Multiple international and domestic law firms advised on Japanese petroleum company ENEOS’ acquisition of Chevron’s downstream fuels and lubricants businesses across Singapore, Malaysia, the Philippines, Australia, Indonesia and Vietnam.
The transaction, which amounted to about JPY336 billion (USD2.1 billion), also included Chevron Singapore’s 50% non-operated interest in the Singapore Refining Company.
For ENEOS, Japan’s largest integrated energy company, the deal marks its first overseas refinery investment and significantly expands its downstream footprint.
Norton Rose Fulbright advised ENEOS on all aspects of the acquisition, including multijurisdictional legal support across the Asia-Pacific. The team was led by Sydney-based partners Shamim Razavi and Fridoun Chee.
Razavi noted one of the challenges of the acquisition stemmed from supply issues related to the ongoing conflict in the Middle East.
“The deal involved several jurisdictions, all with an interest in ensuring the assets remain in safe hands,” he told Asia Business Law Journal. “In this regard, ENEOS’ first-class reputation made our job easier. Navigating the transaction in the midst of the supply constraints caused by the conflict in the Middle East created its own considerations.”
Chee added that the cross-border nature of the deal also contributed to its complexity.
“The industry is highly regulated and the transaction involves approval from relevant governments,” he said.
Manila-based law firm Ocampo & Suralvo Law Offices guided ENEOS on all aspects of Philippine due diligence and co-operated with Norton Rose Fulbright on drafting and negotiating the definitive agreement. Partners Jude Ocampo, Charity Aurellano, Cristina Suralvo and Christine Antonio made up the team.
“This was a major engagement involving a thorough review of a large corporation’s operations in a heavily regulated industry,” Ocampo told ABLJ. “The project included many interconnected workstreams, where analysis in one area often intersected with others.”
Malaysian law firm Adnan Sundra & Low acted for Chevron and confirmed that the deal included ENEOS’ acquisition of the Caltex network in Malaysia, comprising more than 450 fuel stations.
Gibson Dunn & Crutcher also advised Chevron, with the team led by London-based partner Simon Tysoe.
Other firms involved included Latham & Watkins and Malaysia’s Rahmat Lim & Partners.
The transaction is expected to be completed in 2027, subject to regulatory approvals and customary closing conditions.
