Moscow (Platts)--12Dec2012/541 am EST/1041 GMT

Russia's Rosneft and the consortium of Alfa Group, Access Industries and Renova (AAR) have signed a sale and purchase agreement for the state-run oil producer to buy a 50% stake in oil venture TNK-BP, the two companies said in separate statements Wednesday.

The transaction price is set on the basis of the valuation of AAR's TNK-BP stake at $28 billion, the two said.

Completion of the deal is expected in the first half of 2013 after Russian and EU antitrust regulators have approved it, they said.

The deal was signed in Munich at 07:45 AM local time (0645 GMT), Rosneft said.

Rosneft announced in October plans to buy all of TNK-BP -- Russia's third-largest oil producer -- from its shareholders BP and AAR. A binding agreement with BP to this effect was signed in November.

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The agreements signed Wednesday enable Rosneft "to fully consolidate the acquired business and benefit from a considerable synergy effect. The agreements reached today [Wednesday] enable us to start preparing the integration process immediately," Rosneft CEO Igor Sechin was quoted as saying in his company's statement.

In turn, Renova board chairman Viktor Vekselberg said: "Through this transaction, Rosneft acquires not only high-quality oil and gas assets, but also a unique corporate culture and operating experience accumulated by TNK-BP during the decade of the existence of our joint venture."

"These will no doubt help the transformation of Russia's largest oil company into a global leader."

German Khan, TNK-BP executive director and member of the board of Alfa Group, said: "A deal of this scale has never been done in Russia ... The very fact that it is taking place attests to the growing potential of Russia's economy."

Alfa Group chairman Mikhail Fridman was quoted as saying by AAR: "As we work towards closing this transaction, I am confident that this deal benefits all stakeholders and is ultimately good for the future of the entire Russian oil and gas industry."

In November, Rosneft signed a definitive and binding agreement with BP to acquire its 50% stake in TNK-BP in exchange for $17.1 billion in cash and a 12.84% stake in Rosneft from shares currently held in treasury.

The deal also provides for BP to use $4.8 billion of the cash from Rosneft to buy an additional 5.66% stake in Rosneft from the Russian government through Rosneftegaz, bringing the oil major's stake in Rosneft to 19.75%.

By tying up the full acquisition of TNK-BP, Rosneft is set to cement its role as the country's biggest oil producer and put it on a footing with energy giant ExxonMobil.

A combined Rosneft/TNK-BP would produce 4.6 million b/d equivalent of oil and gas at current volumes compared with ExxonMobil's average of 4.51 million boe/d last year.

--Nadia Rodova, nadia_rodova@platts.com
--Edited by Jonathan Fox, jonathan_fox@platts.com

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