White & Case Advises TNK-BP on the US$1.8 Billion Acquisition of BP’s assets in Venezuela and Vietnam

 Global law firm White & Case acted as counsel to TNK-BP, Russia’s third largest oil company, on its US$1.8 billion acquisition of BP’s upstream and pipeline assets in Vietnam and Venezuela. An agreement between TNK-BP and BP p.l.c. was reached on 18 October 2010, and subject to the required government approvals and the fulfillment of other agreed pre-closing conditions, the transaction is expected to close in the first half of 2011.

Under the terms of the agreement, TNK-BP will acquire from BP a 16.7% stake in PetroMonagas SA, Venezuela’s extra heavy oil producer, along with stakes in two light oil producing fields in Venezuela — Petroprerija SA and Boqerón SA (40% and 26.7% respectively). In Vietnam, TNK-BP will acquire BP’s 35% stake in the Lan Tay and Lan Do gas fields, as well as associated pipeline and power generation interests. These acquisitions combined will bring TNK-BP net proved and probable (2P) reserves of ca. 290 million barrels of oil equivalent (WI).

“This is one of the most significant transactions in the international energy markets post-crisis,” said Igor Ostapets, head of White & Case’s Energy and Utilities practice in Russia, and co-head of the Firm’s Energy & Utilities practice in CEE. This milestone deal marks TNK-BP’s long awaited expansion into the global arena. “The likes of such a transaction have not been seen in nearly two years, and it has been a privilege for White & Case to support our long-standing client, TNK-BP, in bringing this market-leading deal forward,” added Ostapets.

White & Case’s work on the transaction spanned across several jurisdictions and included lawyers from the Firm’s Moscow, London, Singapore, Miami, Frankfurt and Brussels offices, playing best to White & Case’s global strengths. The Firm’s team was co-led by Moscow-based partner Igor Ostapets and London-based partner Philip Broke, who were assisted by partner Jennifer Josefson and counsel Adam Smith (Moscow), working alongside partners Allan Taylor (London), Victor Alvarez (Miami), William Kirschner (Singapore), Andreas Stilcken (Frankfurt), and Mark Powell and James Killick (Brussels). The Firm’s partner team was supported by associates Anthony Vasey and Jaroslaw Czernek (London), Aracely Alicea and Thomas J. Pate (Miami), Sabrina Nguyen (Singapore), Bernd Nelissen and Susanna Schmitt (Frankfurt), and Katarzyna Czapracka and Alexandra Rogers (Brussels).

White & Case has an impressive track record of advising on market-leading M&A transactions involving Russian companies, and was named the No. 1 legal adviser for M&A work in Russia in terms of deal volume for the first half of 2010 by mergermarket.

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