Freshfields, AZB & Partners, Simpson Thacher, Paul, Weiss, DLA Piper, and Khaitan & Co advise on British Petroleum’s (BP) USD 6 billion sale of majority stake in Castrol to Stonepeak. As per the deal, Castrol’s valuation stands at $10 billion.

The transaction is anticipated to complete by end of 2026, subject to regulatory approvals. Upon completion of the transaction a new joint venture will be incorporated comprising a 65% Stonepeak and 35% bp ownership.

Freshfields acted as global legal counsel to bp on the transaction. The global Freshfields team was led by Partners Samira Afrasiabi and Rebecca Ward(M&A), May Smith (tax) and David Brooks (commercial IP) with support from Partners Alice Greenwell (employment), Andrew Murphy (pensions), Alastair Chapman (anti-trust), Vanessa Jakovich (environmental), Aled Batey and Haden Henderson (finance) and Julian Long (M&A) along with a broader team of counsel and associates across jurisdictions.

AZB & Partners advised bp on Indian law aspects of the transaction. The AZB team comprised Senior Partner Darshika Kothari, Partner Abhilash Chandran and Counsel Arnav Shah.

Simpson Thacher & Bartlett LLP advised Stonepeak on its acquisition of a majority controlling interest in Castrol. The Simpson Thacher team included Paul Foote, Amy Mahon, Eleanor Milne, Jonathan Stradling, Ciaran Cronin, Diogo Morgado Filipe, Bella Sullivan, Steven Hood, Neha Goyal and Elizabeth Lee (M&A); Yash Rupal, Caleb McConnell, Chris Dorman, Tim Wells and Cassandra Hamill (U.K. Tax); Jonathan Goldstein and Jemma Li (U.S. Tax); Josh Buckland, Sandeep Mahandru, Antti Kunnari and Jessie Li (Antitrust); Abram Ellis, David Caldwell, Julien Tunney and Cary Milanes (Regulatory); Matt Feehily, Emily Holland and Carina Mitchell (ESG); and Deborah Gruen (Funds).

Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as financing counsel to Stonepeak. The Paul, Weiss team is led by corporate partners Eric Wedel, Matthew Leist and Caroline Epstein, and associate Marco Bagnato, and includes partners Neel Sachdev, Matthew Merkle and Timothy Cruickshank; and tax partner Timothy Lowe, and counsel Jamie Chambers and Samir Kurani.

DLA Piper also served as legal counsel to Stonepeak on certain aspects of the transaction.

In India, the transaction has triggered a mandatory tender offer for the public shareholders of Castrol India Limited under the SEBI Takeover Regulations. The mandatory tender offer will be undertaken following completion of the Castrol transaction, with Khaitan & Co acting as Indian legal counsel in relation to the mandatory tender offer.