中海油和中石油近期分别在阿根廷和澳大利亚进行了跨国合资并购项目，表明国际律所正协助中国投资者不断采用更加创新和高效的方式开发以及采购海外资源。
China National Offshore Oil Corp's latest cross-border foray is indicative not only of the country’s constant thirst for natural resources but also the sophisticated new strategies being applied by investors and their law firms to cross-border deals.
CNOOC has recently joined hands with Argentina’s Bridas Energy Holdings by paying US$3.1bn for a 50% stake in one of its units to boost its production and reserves. CNOOC International (advised by Akin Gump) and Bridas Energy Holdings (advised by Baker & McKenzie) will each hold a 50% stake in Bridas Corp, which has exploration and production activities in Argentina, Bolivia and Chile, mostly through its 40% interest in Pan American Energy. Chairman of CNOOC Fu Chengyu said in a statement: "This JV is aligned with our philosophy of seeking partnerships to expand our global footprint.”
In a separate transaction, PetroChina submitted a joint US$3bn bid with Royal Dutch Shell for Brisbane-based Arrow Energy. Both deals are structured as an oil and gas production JV.
PetroChina and Royal Dutch Shell’s bid for Arrow is the largest Chinese JV bid in Australia. Gilbert + Tobin represented Arrow Energy, Allens Arthur Robinson represented Royal Dutch Shell and Blake Dawson represented PetreChina. “JV bids create more work for legal advisors because there is a need, prior to the official bid, to work out JV terms with the partner. We have had to work in tandem with AAR and the legal work needed is very much multi-lateral instead of what a straightforward acquisition requires,” said Justin Shmith, partner who led the Blake Dawson team on the transaction. “This matter had some unusual aspects in negotiating documentation as Shell was already holding a 30% share in some of Arrow’s project assets before the joint bid,” he added.
PetroChina and Shell have worked together before in other cross-border deals and according to Shmith, the level of familiarity between the two companies aided the JV.
The sophistication of domestic companies, overseas pursuits is necessitating a corresponding leap in innovativeness of legal advice provided. “In addition to the rise in deal numbers and value, those deals completed in 2009 exhibit the growing sophistication of Chinese companies,” said XiaoYong, partner at Vinson & Elkins. “Deals such as the acquisition of dual-listed multinational corporations – for example Sinopec’s C$10.3bn purchase of Addax Petroleum – clearly show the capability of Chinese companies to execute world-class transactions,” he added.
Firms are of course keen to play a role in leading cross-border transactions, and according to many the 2010 deal pipeline is promising. “China was the world’s largest M&A investor abroad in energy and natural resources in 2009. Given the ongoing increases in domestic Chinese energy demand, we expect that much of the activity this year will remain in this sector,” said Xiao.
Related stories:
Oz firms benefit from PetroChina's US$3bn JV bid for Arrow Energy
