Proceeds based on a gross purchase price of $1.77 million, as well as an additional pre-closing distribution of approximately $0.1 million. The transaction is subject to customary closing conditions and is expected to close before the end of the Company's fiscal year on September 30, 2026.

The definitive agreement provides for the sale of Barnwell's indirect partnership interests in KKM Makai, LLLP and KD Kona 2013 LLLP, which hold interests in the leases covering the Increment 1 and Increment 2 areas of Lot 4-A at Ka'upulehu on the Island of Hawaii. The transaction also includes development rights held by Ka'upulehu Developments (the "Partnership") in the Increment 2 area. Barnwell expects the limited remaining activities relating to the winding up of the Partnership and its affairs to be completed promptly and at minimal additional cost, likely allowing the Company to complete its exit from Hawaii also by the end of fiscal 2026.