Contracts and Transactions (including Energy M&A)

Stone Pigman has extensive experience assisting clients in all aspects of energy-related transactions, business formations, project financings, M&A, strategic alliances and the purchase and sale of major energy assets. In addition to developing project structures, we often serve as lead counsel on contracts for joint ventures, joint operations, sales and purchases, processing, services, transportation, development, investment, production sharing, farmout agreements, drilling, storage, construction, operation and management and technology licensing.

We have handled hundreds of domestic and international energy deals that involve the exploration, extraction, processing, transportation and sale of hydrocarbons, renewables and other natural resources.  Our clients include small and large entities, major and independent oil companies, drilling companies, oilfield service providers, lenders, developers, government agencies and foreign investors. 

Selected Representative Matters

Stone Pigman lawyers have had or presently have major roles in the following matters:

LNG

• Representing a large Spanish oil and gas company in connection with the purchase of liquefied natural gas from Peru LNG S.R.L., a joint venture company formed to build, develop and operate a 4.0 MTPA liquefied natural gas facility in Peru.
• Representing a consortium of multinational oil and gas companies led by Chevron U.S.A. in connection with a multibillion-dollar LNG liquefaction and storage facility in Angola, which includes negotiating and drafting a participation agreement and shareholders’ agreement between the partners, as well as working on all necessary agreements with the Angolan national oil and gas company for the construction of the plant and the supply of gas to it.
• Implemented and interpreted contracts for the operation of a major LNG liquefaction facility (the largest in Western hemisphere) in Trinidad and the sale of LNG from the facility.
• Representing U.S. parties in their dealings with the Algerian state-owned oil company in connection with LNG sale and purchase agreements, transportation agreements and dispute resolution.
• Representing a large Japanese investor in connection with its investment in Equatorial Guinea LNG - Train 2, which included reviewing and advising on various gas marketing, gas supply, gas gathering, shareholder and plant management agreements, and other ancillary documents in connection with the project.
• Representing Gazprom Marketing and Trading Company in connection with numerous LNG master sales and purchase agreements.
• Representing production-sharing interests in the Marib LNG Project in Yemen in the negotiation of the gas development agreement, feedstock supply agreement, operating agreement and shareholders' agreement.
• Representing an overseas LNG trading company in obtaining throughput capacity at the Freeport LNG facility in Freeport, Texas.
• Representing a United States company in connection with the structuring of operations in Argentina for the importation of LNG by Repsol YPF.
• Representing a multi-national company in connection with a proposed deep water port LNG import facility offshore California.
• Representing a major shareholder in the Trinidad LNG Project in negotiations with the government and other shareholders in the original project and subsequent expansions.

Oil & Gas

• Advising European clients on bid rounds in the opening of Mexico’s oil and gas industry to private investment.
• Negotiation and drafting of various joint venture documents and pipeline throughput and interconnection agreements for oil and gas wells in the Gulf of Mexico.
• Representing a European energy company in the acquisition of offshore oil and gas assets in the Gulf of Mexico, including BOEM compliance, continued work with co-owners to negotiate midstream and service contracts related to the acquired interests.
• Acting as outside general counsel for a Houston-based drilling company owned by Malaysian investors in connection with operations in the Gulf of Mexico and Brazil.
• Representing a U.S. oil and gas exploration company in negotiations and documentation of a joint venture in connection with the development of two blocks offshore of Nigeria; drafting and negotiating terms of the license agreement for the offshore block.
• Served as lead counsel for $83 million purchase of producing oil and gas properties in Gulf of Mexico (offshore Louisiana and Texas).
• Representing various U.K. and European banks in numerous oil and gas lending transactions, among other energy sectors, in the United States and elsewhere.
• Representing a U.S. independent oil company in connection with a farm-in of three offshore blocks in the Bass Strait, Australia.
• Advising a Japanese client on acquiring oil and gas interests under Iraq’s first bid round.
• Represented a major oil company in the negotiation of energy supply/management services for large US Southwest utility.
• Representing several oil field service companies in their domestic and international operations and financings.
• Representing U.S. interests in the documentation and structuring of oilfield equipment repair operations in Venezuela.

