Occidental’s $57 Billion Acquisition of Anadarko, Contingent $8.8 Billion Sale of Anadarko African Assets to Total and $10 Billion Investment from Berkshire Hathaway

On May 9, 2019, Cravath client Occidental Petroleum Corporation (“Occidental”) entered into a definitive agreement whereby Occidental will acquire Anadarko Petroleum Corporation (“Anadarko”) for $59.00 in cash and 0.2934 shares of Occidental common stock per share of Anadarko common stock, in a transaction valued at $57 billion, including the assumption of Anadarko’s debt. This follows Occidental’s revised proposal to acquire Anadarko on May 5, 2019. (To read the announcement about the revised proposal, please click here.)

As was also announced on May 5, 2019, Occidental 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 completing its acquisition of Anadarko.

Occidental expects to fund the cash portion of the consideration through a combination of cash from its balance sheet and fully committed debt and equity financing, including proceeds from the previously announced $10 billion equity investment by Berkshire Hathaway, Inc.

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

The Cravath team representing Occidental in its pending acquisition of Anadarko is led by partners Faiza J. Saeed and George F. Schoen and includes associates Daniel J. Cerqueira, Claudia J. Ricciardi, Joel B. Tay and Elena R. Falloon and foreign associate attorney Laura Gabay on M&A matters; partner Lauren Angelilli and associates Arvind Ravichandran, Jiyeon K. Barta and Leon B. Dalezman 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; partners Christine A. Varney and Margaret T. Segall, senior attorney Jesse M. Weiss and practice area attorney Kate F. Stamell on antitrust matters; partner Craig F. Arcella and associates Douglas C. Dolan and Saagar Kaul on capital markets matters; partner Michael S. Goldman and associate Emily C. Weiss on banking 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 associates Arvind Ravichandran and Leon B. Dalezman 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.