Military Review

The finale of an “interesting adventure”: Rosneft completed the purchase of TNK-BP

The finale of an “interesting adventure”: Rosneft completed the purchase of TNK-BPRosneft, Russia's largest oil company ROSN + 1,85%, closed the most anticipated deal of this year on Thursday - bought 100% of TNK-BP TNBP + 0,62% shares from British BP and the Russian AAR consortium, thus becoming the world's largest public oil and gas company.

BP received a total of about 12,5 billions of dollars and 18,5% of Rosneft’s shares, becoming its largest shareholder after the state. AAR consortium got 27,7 billion dollars. Last year the deal was recognized as the largest in terms of mergers and acquisitions.

Now Rosneft will have to build a new, freshly bought asset into its structure. This process, which began in February, the company plans to complete before the end of the year.


Rosneft gave 50 a percentage of BP in TNK-BP with a cash 16,65 of a billion dollars and 12,84% of its shares. Separately, BP acquired 5,66% of Rosneft shares from Rosneftegaz. As a result of the transactions, BP received 12,48 billion dollars in cash (including dividends of 0,71 billion dollars received in December 2012 from TNK-BP) and, taking into account its previous 1,25% shares, became the owner of Rosneft 19,75%.

On Thursday, Rosneft completed a deal to acquire an AAR stake in TNK-BP for 27,73 billion dollars in cash. AAR said that this opens up opportunities for the participation of the consortium shareholders in new large-scale projects both in Russia and in international markets.

The state company has long collected all the necessary funds for the purchase. In December, they attracted a loan for 16,8 billion dollars to buy out the share of BP, in February 14,2 billion dollars to buy out the share of AAR. In March, Rosneft received an advance payment in 10 of billions of dollars from Glencore and Vitol on long-term oil supply contracts. In addition, last year Rosneft placed Eurobonds for 3 billion dollars. This week, the company also reported that it had attracted a loan of 184,4 billion from Gazprombank.

Thus, Rosneft has consolidated 100% of TNK-BP and has become the world's largest public oil and gas company in terms of production and hydrocarbon reserves. According to Rosneft President Igor Sechin, in 2013, the combined company’s production will amount to 206 million tons of oil and 47 billion cubic meters of gas, processing will reach 95 million tons of oil, and revenues - 4,9 trillion rubles.


Rosneft, which for the first time officially recognized interest in purchasing TNK-BP in July last year, announced on October 22 that it had agreed to buy 100% of this company. The sales contract with BP was signed on November 22, with AAR - December 12 2012. Thus, from the moment of the announcement of the transaction to its completion only five months have passed, and from the conclusion of an agreement with BP - four months, which is incredibly fast for a transaction of this level.

At first, the parties announced that the deals would be closed in the first half of 2013 of the year, in early March, Sechin promised to close them at the beginning of the second quarter, but eventually overtook this term and unofficially called the date 1 of April.

At the same time, the head of British BP, Robert Dudley, has already been nominated to the board of directors of Rosneft as a state representative. In general, the British company after the completion of the transaction will be entitled to two seats on the board. Dudley is also a member of the presidium of the Rosneft and TNK-BP integration committee.

At a meeting with Russian President Vladimir Putin, Dudley acknowledged that there are certain difficulties in working in Russia. “But we are working on them,” he assured the president. “They are sometimes quite difficult; as we say, it’s as if dealing with a bunch of cats - no one knows which one is in charge and what they are going to do,” Dudley said figuratively. "But I think that we have overcome most of this complex legal process; I think that we have practically gotten out of it," he said. “You need to have a firm position in it,” Dudley shared with Putin.


Rosneft and TNK-BP even before the completion of the transaction began the process of integration, which may last until the end of the year. This week, for the first time, Sechin took part in a TNK-BP production meeting on key operational management issues for the company. Rosneft expects to ensure continuity of production when combined with TNK-BP, all employees were invited to continue working in the combined company.

In general, integration will be divided into three phases. At the first of them - before 1 April 2013 of the year - it is necessary to prepare for integration: develop control measures, define a scheme for the distribution of powers, draw up plans for the business and functional areas of the integration process.

At the second stage of integration, during 100 days after April 1, it is planned to develop a target management model, form the staffing table of the central management and ensure its filling, quantify the economic effect of integration. Also during this period, Rosneft plans to prepare a consolidated report of the company combined with TNK-BP according to international standards.

