Energean has agreed to sell its assets in Egypt, Italy and Croatia to private equity fund Carlyle for up to $945 million, the Mediterranean-focused oil and gas producer said on Thursday.

The deal will include a cash payment of $504 million which will allow the London-listed company to pay a special dividend of $200 million as well as repay in full a $450 million corporate bond.

Shares of Energean were up more than 3% on the announcement.

Carlyle International Energy Partners (CIEP), the fund's non-U.S. energy investment arm, said it will spin off the assets into a new company which will seek further acquisitions in the Mediterranean and will be led by former BP CEO Tony Hayward.

"The sale enables Energean to rationalise the portfolio and focus on its gas-weighted, gas-development strategy, underpinned by the Karish Field in Israel and recent farm-in to the Anchois field in Morocco," said Investec analyst Alex Smith.

Energean will also look to expand to the wider Europe, Middle East and Africa region, particularly where there is long-term policy support for gas and displacement of coal, CEO Mathios Rigas told Reuters.

"It's a great deal for us, we're selling assets at three times the price we bought them," he said.

However, Jefferies analysts estimate the net asset value of the resources that Energean is selling to be $1.28 billion, implying a 26% discount in the deal.

Energean's board expects to redefine its dividend policy following the completion of the deal, which is expected by year-end.

Energean produced 123,000 barrels of oil equivalent per day (boed) in 2023. For 2024, it expected production in Egypt to rise to 29,000-31,000 boed from around 25,000 boed.

Energean acquired the assets in Egypt, Italy and Croatia through its acquisition of Edison's oil and gas portfolio in 2020.

CIEP said the deal will create a company with 47,000 boed of production, including interests in Cassiopea, Italy's largest gas field in terms of reserves, and Abu Qir, one of the largest gas producing hubs in Egypt.

"This acquisition provides a strong platform to build a standalone regional champion in the Mediterranean, one of the fastest growing natural gas markets in the world," Hayward, chairman designate of the new company, said in a statement. (Reporting by Ron Bousso in London and Deep Vakil in Bengaluru; editing by Jason Neely, Stephen Coates and Susan Fenton)