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* Shares worth a third of value before Gulf disaster

* Oil firm settled criminal charges last week

* BP will gain $12 billion cash from Rosneft deal

LONDON, Nov 18 (Reuters) – BP Plc plans to spend up

to 3.7 billion pounds ($5.9 billion) buying back its shares

after agreeing last week to pay record criminal penalties over

the Deepwater Horizon disaster, Britain’s Sunday Times said in

an unsourced report.

BP said on Thursday it would pay $4.5 billion to resolve

criminal and civil charges over the April 2010 rig explosion in

the Gulf of Mexico that killed 11 workers and caused the

worst-ever U.S. offshore oil spill.

The settlement means BP will face no further U.S. federal

criminal charges, but is expected to have to pay more to settle

civil actions.

It could face a penalty of as much as $21 billion if found

guilty of gross negligence under U.S. clean water legislation in

a trial starting in February, although the firm has earmarked

only $3.5 billion for the case.

But the British oil company believes it could safely spend

up to 3.7 billion pounds to revive its flagging shares, which

are worth around a third less than before the disaster, the

Sunday Times said, adding the buyback could take place early

next year.

A BP spokesman declined to comment on the report.

BP will gain $12.3 billion in cash from an agreement in

October to sell its stake in TNK-BP to Russia’s Rosneft

, giving it headroom to return money to investors,

although analysts have said that may have to wait until its oil

spill litigation is settled.

At the time of the Rosneft deal, BP said it would evaluate

how the cash proceeds would be used, promising to offset any

consequent dilution to its earnings per share and to continue

with its “progressive dividend policy.”