Upstream Oil & Gas

• Representing Canadian interests in the transfer of a 50% interest in a major oil sands field in Alberta to a European integrated oil company.
• Representing European interests in the disposition of extensive oil and gas properties in the U.S.
• Representing European interests in the acquisition of a major position in deep water oil fields in the Gulf of Mexico.
• Represented client in the acquisition and development of West Texas fields for oil and gas development.
• Representing a multi-national natural resources company in connection with its offshore oil and gas operations in Trinidad & Tobago.
• Lead outside counsel on farmout, participation and development agreements for onshore Gulf Coast and offshore oil and gas fields (Louisiana and Texas).
• Representing investors in the acquisition of a working interest in an offshore Brazil deep water block.
• Representing Japanese interests in reviewing and advising on oil field reactivation programs with PDVSA (the Venezuelan state-owned oil and natural gas company) and its affiliates.
• Representing a Canadian company in planning a farm-in arrangement with a U.S. company for the acquisition of Ethiopian oil and gas rights.
• Representing U.S. interests in the divestiture of oil and gas properties in Mongolia, including dealings with the oil ministry and assignees.

Power & Renewables

• Representing U.S., Mexican, and Canadian interests in negotiations with CFE (the Mexican Federal Electricity Commission) regarding a power and desalination project in Rosarito, Mexico, along with a natural gas pipeline to provide a fuel supply.
• Drafting and shepherding power purchase agreements, bridge financing documents, and an EPC contract for two wind energy facilities in West Texas.
• Representing a large U.K. bank in connection with the $60 million asset-based financing of a U.S. gas compression equipment company, and another U.K. bank in connection with a $300 million loan to a U.S. electric utility company.
• Representing U.S. and British interests in the privatization of the power industry in the Dominican Republic.
• Representing a U.S. electric utility in connection with its investment in a São Paulo-area electric power distribution company.
• Representing U.S. interests in connection with the proposed acquisition of a hydroelectric power plant in Southwestern China.

Downstream & Petrochemical

• Representing Japanese interests in development of a proposed petroleum refinery in partnership with Pemex (the Mexican state-owned petroleum company).
• Representing Canadian interests in the acquisition of two major petroleum refineries in the U.S.
• Representing a U.S. chemical company in its Brazilian petrochemical plant operations and relationships with joint venturers.
• Representing U.S. interests in legal matters relating to two Colombian petrochemical plants operated in joint ventures with local investors.

Midstream / Pipeline Projects

• Representing a major U.S. oil company in the documentation and structuring of a crude oil pipeline project, including work on the convention of establishment and investment agreement with the host countries, Chad and Cameroon.
• Representing a U.S. pipeline company in planning the development of a petroleum products pipeline running from Dar es Salaam to the Ugandan border.
• Representing an Australian company in the divestiture of its interest in the Bolivia/Brazil natural gas pipeline.
• Representing U.S. interests in the acquisition of an interest in a major gas pipeline in Colombia.
• Assisted with a throughput capacity lease for 300-mile crude oil pipeline in Mid-America.

Natural Gas

• Representing a U.S. natural gas company in its successful bid and contract negotiations with PDVSA and with the EPC contractor for a major gas pressurization project.
• Representing a U.S. independent oil and gas company in documentation of rights for exploration and development of natural gas prospects in Slovakia.
• Advised interstate natural gas pipeline on land-related issues for acquisition of rights-of-way and related agreements for 140-mile natural gas pipeline in Southwest Louisiana.
• Representing a major U.S. oil company in connection with a planned gas-to-liquids plant in Qatar.
• Representing a major oil company in connection with the development of the Tangguh gas field.
• Assisted with gas sales contracts, processing agreements and related product sales agreements in West Texas field.

Maritime

• Representing a New York energy hedge fund in connection with $100 million of subordinated loans and financial restructuring of a large Gulf of Mexico offshore work barge and pipe laying company.
• Preparation and registration of two long-term charters and one interim charter agreement with respect to three oceangoing tugs for use at the EcoEléctrica LNG facility in Peñuelas, Puerto Rico.
• Negotiation and drafting of voyage charters for transportation of LNG from Trinidad to Elba Island; Savannah, Georgia; and from the LNG facility in Indonesia to the United States.
• Negotiation and preparation of all necessary bid and contract documents for the design, construction or conversion and chartering of two shallow draft oil shuttle tankers for use in Bohai Bay, People’s Republic of China.
• Acquisition, public debt financing, general operations and eventual sale of an offshore drill rig fleet by a large Malaysian public company.
• Working with various United States inland waterway barge companies in connection with coastward trade and Coast Guard regulatory issues.
• Structuring of the public bidding process for the development of the Qatari LNG fleet of over 50 LNG tankers, including preparation of all legal documents and presiding over closings with numerous ship owners.