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White & Case In Groundbreaking TNK/BP Joint Venture

Brussels, London, Moscow, June 30, 2003 ... White & Case is advising Tyumen Oil Company (TNK) and its shareholders, Alfa-Access-Renova (AAR), on certain aspects of its joint-venture alliance with British Petroleum (BP), the largest foreign investment/equity deal in Russia since the break-up of the Soviet Union.

TNK’s international holding structure, developed with the assistance of White & Case lawyers, provided increased transparency and improved corporate governance, which facilitated the BP investment.

BP agreed in February to buy a 50% stake in TNK for US$6.75 billion from AAR, TNK's main shareholders, in the biggest foreign investment in Russia of the post-Soviet era. 

The agreement finalising the merging of the Russian assets of BP and those of AAR, was signed on June 26 in London, the ceremony coinciding with Russian President Vladimir Putin's visit. AAR and BP will each have a 50% interest in the new company, TNK-BP, which will be the third-largest oil company in the country by reserves and production.

Since 2000, White & Case lawyers in Moscow and London have been advising TNK on the restructuring of its international holding structure, with corporate governance principles that apply to the entire group of companies. White & Case assisted TNK in developing a vertical holding and clarifying the structure and management of the group, which once included a large number of non-integrated companies. 

The restructuring was an important step in attracting the BP investment and allowed the deal to move quickly and smoothly to a successful close.

White & Case lawyers also advised TNK on due diligence, disclosure and competition issues in relation to the joint venture. White & Case worked closely with TNK’s general counsel Igor Maidannik and other lawyers in TNK’s in-house legal department on the deal.

White & Case has represented TNK in a number of matters since 1997, including corporate matters, mergers and acquisitions, financings, debt offerings, and international arbitration and litigation. 

“Much of the work that we have done for TNK since 1997 has helped to improve TNK’s market position, both in Russia and internationally,” commented Moscow partner Igor Ostapets. “This transaction shows how important a clear corporate structure and straightforward corporate governance principles can be for Russian companies looking to attract foreign partners.”

Moscow partners Igor Ostapets and Marc Polonsky, together with Moscow associates Julia Belopilskaya, Sandra Hilton-Kodalashvili, Jennifer Josefson, Alexandra Karachourina, Olga Khokhlova, Maxim Kobzev, Natalia Nikitina, Olga Okouneva, and Nuria Rafique, advised TNK and AAR on structuring the joint venture holding. Brussels partner Mark Powell, and associates Jacob Borum and Gonenc Gurkaynak advised on competition compliance issues. 

About White & Case
White & Case is a leading global law firm with more than 1600 lawyers based in 38 offices across 26 countries. In two years, the firm has doubled the size of its corporate and finance law operations in Europe and now has more than 780 lawyers in the region. Global Counsel 3000 recently ranked White & Case among the top five global law firms. In addition, White & Case was named Best US Law Firm in London, and in March 2003, was voted as the US Firm with the Best European Presence by readers of a leading legal publication.

As one of the most active law firms in the world in M&A transactions, White & Case advises multinational industrial and service businesses and major commercial and investment banks in structuring and completing domestic and cross-border mergers and acquisitions, leveraged buyouts, joint ventures and equity investments. In 2003 White & Case was regionally recognized as Eastern Europe Firm of the Year in the M&A/Corporate category by Chambers Global and also ranked among the top ten law firms in Europe based on the number of M&A deals announced in 2002, according to Mergermarket. The Moscow office received first-tier M&A practice rankings by The European Legal 500 and The International Financial Law Review for 2002.

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For additional information, contact:
Kate Hinze
PR Manager, EMEA
White & Case
tel:  44 20 7397 3656

Mikki Mahan
PR Manager, Moscow
White & Case
tel:  7 095 787 3063