U.S. Billionaire Leads Swap Plan to Buy Lukoil's Overseas Assets, Sources Say

The Boehly-led consortium is trying to acquire Lukoil’s international assets. These are energy businesses outside Russia, including oilfields, refineries, and petrol stations. The proposed purchase matters because sanctions have pushed Lukoil to consider selling assets that once formed a broad overseas portfolio.

The assets span three regions: Europe, the Middle East, and Africa. They include both production sites and downstream businesses, such as refineries and fuel stations. However, the portfolio’s value has fallen because some assets have stopped operating, according to two people familiar with the process.

The deal would end a sale process lasting more than a year if completed. It would also test whether Western sanctions can make a major Russian company sell international holdings while preserving strategic oil operations and limiting financial gains reaching Moscow. The consortium is led by Todd Boehly and includes Emirati investors, other private backers, and the U.S. DFC.

A securities swap is an exchange in which financial instruments are used to obtain assets. In this proposed cashless deal, a bank acting for the consortium buys frozen Lukoil securities from Western investment funds and depositary banks. Those securities would then help acquire Lukoil’s international businesses.

The key mechanism is that the securities are not simply handed back to Lukoil. The consortium promised to place them in an escrow account, which helped it move forward after the U.S. Treasury rejected an earlier proposal. The securities would be exchanged for overseas assets rather than paid as ordinary cash.

This structure matters because the securities are frozen under sanctions and have lost much of their value. It may allow Western holders to exit their positions while preventing Lukoil from receiving a direct windfall. The transaction still requires completion and would test whether the arrangement satisfies U.S. sanctions conditions.

The international asset portfolio involved in the sale was initially valued at $22 billion. That figure shows the scale of Lukoil’s overseas business, which includes oilfields, refineries, and petrol stations in several regions. The portfolio is worth less now because some assets have stopped operating.

The securities used in the proposed swap were reportedly purchased at 30 cents on the dollar. A bank acting for the consortium bought them from about 10 U.S. and British investment funds, along with U.S. depositary banks holding securities for retail investors. The discount reflected their sanctioned status.

The difference between the original portfolio valuation and the securities’ discounted price highlights the financial impact of sanctions and frozen markets. Western funds had written down the holdings after Lukoil shares were removed from major emerging-market indexes. The final deal value could therefore differ sharply from the portfolio’s original $22 billion estimate.

The U.S. sanctions on Lukoil in October 2025 made its international assets harder to own, operate, or sell through normal financial channels. They set off the sale process and created pressure for Lukoil to divest overseas holdings. The process has continued for more than a year.

In December, the U.S. Treasury rejected a proposal from a group that included Xtellus Partners. Treasury’s stated concern was that Lukoil should not receive a windfall from the sale. The rejected structure would have provided value through shares or cash, which officials considered unacceptable under the sanctions policy.

The Boehly-led consortium addressed that concern by promising to place the acquired securities in escrow rather than transfer them directly to Lukoil. That structure allowed the bid to advance, although the Treasury did not comment on the current proposal. The deal would show whether sanctions can force a sale without enriching the sanctioned company or Moscow.

Todd Boehly leads the consortium, alongside Emirati investors International Holding Company and Al Hail Holding. The Syrian-Qatari Al-Khayat brothers and the U.S. International Development Finance Corp, or DFC, also back the bid. Together, these participants provide the financial support and investment group pursuing Lukoil’s overseas assets.

A bank working for the consortium performs a central transaction role. It has bought frozen Lukoil securities from about 10 U.S. and British funds and from U.S. depositary banks. Those securities are intended for the cashless exchange. The DFC is described as a backer, not as the bank arranging the purchases or as the seller.

The consortium’s structure helped it lead the sale after Carlyle dropped out. More than a dozen companies had bid, including Exxon Mobil and Chevron. If completed, the consortium would become the buyer of Lukoil’s international assets, while the bank would help execute the securities mechanism.

If completed, the transaction would reshape who controls Lukoil’s international businesses. Lukoil would sell assets that include oilfields, refineries, and petrol stations outside Russia. The consortium would acquire them through a cashless exchange, while Lukoil’s strategic oil operations could remain protected.

Western investors holding frozen securities could benefit by exchanging or selling holdings that had been frozen, removed from major indexes, and written down. The bank acting for the consortium reportedly bought those securities at 30 cents on the dollar. The arrangement would give participating funds and depositary banks a route out of difficult positions.

The escrow structure is intended to keep the securities from going directly to Lukoil. That could limit the money reaching the sanctioned company and, indirectly, Moscow. The outcome remains uncertain until the deal closes. Its completion would test whether sanctions can force divestment without creating a large financial gain for Russia.

Financial sanctions restrict how a company’s securities, payments, and assets can move across borders. Investors may be unable to sell or transfer holdings normally, while banks cannot process ordinary transactions for the sanctioned company. This isolates parts of the business without necessarily stopping every oilfield or refinery.

Lukoil’s shares were frozen, removed from major emerging-market indexes, and written down by Western funds. Yet its international portfolio still includes operating oilfields, refineries, and petrol stations. The proposed swap shows how ownership may change under restrictions: frozen securities would be exchanged for overseas assets, with the securities held in escrow rather than sent directly to Lukoil.

This arrangement separates asset operations from financial access. A buyer could take control of international businesses, while sanctions limit where the related value goes. The article presents the transaction as a test of whether Russia can be pressured to divest overseas assets while strategic oil operations continue and financial gains to Moscow remain limited.