Gowling WLG assists USS on its £400m Investment in BP’s UK Forecourt Portfolio

13 October 2020

Legal experts from international law firm, Gowling WLG, have advised Universities Superannuation Scheme Ltd - the trustee of the UK's largest private pension scheme by way of assets - on a major investment in BP's freehold property estate of 199 UK forecourts.

In a transaction arranged by USS Investment Management, the wholly-owned subsidiary and principal investment manager and advisor to the Scheme, USS has agreed to invest nearly £400m for a 49% stake in a sale and leaseback of the estate. The deal will allow BP to realise some of the value tied up in its freehold property portfolio and to reallocate capital elsewhere and allow USS to access a long-term inflation linked income stream providing some hedge against future economic uncertainty.

The Gowling WLG team advised on the structure and negotiation of terms of the long-term partnership between USS and BP, the leasing and commercial arrangements for the portfolio's future and enhancement including tax, financial services, and insurance.

Commenting on the Gowling WLG team's involvement in brokering the deal, Dan Gwilliam, real estate partner, said:

"It has been a pleasure to work alongside the impressive team at USS again making another major investment and working to create this partnership with BP in respect one of the most well-defined and robust UK property portfolios. Income opportunities of this nature are key to pension fund investment strategy and this new alliance will provide secure long-term income for the scheme and its members. We are very proud to have supported USS in all facets of the project."

Dan and Jon Lloyd led on the real estate matters and Sharon Ayres led on the indirect real estate and structuring. Additional experts making up the team included Lee Nuttall (tax); Ian Mason (financial services), Samantha Holland (insurance) and Emma Payne (Indirect Real Estate).

This investment will join an existing property portfolio of nearly £4 billion, which forms part of USS's £18 billion of investments in private markets assets. These are typically long-term investments made in the likes of property or companies and assets with inflation-linked cash flows.

Linklaters and CMS (Scottish Real Estate) worked on behalf of BP while Dentons (Scottish Real estate) and Carey Olsen (Jersey) joined Gowling WLG in representing USS.

The fuller team from Gowling WLG was made up of:

  • Sharon Ayres
  • Dan Gwilliam
  • Jon Lloyd
  • Emma Payne
  • Bernardine Adkins
  • Lee Nuttall
  • Samuel Beighton
  • Tom Rank
  • Alex Ha Kyung Kim
  • Laura Oseland
  • Sean Giles
  • Samantha Holland
  • Orjeta Neli
  • Hannah Swindle
  • Eleanor French
  • Ben Stansfield

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