Saudi-backed Midad Energy has signed a term sheet to acquire Russia’s sanctioned Lukoil assets in a high-stakes contest against rivals including private equity ‌giant Carlyle Group, with the deal contingent on U.S. regulatory approval, according to three people ‌familiar with the matter.

The move highlights continued efforts by the Russian energy giant to offload overseas holdings constrained by Western sanctions and underscores ​growing Middle Eastern interest in acquiring discounted global oil and refining assets, even as transactions remain subject to strict regulatory scrutiny and geopolitical risk.

The agreement, signed in late January, covers all of the targeted assets, the sources said. Midad agreed to place its all-cash offer in escrow while the companies seek the necessary regulatory clearances, including from ‌the U.S. Treasury, a structure designed ⁠to preserve the transaction while navigating sanctions restrictions.