The UK’s Freshfields Bruckhaus Deringer LLP and Brazil's Machado, Meyer, Sendacz e Opice Advogados have helped petrochemicals group Ultra bring its acquisition of Chevron's Texaco fuel distribution business in Brazil to a close.
 
Chevron took international counsel from Jones Day and retained Pinheiro Neto Advogados in Brazil for the deal, which closed yesterday.
 
The transaction sees Ultra subsidiary Ipiranga assume ownership of 2,000 Texaco service stations across Brazil, an equity interest in the fuel terminals that supply them, and Chevron's commercial and industrial distribution business in the country. Ultra paid approximately 1.2 billion reais (US$520 million) for the assets.

"This is one of the few deals to straddle the whole economic crisis," says Freshfields partner David Sonter. "We signed in August, before Lehman Brothers went under, and the fact that we didn't get into difficulties is a testament to the confidence people have in business in Brazil."
The acquisition gives Ipiranga a 22 per cent share in Brazil’s fuel distribution market and entitles it to use the Texaco brand name for the next five years.
 
Marcelo de Moura, head of the Pinheiro Neto team, says the most difficult aspect of the deal was separating Chevron's upstream and downstream operations without interfering with their course of business.
 
"Stripping out Chevron's lubricants and oil exploration activities from the distribution services was a major restructuring that took more than a year,” he says. “Had there been any disruption, Brazil's whole lubricants industry would have suffered."

De Moura also confirms that the financial crisis did not impede the timetable of the deal. "But Ultra certainly benefited, in that the decline in value of the real changed the final figure." Reports in August had put the deal value at US$730 million.

Sonter also praises the in-house team at Ultra as "probably one of the most experienced client M&A teams in Latin America".

Ultra acquired the distribution assets of the Ipiranga Group  as part of a US$4 billion transaction that won the M&A category of LATINLAWYER’s 2008 Deal of the Year. 
 
Counsel to Grupo Ultra
In-house counsel - Sandra Lopez Gorbe
 
US
Freshfields Bruckhaus Deringer LLP
Partners David Sonter, David Crook, Charles Robinson, Chris Forsyth and Gregory May and associates Alanna Collins, Stuart Goldberg and Steven Brinker
 
Brazil
Machado, Meyer, Sendacz e Opice Advogados
Partner Carlos José Rolim de Mello and Fionna Tsu (no longer with the firm)

Counsel to Chevron

In-house counsel - John Wyma and Michael Green
 
US
Jones Day
Partners Larry Manning and María Fernanda Farall and of counsel Kristi Drefke
 
Brazil
Pinheiro Neto Advogados
Partners Marcelo Viveiros de Moura, Ricardo Luiz Becker and Leonardo Peres da Rocha e Silva and associates Leonardo Miranda and Emir Oliveira
 
(LATINLAWYER 01.04.2009)
 
(Notícia na Íntegra)