Petro-Canada Closes First Tranche of International Acquisition

Calgary-based Petro-Canada announced on January 29, 2002 that it agreed to purchase the upstream oil and gas operations of German-based Veba Oil & Gas GmbH for $3.2 billion in cash. Petro-Canada also announced that it had obtained underwritten credit facilities sufficient to fully fund the acquisition from Royal Bank of Canada and Deutsche Bank AG, Canada Branch. On May 2, 2002, Petro-Canada completed the first tranche of this acquisition with respect to the majority of the assets being acquired using the proceeds from the first drawdown under the credit facilities. The acquisition of the balance of the assets will be completed once applicable rights of first refusal have expired. Petro-Canada has agreed to purchase Veba subsidiaries.
Alf Peneycad, vice-president, general counsel and corporate secretary, Petro-Canada, quarterbacked the acqusition for Petro-Canada, assisted by Garth Parker, senior international counsel, and Andrea Decore and Peter Hutcheson, counsel. The Petro-Canada team was assisted by Allen & Overy with respect to due diligence and the purchase agreement negotiations with BP p.l.c. The Allen & Overy team included Roger Davies, Philip Mace, Nick Mitchell, Nicola McNamara in London, and Anje Breitfeld and Thomas Lappe in Frankfurt. Macleod Dixon LLP in Almaty, Kazakhstan and Caracas, Venezuela were also consulted regarding the acquisition of the assets located in those countries. The Macleod Dixon team included Elisabeth Eljuri, Gabriela Rachadell de Delgado and Adriana Lezcano Huncal in Caracas, and Glenn Faass and Maxim Telemtayev in Almaty.
Fraser Milner Casgrain LLP advised Petro-Canada with respect to the financing of the acquisition, directed by Hugh Hooker, associate general counsel, Petro-Canada. The FMC team included Bill Jenkins, Tom Pepevnak, Bill Gilliland and Stephanie Campbell in Calgary. John Wilmot and Cal Johnson of Burnet, Duckworth & Palmer LLP acted for the lenders. The lenders and Petro-Canada also obtained advice with respect to U.S. and Canadian economic sanctions applicable to Libya and Syria from Edwin Williamson of Sullivan & Cromwell in Washington and Peter Glossop of Osler, Hoskin & Harcourt LLP.
Veba was represented by in-house counsel Michael Wachtel in London and Werner Brosche in Essen, Germany. BP p.l.c., the vendor, was represented by Jens Bertelsen, senior legal advisor, BP. BP was assisted by CMS Cameron McKenna in London, with a team that included Penelope Warne, Andrew Sheach, Eleanor Layton, Norman Bissett and Tim Jackson. Ludwig Linder and Henrik Drinkuth of CMS Hasche Sigle in Hamburg, Germany, and Ynse Stapert of CMS Derks Star Busmann in Amsterdam also advised BP.


John A. Wilmot Elisabeth Eljuri Nicholas (Nick) Mitchell Ludwig Linde Penelope Warne Ynse Stapert Edwin D. Williamson Roger Davies Stephanie Campbell Eleanor Layton William G. Gilliland Henrik Drinkuth Thomas F. Pepevnak Andrew Sheach Norman Bissett Peter L. Glossop Philip Mace Glenn Faass Anja Breitfeld William K. Jenkins Cal D. Johnson


Allen & Overy Allen & Overy Norton Rose Fulbright LLP Norton Rose Fulbright LLP Dentons Canada LLP Burnet, Duckworth & Palmer LLP Sullivan & Cromwell LLP Osler, Hoskin & Harcourt LLP CMS Cameron McKenna LLP CMS Hasche Sigle CMS Derks Star Busmann