At the third stage, before the end of 2013, the completion of the main components of the integration process is planned. First assessments of the effectiveness and results of the integration activities performed will be given. Heads of departments should develop action plans to improve management systems.

However, TNK-BP, as expected, began to leave top managers. On Thursday, his departure was announced by Chief Financial Officer Jonathan Muir. So far, Rosneft has not yet announced who will lead the combined company, but according to unofficial information, this will be the first vice-president of the state-owned company, Edward Hudainatov, who already has experience in management. Before Sechin's arrival in May 2012, Khudainatov had headed Rosneft for a year and a half.


In early March, Sechin announced that the company is already assessing the synergistic effect from the merger with TNK-BP in 10 billions of dollars, and after the completion of the transaction it plans to submit a revised forecast. Also, the consolidated balance of Rosneft from the date of acquisition will include about 5 billions of dollars of money accumulated in TNK-BP accounts.

The head of Rosneft noted that the acquisition of TNK-BP will create the largest company with a balanced portfolio that can generate significant cash flow and create additional value for shareholders. According to Sechin, the scale of business after the acquisition of TNK-BP creates significant opportunities to optimize costs and concentrate on the best projects from the combined portfolio. Rosneft also sees a large synergistic effect in the field of volume replacement and swap operations in order to reduce costs and improve the efficiency of the refining complex.

The combined company will manage 10 large refineries in Russia and more than 2,5 thousands of gas stations. Also, through the deal, Rosneft acquires major assets in Belarus and Ukraine, enters projects in Brazil and Vietnam, strengthens its position in Venezuela. Famous Samotlor field, mining companies in Khanty-Mansiysk and Yamal-Nenets okrugs, Orenburg and Novosibirsk regions, in Eastern Siberia, and Central Russia will be added to the production assets of Rosneft. Rosneft expects to maintain TNK-BP brands, whose gas stations in Russia and Ukraine operate under TNK and BP brands.
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  1. Goga
    Goga 23 March 2013 07: 12 New
    Well, gradually, at high cost, but the system of the Ministry of Oil and Gas, destroyed and sold for nothing in the 90s, is being restored - the process is not so important here - the result itself is important.
  2. predator.3
    predator.3 23 March 2013 07: 27 New
    BP received a total of about $ 12,5 billion and an 18,5% stake in Rosneft,
    And it was impossible to do without these 18,5%, well, they would add some money and a magic pendell in the direction of the glorious city of LandOn! And it’s not clear who has cheated whom!
    1. Goga
      Goga 23 March 2013 09: 30 New
      predator.3 - Colleague, these percentages will allow Rosneft to go wherever a purely Russian company may not be allowed, and access to the latest technologies for oil production and refining, again ... hi
  3. pinecone
    pinecone 23 March 2013 08: 30 New
    It should be noted here that the English word adventure used by the head of British Petroleum, Robert Dudley, in Russian translation means not only "adventure", but also "adventure", or "dubious (risky) project", thus providing interested parties and the media controlled by them with the opportunity manipulation of concepts. ...
  4. Ascetic
    Ascetic 23 March 2013 09: 37 New
    In 2003. the Americans created the TNK BP company, through which our British and American friends planned to buy up the subsoil of Russia for very little money. The first stage is the emergence of British Petroleum through TNK BP. The second planned the sale of YUKOS to the Americans (into structures controlled by the Rothschilds as well as the British BP). And then control over the subsoil went abroad. And suddenly, unexpectedly for the West, Khodorkovsky sat down, and the newly created state-owned company Rosneft received the assets of YUKOS.
    Now the Rothschilds and the Anglo-Saxons have finally been deprived of the opportunity to manage Russian oil.
    Nikolai Starikov in his book "Shershe la oil" five years ago I said the following about this
    “We should admire the resilience of proud Britons. So they want to stay on our oil and gas market, they want to influence it, and through this they can influence the foreign policy of Russia. But it will not work. The difficulties of TNK-BP did not end there. And sooner or later, but the British oil monopoly will be squeezed out of Russia, and its oil assets will be sold to a Russian company. “This is bad for us, bad for the company and, of course, very bad for Russia,” Peter Sutherland, Chairman of the Board of the British oil giant, estimates the developments. And the author of this book thinks that, on the contrary, is good. Very well. Is control over the main resource of the planet, over the main resource of his country in the hands of his government, good or bad? Answer this question yourself. ”

