Shell Offshore Inc. has agreed to sell its non-operated interest in the Na Kika platform and its wholly owned Coulomb tieback in the U.S. Gulf of Mexico to subsidiaries of Talos Energy Inc. and Ridgewood Energy Corp. in a deal worth $1.7 billion, the companies said June 30.

The agreement covers Shell's 50% non-operated working interest in Na Kika and associated fields, along with its 100%-owned Coulomb tieback, Shell said. The total consideration is subject to customary adjustments and certain contingent payments.

Under the terms disclosed by Talos, the buyer's share carries cash consideration of $850 million, with the company's final net cash payment expected to come in between $450 million and $500 million once estimated interim cash flow from the assets is factored in, based on a projected Sept. 1 closing. Talos has placed a $42.5 million deposit in escrow toward the purchase.

The deal gives Talos a 50% working interest in and operatorship of the Coulomb field and a 25% non-operated stake in the BP-operated Na Kika platform and its four associated fields: Kepler, Ariel, Fourier, and Herschel. BP holds the remaining 50% interest in Na Kika and has a 30-day preferential right to purchase the divested Na Kika stake; if BP exercises that right, Talos would retain only the Coulomb interest.

Production from the assets being sold averaged about 16,000 bbls. of oil equivalent per day (boe/d) in the first quarter of 2026, roughly 77% oil, according to Talos. The company put proved reserves at approximately 23 million boe and probable reserves at 10 million boe, citing a year-end 2025 NSAI report. Shell reported proved reserves of 4.3 million boe for Na Kika and 7.2 million boe for Coulomb as of the end of 2025, and said its entitlement share of 2025 production from the assets was 37,000 boe/d.

Shell said it will retain uncapped upside-linked payments through 2027 and overriding royalty interests on production from new Na Kika tiebacks. Talos disclosed a related 50% upside-sharing arrangement running through year-end 2027 if realized oil prices exceed $60 a barrel. The buyers will assume certain decommissioning obligations and post related security, Shell said, while Shell Trading U.S. Co. will keep offtake rights from both assets under separate negotiated agreements.

The transaction carries an effective date of July 1, and both companies said they expect it to close by the end of 2026, pending regulatory approvals, including expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and resolution of BP's preferential purchase rights.

Shell's upstream president, Peter Costello, said the U.S. Gulf "is one of our highest-value basins, and we are actively shaping our portfolio to ensure our upstream business continues to be resilient and increasingly competitive."

He said the company remains "focused on sustaining our material liquids production into the next decade."

Shell noted that, by its own modeling, Na Kika and Coulomb are not expected to be meaningful production contributors by 2030.

Na Kika, a semi-submersible platform and Shell's only non-operated platform in the U.S. Gulf, began producing in 2003. Coulomb came online in 2005.

To finance its share of the deal, Talos said it secured $150 million in incremental commitments from existing lenders, lifting its borrowing base from $700 million to $850 million effective at closing, and plans to fund the acquisition with a combination of cash on hand and debt.

Talos President and CEO Paul Goodfellow called the acquisition "highly accretive," saying it "materially enhances free cash flow, and includes Infrastructure-Led Exploration opportunities where our field life extension track record can unlock value beyond current reserves."

He added that the company sees "a clear pathway for operated development activity to compete for capital beginning in 2027."

Talos Executive Vice President and CFO Zach Dailey said the deal "is expected to be immediately accretive to key financial metrics and deliver long-term value while maintaining balance sheet strength and preserving financial flexibility," and that the expanded lender commitments reflect "strong confidence from our lenders in the quality of the acquired assets."

Greenhill, a Mizuho affiliate, advised Talos on the transaction.