Australia: Norton Rose Fulbright acts for energy giant BP on acquisition of Woolworths' retail fuel business
Last Updated: 2 February 2017

Global law firm Norton Rose Fulbright has advised BP on its substantial acquisition of the retail fuel distribution business owned by Woolworths Limited, comprising a network of 527 existing retail petrol station sites and 16 committed development sites located in Australia.

BP and Woolworths are also proposing to create a strategic alliance partnership, drawing on BP's supply of premium fuels and the scale and capability of Woolworths' food business, to provide Australian consumers with a world class fuel and convenience food offer at selected BP Australia service stations (including the service station sites acquired from Woolworths).

Norton Rose Fulbright was retained by BP as its lead legal adviser for the acquisition and strategic alliance partnership. The firm advised on all aspects of the transaction (other than competition advice and associated approvals), including transaction structuring, negotiating the full suite of acquisition and strategic alliance documentation, foreign investment review advice and advising and assisting with closing of the acquisition and implementation of the strategic alliance partnership.

It is proposed that the fuel and convenience food offer will combine access to BP premium fuels adopting Woolworths' 4cpl (cents per litre) fuel redemption offer, a new convenience offering through the roll-out of the "Metro@BP" concept and an enhanced loyalty program through BP becoming a cornerstone partner of the Woolworths Rewards loyalty program.

The acquisition is subject to customary closing conditions, including approvals from the Australian Competition and Consumer Commission and the Foreign Investment Review Board. Completion of the transaction is expected to occur no earlier than 2 January 2018.

Corporate partner Shane Bilardi led the deal and commented:

"Acquisitions on this scale in the Australian downstream fuel industry do not come along very often. This transformative deal for BP involved a range of complex legal issues – from the structure of the transaction to the competition considerations, the strategic alliance and the property and environmental law issues. It was pleasing to be able help BP complete this transaction by drawing from the depth of experience in our national Corporate and Property teams, along with other practice areas, and our deep understanding of the Energy industry."

Shane Bilardi was assisted in Melbourne by special counsel Chris Mitchell, as well as partners Justin Lucas and Michael Park; special counsel Ka-Chi Cheung and Andrew Perry; senior associate Jamie Griffin; and associates Jacqueline Dowling and Emma Haylock. In Sydney, the team was assisted by partner Noni Shannon and associate Sonali Seneviratne.

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