Occidental’s Revised Proposal to Acquire Anadarko, Contingent $8.8 Billion Sale of Anadarko African Assets to Total and $10 Billion Investment from Berkshire Hathaway

On May 5, 2019, Cravath client Occidental Petroleum Corporation (“Occidental”) delivered a letter to the Board of Directors of Anadarko Petroleum Corporation (“Anadarko”) setting forth the terms of a revised and significantly enhanced superior proposal to acquire Anadarko for $76.00 per share, comprised of $59.00 in cash and 0.2934 shares of Occidental common stock per share of Anadarko common stock. This follows Occidental’s proposal to acquire Anadarko with a 50-50 cash and stock transaction valued at $57 billion on April 24, 2019. (To read the announcement about the original proposal, please click here.)

In a separate announcement on May 5, 2019, Occidental announced that, in connection with its proposal to acquire Anadarko, it has entered into a binding agreement to sell Anadarko’s Algeria, Ghana, Mozambique and South Africa assets to Total S.A. (“Total”) for $8.8 billion. The sale is contingent upon Occidental entering into and completing its proposal to acquire Anadarko.

The announcements followed the April 30, 2019 news that Berkshire Hathaway, Inc. has committed to invest a total of $10 billion in Occidental, contingent upon Occidental entering into and completing its proposed acquisition of Anadarko.

Cravath is representing Occidental in its proposal to acquire Anadarko, contingent sale of Anadarko’s African assets to Total and investment from Berkshire Hathaway.

The Cravath team representing Occidental in its proposal to acquire Anadarko is led by partners Faiza J. Saeed and George F. Schoen and includes associates Daniel J. Cerqueira, Claudia J. Ricciardi and Joel B. Tay on M&A matters; partner Lauren Angelilli and associates Arvind Ravichandran, Richard Bohm and Jiyeon K. Barta on tax matters; partner Eric W. Hilfers, practice area attorney Romica Singh and associates Sarah W. Colangelo and Jana I. Hymowitz on executive compensation and benefits matters; partner Christine A. Varney, senior attorney Jesse M. Weiss and practice area attorney Kate F. Stamell on antitrust matters; partner Craig F. Arcella and associate Douglas C. Dolan on capital markets matters; partner Michael S. Goldman and associate Emily C. Weiss on banking matters; partner David J. Kappos and associate Kathryn‑Ann Stamm on intellectual property matters; partner Matthew Morreale and senior attorney Annmarie M. Terraciano on environmental matters; and senior attorney Joyce Law and practice area attorney Brian M. Budnick on real estate matters. Mose Hogan III also worked on M&A matters and Dixing Tang worked on executive compensation and benefits matters.

The Cravath team representing Occidental in its contingent sale of Anadarko’s African assets to Total is led by partners Faiza J. Saeed and George F. Schoen and includes associate Daniel J. Cerqueira on M&A matters; partner Lauren Angelilli and associate Arvind Ravichandran on tax matters; and partner Christine A. Varney, senior attorney Jesse M. Weiss and practice area attorney Kate F. Stamell on antitrust matters.

The Cravath team representing Occidental in connection with its investment from Berkshire Hathaway is led by partner Andrew J. Pitts on capital markets matters and partners Faiza J. Saeed and George F. Schoen on M&A matters, and includes associates Nicolas R. Yamagata and Charles A. Dobb on capital markets matters; associates Daniel J. Cerqueira and Claudia J. Ricciardi on M&A matters; partners Lauren Angelilli and Kara L. Mungovan and associates Arvind Ravichandran and Jiyeon K. Barta on tax matters; and partner Christine A. Varney, senior attorney Jesse M. Weiss and practice area attorney Kate F. Stamell on antitrust matters.