Simpson Thacher Represents HRT Participações em Petróleo S.A. in Connection with its US$746.8 Million Arrangement with UNX Energy Corp.

The firm recently represented HRT Participações em Petróleo S.A. (“HRT”) in connection with its plan of arrangement with UNX Energy Corp. (“UNX”), pursuant to which HRT acquired all of the outstanding common shares of UNX for CAD$6.17 per share in exchange for Global Depositary Shares representing common shares of HRT. The transaction represents a total enterprise value of approximately CAD$729.8 million (approximately US$746.8 million) for UNX. UNX is now a wholly-owned subsidiary of HRT.

The arrangement was approved by the Court of Queen’s Bench of Alberta on April 27, 2011 and closed on April 29, 2011. Pursuant to the arrangement, HRT issued to the former-UNX shareholders 64,277,300 Global Depositary Shares (representing 642,733 common shares of HRT) listed on the Toronto Stock Exchange—TSXV. 
HRT is an independent Brazilian oil and natural gas exploration and production company with over two billion barrels of oil equivalent (BOE) of prospective and contingent resources in exploration blocks in onshore basins in Brazil and offshore basins in Namibia. UNX is an independent Canadian oil and natural gas exploration and production company with prospective oil and natural gas concessions in offshore basins in Namibia. As a result of the transaction, HRT increases its holdings in oil and natural gas exploration blocks in the Namibian offshore and becomes the largest private sector leaseholder in offshore Namibia.
The Simpson Thacher team for this transaction included S. Todd Crider, Thiago Spercel, William Langer, Alberto Bull da Silva and Lisa Wallis (São Paulo Office) with the assistance of Alan M. Klein (New York office); and Rob Holo, Jonathan Cantor and Danny Salinas (Tax).