Utilities and airport investor Infratil Ltd. (IFT.NZ) and the New Zealand Superannuation Fund said Monday they have signed a letter of intent with Shell New Zealand, a unit of Royal Dutch Shell PLC (RDSA), regarding the potential acquisition of its downstream assets.

In a statement, the two said the letter of intent is not an acquisition contract.

"However it does represent Infratil and the Guardians' (of New Zealand Superannuation) clear intention to proceed to acquire Shell's New Zealand downstream assets if relevant pre-requisites are met including the securing of third-party approvals," it said.

Late Friday Infratil said the "process is significantly advanced and is expected to complete early in 2010."

Infratil said previously the scope of the proposed transaction includes, but is not limited to, a 17.1% stake in New Zealand Refining Co. (NZR.NZ), Shell New Zealand's supply-and-distribution infrastructure and its retail and business-to-business fuel operations.

Shell New Zealand's downstream assets include 230 fuel stations, a marine business, commercial fuel and aviation operations, the New Zealand Refining Co. stake and a 25% stake in Loyalty NZ.

Its distribution network, part of the downstream businesses, includes terminal facilities throughout New Zealand.

-By Rebecca Howard, Dow Jones Newswires; 64-4-471-5990; rebecca.howard@dowjones.com
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