BASF and the LetterOne investment fund, co-owners of energy firm Wintershall Dea, will share $2.15 billion in cash and new shares issued by Harbour amounting to 54.5 percent of the new entity, according to a statement.
The deal excludes Wintershall Dea's troubled Russian interests. It values the assets of Wintershall Dea at $11.2 billion.
"With this transaction, BASF takes a major step towards achieving its announced strategic goal to exit the oil and gas business," said the group, which is seeking to turn around its flagging finances and at the same time cut its carbon emissions.
BASF is transferring to Harbour its oil and gas operations in a string of countries, from Norway, to Argentina and Libya.
Wintershall Dea was forced to withdraw from Russia after it invaded Ukraine, leading BASF to take a hefty writedown in 2022.
The subsidiary also suffered losses as it was one of the financiers of the Nord Stream 2 gas pipeline between Russia and Germany, which was axed due to the Ukraine conflict.
The completion of the transaction is subject to approval from authorities in several countries.
Like other companies in energy-intensive industries, BASF -- which supplies chemicals for the automobile, agriculture and construction sectors -- has been hit hard by surging energy prices following Russia's invasion of Ukraine.
Problems at Wintershall Dea, particularly in Russia, have added to the German giant's woes, and helped pushed BASF into a third-quarter loss.
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