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Simpson Thacher Represents Royal Bank of Scotland in Formation of Commodities Trading Joint Venture With Sempra Energy

04.03.08

Simpson Thacher & Bartlett LLP represented The Royal Bank of Scotland plc (LSE: RBS) in a transaction resulting in the formation of a global commodities trading joint venture with Sempra Energy (NYSE: SRE). The joint venture, called RBS Sempra Commodities LLP, includes the commodities trading operations previously held by various subsidiaries of Sempra Energy in a transaction valued at approximately $3.3 billion. The joint venture represents a unique combination of an industry-leading commodities trading operation with one of the world's largest banking and financial services organizations. The joint venture brings together RBS, the 2nd largest banking group in Europe by market capitalization and one of the largest in the world, with Sempra Commodities, one of the world's leading natural gas, power, petroleum and metals trading operations. The U.S. Federal Reserve Board's order secured by Simpson Thacher on behalf of RBS in connection with the transaction permitted for the first time a financial holding company to enter into energy tolling arrangements and expanded RBS's authority to engage in physical energy trading activities and to enter into energy management services agreements. The transaction closed on April 1, 2008.

The Simpson Thacher team working on the transaction included: John Walker and Carla Crawford (Bank Regulatory); Michael Nathan, Brian Chisling and Jeremy Saks (M&A); Peter Rosen and Jason Vollbracht (Tax); Brian Robbins and Rachel Berry (Employee Benefits); Amy Beller, Brijesh Dave, Abram Ellis and Devin Ryan (Regulatory and Litigation); Michael Isby and Timothy Mulvihill (Environmental); and Laurie Gay, Robert Griffith and Edward Shen (Corporate).