How BP combined with Amoco and ARCO while selling ARCO's Alaska business

The Amoco deal created the acquiring group

BP's listing particulars say BP issued ordinary shares in depositary form to Amoco shareholders and renamed the parent BP Amoco. It reported approximately 16,300 U.S. service stations and 12,000 elsewhere for the combined business immediately after the 1998 merger. Source 1

The exchange ratio has to be read on the same share basis

BP's shareholder FAQ expresses both ratios after its 1999 two-for-one depositary share split. It gives approximately 1.3233 depositary shares per Amoco common share and 1.64 per ARCO common share. The ratios count securities issued under two deals and do not by themselves establish their cash values. Source 2

U.S. regulators examined two different oil markets

The FTC identified competitive issues in Alaska and around the Cushing, Oklahoma oil transportation and storage hub. Its proposed order required the Alaska divestiture to Phillips and a separate group of pipeline and terminal divestitures in the central U.S. Source 3

The Alaska remedy transferred an operating business

The regulator recorded 25 April 2000 as the date the Alaska assets were divested. The agreements also covered intellectual property licensing and transition services for Phillips. The effect of the remedy therefore depended on how the assets could be operated after the sale. Source 4 Source 3

Sources

• BP Amoco listing particulars for the ARCO combination, Part II
• BP shareholder administration, historical Amoco and ARCO ratios
• U.S. Federal Trade Commission case archive, 13 April 2000 clearance notice
• U.S. Federal Trade Commission, Alaska transfer confirmation