Bird & Bird advises Disa on the acquisition of Shell’s Spanish fuel business

11 October 2004

International law firm Bird & Bird has been advising Disa, one of Spain’s main oil companies, on various aspects of the purchase of large parts of Shell’s Spanish retail and commercial business. The deal required considerable cross-border arrangements and negotiations and will establish Disa as one of Spain’s largest oil companies.

Shell Petroleum N.V. and Disa Corporación, Petrolifera, S.A. announced on 8 September the signing of a Sale and Purchase Agreement and Trademark Licence Agreement relating to the divestment of Shell’s Oil Products businesses in Spain, excluding the LPG (Liquified Petroleum Gas), Lubricants, Aviation and Marine businesses. The Bird & Bird team was brought in by Uria & Menéndez, Disa’s main counsel in Madrid since the acquisition documentation and trade mark licence which are governed by English law.

The divestment includes a network of 338 retail service stations in Spain, a 5% stake in Compania Logistica de Hidrocarburos CLH, S.A. and distribution assets geographically spread across Spain. Disa will continue to use the Shell brand under a trade mark licence agreement to minimise disruption to dealers and customers. The sale is subject to regulatory approval and completion is expected to take place by the end of 2004. The transaction followed a competitive auction process run by Goldman Sachs and will make Disa Spain’s fourth largest oil company.

London based corporate partner Neil Blundell led the Bird & Bird team supporting Disa, assisted by Charlotte Ford. Lorna Brazell advised on the Trademark Licence and further support was provided by commercial partner Mark Leach in London and Erik Limpens in The Hague, where the Shell Petroleum N.V. is based. Coloma Amero Montes of Uria & Menéndez Madrid with assistance from Antonio Villacampa Serrano led the team.

Neil Blundell said: “This has been a fascinating deal to work on and represents a major step forward in Disa’s distribution strategy. Teamwork was critical and we were delighted to be able to work alongside Uria & Menéndez.

For more information on this, please contact Neil Blundell on +44 (0) 20 7415 6179 or Larry Cattle on +44 (0) 20 7415 6156.