LONDON, June 20 (Reuters) - Energean ( EERGF ) 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.

Carlyle International Energy Partners, the fund's non-U.S.

energy investment arm, said it will establish a new company

which will seek further acquisitions in the Mediterranean and

will be led by former BP CEO Tony Hayward.

Energean ( EERGF ) CEO Mathios Rigas said the sale will allow the

company to focus on its main gas producing facility offshore

Israel and its exploration activity in Morocco.

Energean ( EERGF ) 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, he

told Reuters.

"It's a great deal for us, we're selling assets at three

times the price we bought them," Rigas said.

Energean's ( EERGF ) board expects to redefine its dividend policy

following the completion of the deal, which is expected by

year-end.

Energean ( EERGF ) 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 ( EERGF ) 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 said

in a statement.