    Well, as they say, it happened. I foresee the question, what about almost 20% of the shares and two members of BP? Of course I would like
    Quote: predator.3
    And it was impossible to do without these 18,5%, well, they would add some money and a magic pendell in the direction of the glorious city of LandOn! And it’s not clear who has cheated whom!
    But politics is the art of the possible. And not the art of the desired. The British are removed from control of the bowels, giving them only a piece of the oil pie. Cleaned up, after EIGHT YEARS OF FIGHT (!!) with them for it!
    Many "svanidzeobraznye" tell us that Stalin in 1939. instead of driving them in the neck and kicks, the Third Reich signed a peace treaty with them, now they will shout the same thing that Putin is negotiating with the enemies instead of completely expelling them from Russia, By the way, when BP came to Russia, they clapped their hands and squealed with happiness, the civilized ones came. brought investment and technology to our poor chaldons. Well, the wolf and the seven kids! Now they will again accuse Putin of betraying Russia's interests,
    While "they" are stronger - you need to negotiate. and along the way to develop the army and navy of our ONLY ALLY. There is no other way.
  5. nemec55
    nemec55 23 March 2013 11: 11 New
    There’s no good in this for most of the prince, I’m not talking about caviar on a buter, we haven’t tried it and I don’t want it, but the road to the city is good, the school has a new book for the library, children get trips to camps, but it is heresy of our masturbates and they don’t want to know about us.
    .All more than enough bad, BP debts we will pay off, In case of any cataclysms on the exchange shaft and bankruptcy again we pay
  6. Asgard
    Asgard 23 March 2013 11: 58 New
    Then a friend asked a question - WHO ENCOURAGED?
    Let us explain with examples ........TNK-BP-this was a small one-room apartment (in the RUSSIA house)) in which two guests lived and were constantly biting among themselves ..... and the Anglo-Saxons strove to dominate))) over all sorts of freedman, blavatniks, promissory notes .......
    And then lo and behold ... BP moves to a five-room apartment (improves its living conditions)), with a separate room (19% of the shares) and for this she is paid tens of billions of American money ... (On the door (of this apartment) while the sign "Rosneft")) ..... but this is for now ....

    What did you get in the end ???
    BP not squeezed out of the Russian market ...
    They gave them normal money .....
    improved their living conditions (growth of assets in Russia and access to previously closed deposits)))
    Then Medvedev will sell them Rosneft...

    That's something like this ..... Or there are objections)))
    1. kris
      kris 23 March 2013 12: 26 New
      Rosneft privatization plans for 2013 have already been completed. On Thursday, the state-owned company completed the acquisition of TNK-BP. As a result, BP became its largest private shareholder: the British had 1,25% after the Rosneft IPO in the 2006 year, she received 12,84% as part of the purchase of her stake in TNK-BP and 5,66% was bought from Rosneftegaz. As a result, the share of the British company amounted to 19,75% of the shares. As President Vladimir Putin noted at the conclusion of the deal, this deal is "a very important step in the privatization of state property."

      At the end of November last year, Prime Minister Dmitry Medvedev announced the continuation of plans to reduce the state’s stake in Rosneft below the control. A roadmap for further privatization of the oil company should be prepared by April 1. The head of the Federal Property Management Agency Olga Dergunova previously said that privatization depends on the purchase of TNK-BP and an analysis of all the possible restrictions that Rosneft has in developing the shelf, as well as under contracts with foreign partners. And until this work is done by the government, talking about the number of shares possible for further alienation is extremely dangerous, ”Ms. Dergunova explained.
      1. Ascetic
        Ascetic 24 March 2013 07: 51 New
        Quote: kris
        At the end of November last year, Prime Minister Dmitry Medvedev announced that plans to reduce the state’s stake in Rosneft below the control plan were maintained. By April 1, a roadmap for further privatization of the oil company should be prepared

        Political Heavyweight Company President Igor Sechin has repeatedly slowed down the sale of state property. Yes, and market conditions may be unfavorable for the sale of such a complex and expensive asset.
        And who is behind Sechin? So Mendel dries up do not hope the all-embracers. As it was more than once. In 2011, it was necessary to fuss when there was still influence and power. And the plan of Medvedev’s privatization, drawn up at the direction of overseas friends, was blanchfully failed by the same Sechin and Co. under the guise of a bad price situation. Now it’s too late to drink Borjomi .. Maximum what Putin will do is transfer assets to pocket oligarchs and then to protect state assets from international sanctions (if serious butting begins with America)

