INDEX

 

Exhibit No.

   

Description

99.1    A copy of the registrant’s ASX Announcement, dated June 12, 2026, entitled “Woodside exercises Browse pre-emption right”.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: June 12, 2026

 

WOODSIDE ENERGY GROUP LTD
By:   /s/ Damien Gare
 

Damien Gare

Corporate Secretary

Exhibit 99.1

 

 

Announcement

 

12 June 2026

   

LOGO

 

Woodside Energy Group Ltd

ACN 004 898 962

Mia Yellagonga

11 Mount Street

Perth WA 6000

Australia

T +61 8 9348 4000

www.woodside.com

 

ASX: WDS

NYSE: WDS

WOODSIDE EXERCISES BROWSE PRE-EMPTION RIGHT

Woodside has given notice exercising its right to pre-empt the sale of PetroChina International Investment (Australia) Pty Ltd’s (CNPC) 10.67% participating interest in the Browse Joint Venture (BJV) to a subsidiary of INPEX CORPORATION (CNPC/INPEX Transaction).

The terms of Woodside’s acquisition will reflect those of the CNPC/INPEX Transaction, including:

 

  •  

Payment to CNPC of US$225 million plus reimbursement of CNPC’s BJV cash call contributions made between 30 June 2025 and the completion date; and

 

  •  

Contingent payment to CNPC of US$175 million upon the BJV taking a final investment decision for the development of all of the Brecknock, Calliance and Torosa fields on or prior to 30 June 2032.

The Browse resource is Australia’s largest undeveloped conventional gas resource with potential production of 11.4 million tonnes per annum of LNG, LPG and domestic gas. Its location off the west coast of Australia creates the opportunity for a major development to supply energy to contribute towards expected LNG demand in the Asia Pacific region and provide a significant new source of domestic gas for Western Australia.

Woodside’s combined interest in the upstream Browse resource and the North West Shelf onshore infrastructure provides the basis for an integrated development concept that Woodside expects could deliver strong returns to shareholders across the value chain and deliver long-term economic benefits for Western Australia and the nation.

Woodside CEO Liz Westcott said the current levels of interest in Browse, reflected in both the CNPC/INPEX Transaction and bp’s announced transaction with GS Energy, reinforces the quality and scale of the resource.

“Woodside’s decision to pre-empt reflects our commitment to continue progressing the proposed Browse to North West Shelf development. We see this as a pathway to maximise long-term shareholder value.

“Browse to the North West Shelf remains an important growth option for Woodside. This acquisition is a disciplined and capital efficient way to align integrated value in these assets for a development with long-term cash flow potential.

“We will continue working with the Browse Joint Venture to fully evaluate development opportunities. This includes advancing technical definition, commercial arrangements and regulatory approvals. Any investment decision will be made in accordance with Woodside’s capital allocation framework.”

Woodside’s acquisition remains subject to customary conditions precedent, including regulatory approvals.

Woodside’s equity interest in the BJV after completion of the acquisition will increase to 41.27%, assuming no other joint venture participant pre-empts.

 

     
INVESTORS    MEDIA   
Vanessa Martin    Christine Abbott   
M: +61 477 397 961    M: +61 484 112 469   
E: investor@woodside.com    E: christine.abbott@woodside.com   

This announcement was approved and authorised for release by Woodside’s Disclosure Committee.

 

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