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CMS advises on sale of minority stake in Saras S.p.A. to Rosneft


Angelo Moratti S.a.p.a., Gian Marco Moratti and Massimo Moratti executed with Rosneft JV Projects S.A., an indirect 100% subsidiary of Rosneft, a sale and purchase agreement for the sale of 130,290,883 shares of Saras S.p.A. (representing approximately 13.70% of the issued share capital of Saras S.p.A. and approximately 21.5% of the aggregate stake of the sellers) for a total of Euro 178,498,510. As a result of the transaction, which will be completed on April 23, 2013, Angelo Moratti S.a.p.a. will retain a controlling stake in Saras S.p.A. equal to approximately 50.02%.

As envisaged in the sale and purchase agreement, Rosneft will launch, subject to completion of the sale and purchase, a voluntary, partial, public tender offer for 69,310,933 shares of Saras S.p.A. at a price per share equal to Euro 1.370, which is the same price per share as the sellers’.

An international CMS team led by John Hammond, Partner at CMS Germany, advised Rosneft on all legal aspects of the transaction. CMS has a long-standing relationship with Rosneft, having advised them on the Sakhalin III project and a number of other significant mandates.