        The idea of ​​the state leaving the economy as a refrain sounded all four years of Medvedev’s presidency. But it has not yet been possible to realize it, to a large extent due to the influence of the strong statesman Sechin. When it came to selling a large stake in a state-owned company, the Deputy Prime Minister found ways to convince decision-makers that this was not the time. So he protected Rosneft from the sale in the planning period of 2011-2013, saying that you can not give shares at a price lower than the placement. Now the state, represented by Rosneftegaz with a 100% state participation, owns 75% of Rosneft's shares.
        Perhaps Sechin will again succeed in delaying the terms of privatization. That it has not lost its influence, the recent Rosneft spin-off of 12 sections of the continental shelf is testament to. We are talking about five sites in the Barents Sea, three each in the Chukchi Sea and in the Laptev Sea and one in the Kara Sea.
        Quote: Asgard
        improved their living conditions (growth of assets in Russia and access to previously closed deposits)))
        . Of course they improved, they sent us out for a walk in the desert, paying EDV and ourselves got down to business.
    2. Ascetic
      Ascetic 24 March 2013 07: 35 New
      Quote: Asgard
      What did you get in the end ???
      BP did not squeeze from the Russian market ...
      They gave them normal money .....
      improved their living conditions (growth of assets in Russia and access to previously closed deposits)))

      We go to the company's website, read and analyze
      Share capital structure
      1. 75,16% owned by ROSNEFTEGAZwhich is in 100% federal property.
      2. Another 9,53% is owned by LLC RN-Development, which in turn is owned by LLC RN-Trade, whose participants are OJSC NK Rosneft (99,9999%) and LLC Neft-Aktiv ( 0,0001%), 100% controlled by Rosneft. That is, Rosneft itself controls the company, which owns 9,53% of its shares. So - and these percentages belong to the state.
      3. The company OJSC Rosneft Oil Company itself has on its balance sheet, that is, it owns 3,04% “itself”.
      10,19% that belong to Sberbank cannot be attributed to state assets, since the owners of the controlling stake in Sberbank are the Central Bank, which is not subordinate to the government
      So: 75,16% + 9,53% + 3,04% = 87,73% Rosneft is owned by the state.
      Now we are looking at the conditions on which our British "friends" agreed to give Rosneft shares in TNK-BP.
      “The proposed deal consists of two parts. Upon completion, BP will receive a package of 18,5% of Rosneft and $ 12,3 billion in cash. Given BP’s already existing stake in 1,25% of Rosneft’s shares BP's share in the share capital of the Russian company will be 19,75%».
      So, for the British to lose 50% of the shares of the third largest oil company in Russia, we give them 18,5% of Rosneft. and 12 billion cut green paper. As a result, full control remains with Russia.

      Quote: Asgard
      Then Medvedev will sell Rosnft to them ...

      Medvedev will sell it of course .. But Sechin is never for life (for this is the bankruptcy of their entire clan).

      Sechin promised to personally take up the leadership of TNK-BP, Interfax reports. “You do not like my candidacy? He asked, adding: “This is not a merger and acquisition transaction, it is the largest economic acquisition transaction in the world.” Who bought, and controls».

      Meanwhile two former Russian co-owners of TNK-BP - Mikhail Fridman and German Khan are planning on March 21-24 on the occasion of the Passover Jewish holiday to cross on foot the Israeli desert in the clothes of ancient Jews - tunics and sandals, RIA Novosti reported on Tuesday, citing the press service of the Russian Jewish Congress. Friedman, Khan and Alexey Kuzmichev own 50% of the AAR consortium, 25% each belong to Renova Viktor Vekselberg and Access Industries Leonard Blavatnik. According to RBC, Friedman today promised reporters that most of the money that AAR will receive from Rosneft in the sale of its stake in TNK-BP will remain in Russia.
  7. воронов
    воронов 23 March 2013 13: 51 New
    Where now are the TNK bosses going to go?
  8. rudolff
    rudolff 23 March 2013 14: 51 New
    My attention was drawn more to yesterday’s statement by Sechin that TNK-BP will be withdrawn from offshore and registered in Russia, which will additionally bring in budget revenues of more than one billion dollars only from the tax on dividends! Well, at least one company will return to Russia and that’s good!
  9. Atlon
    27 March 2013 12: 48 New
    Quote: rudolff
    Well, at least one company will return to Russia and that’s good!

    In light of recent events, everyone will be back! wink