Jin Kim in the News - Excerpts from Corporate Counsel

Canadian Deals & Suits

Corporate Counsel

April 01, 2010

Korea National Oil / Harvest Energy

South Korea's state-owned oil company closed its largest acquisition to date on December 22, purchasing Canada's Harvest Energy Trust in a $4.1 billion deal. It's the second-largest foreign takeover ever completed by a Korean company.

Korea National Oil Corporation (KNOC) agreed to pay $10 a share for Harvest, or $1.8 billion, and assume $2.3 billion in debt. The Canadian government approved the deal under the Investment Canada Act within the 45-day initial window.

Harvest Energy has oil and gas production assets in Alberta, Saskatchewan, and British Columbia. It became an integrated energy company in 2006 when it bought North Atlantic Refining and its related marketing businesses.

South Korea is the world's fifth-largest petroleum importer and the seventh-largest petroleum consumer, according to KNOC's Web site. KNOC produces about 70,000 barrels of oil equivalent a day. The Harvest acquisition added 50,000 barrels per day. KNOC aims to control 300,000 barrels by 2012.

KNOC already had a stake in Canada through its 2006 purchase of the BlackGold oil sands project in Alberta from Newmont Mining Corp. for $270 million.

For acquiror Korea National Oil Corporation (Anyang, South Korea)

In-House: Corporate counsel Jin Kim and counsel Sung Joo.

Bennett Jones: Oil and gas/M&A: Jean-Pierre Pham and asso­ciate Lyle Guard. Investment Canada/M&A: Donald Greenfield. Securities/M&A: Colin Perry, David Spencer, and associate Kahlan Mills. Tax: Alan Rautenberg. Employment: John Batzel. Banking: Denise Bright. Environmental: Bradley Gilmour. Litigation: Anthony Friend. (All are in Calgary.) Bennett Jones has represented KNOC since the BlackGold acquisition.

Vinson & Elkins: Securities/M&A: Mark Kelly. (He is in Houston.)

For target Harvest Energy Trust (Calgary)

Burnet, Duckworth & Palmer: Securities/M&A: Keith Greenfield and Grant Zawal­sky. Oil and gas: John Cuth­bertson, Mark Houston, and Alicia Quesnel. Banking: John Wilmot. Investment Canada: Jody Wivcharuk. Litigation: Daniel McDonald and Jeff Sharpe. Employment: Gina Ross. (All are in Calgary.)

Paul, Weiss, Rifkind, Wharton & Garrison: Corporate: Andrew Foley and associates Piibe Jogi and Peter Wright.

—L.K.