Haynes and Boone LLP
| Phone | 214-651-5641 |
| Fax | 214-200-0519 |
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Contact:
2323 Victory AVenue
Suite 700
Dallas, TX 75219
Suite 700
Dallas, TX 75219
Oil and Gas; Exploration and Production; Oil Field Services
The upstream portion of our practice focuses on representations including:
* Purchase, sale and financing of producing oil and gas properties and related production facilities, platforms, terminals and gathering systems for domestic and international E&P companies and investors
* Operating agreements, master service agreements, joint ventures, participation agreements, exploration agreements, farm outs and related operational issues
* Debt and equity financing arrangements for E&P companies, investors and lenders including secured borrowing base credit facilities, land bank agreements, partnerships and joint ventures, contribution agreements and offerings
* Procurement of governmental permits, orders and authorizations
* Contracts for drilling, production facility, platform and terminal, facility acquisition, and construction involving platforms, terminals, drilling rigs, caissons, pipelines, and plants, and the financing of such transactions and facilities
* Construction and operation of offshore facilities, platforms, terminals, gathering systems and mobile drilling units
* Mezzanine and asset-backed financings
* Volumetric production payment (VPP) and net profits interest (NPI) financings
* Structuring and documentation involving seismic data on a license and on a proprietary basis
* Complex multi-well drilling and participation agreements
* Negotiations for chartering of support vessels overseas
* Arrests and foreclosures of offshore drilling rigs
Representative Experience
Bristol Resources Corporation
Chapter 11 case involving Bristol Resources Corporations operation of oil and gas properties located in Texas, New Mexico and Oklahoma, and an auction process.
Preferential Right Litigation
Representing an oil and gas exploration company in litigation involving the enforcement of a preferential right to purchase.
Partnership Litigation -- Energy
Pursuing claims against Russian partnership regarding ownership of Russian oil interests.
Ecopetrol Joint Operating Agreement (JOA) with Exxon Mobil and Petrobras
Advising the state owned Colombian national oil company Ecopetrol in its Joint Operating Agreement (JOA) with Exxon Mobil and Petrobras.
ExxonMobil - Bankruptcy Counsel
Serve as one of ExxonMobil's national bankruptcy counsel.
Panaco Energy - Carl Icahn Interests
Represented Carl Icahn affiliate in connection with its acquisition of exploration and production company through a creative Chapter 11 plan that was designed to preserve $100 million in net operating losses.
Area of Mutual Interest Agreement Litigation
Represented oil and gas exploration and production company in litigation involving rights under an area of mutual interest agreement.
Hyperion Resources - Purchaser
Represented an oil and gas producer in its bid to purchase the oil and gas assets of an energy company that was operating in Chapter 11.
National Energy Group - Carl Icahn Interests
Representation of Carl Icahn affiliate in connection with its acquisition of exploration and production company through a creative Chapter 11 plan that was designed to preserve $100 million in net operating losses.
Debtor Representation - Rand Energy Company
Orderly wind-down and liquidation of Rand Energy Companys assets, including substantial bank and trade debt and numerous property damage and tort claims resulting from a well explosion catastrophe and lien disputes from mechanics and materialmen.
Perry Gas
Representation of the Creditors' Committee in the Chapter 11 case of a gas production and retail sales company.
CrossPoint Energy Company
Represented oil and gas production and exploration company and its subsidiaries in their Chapter 11 proceedings in Dallas, Texas. Obtained confirmation of a plan of reorganization for the debtor.
EnRe, L.P.
Represented bank as the senior secured lender in the Chapter 11 case of this independent oil and gas company filed in Corpus Christi, Texas.
Fagdau Energy - Purchaser
Advised clients on the acquisition of United States onshore oil and gas producing assets from a bankruptcy estate.
Hedge Fund Representation - Purchase of Mineral Interests
Represented a hedge fund in a combined loan and purchase of mineral interests to fund an oil and gas development program.
Lothian Oil Company
Represented this privately held oil and gas exploration and production company in its Chapter 11 case in the bankruptcy court in San Antonio, Texas.
Michael Petroleum
Representation of this petroleum company in their Chapter 11 proceedings involving a pre-arranged plan and a 363 sale.
Representation of Hong Kong Company with Acquisition
Represented a Hong Kong company with the acquisition from a Japanese venture capital fund of debt and warrants in a U.S. company holding Chinese oil and gas concession rights, and subsequent restructuring of the investment.
Tri-Union Development Corporation - Chapter 11
Representation of debtor in reorganizing its secured, unsecured and governmental obligations associated with the operation of onshore and offshore oil and gas properties. Included in the representation was an analysis of hedged positions for the sale of physical oil and gas production in a rising market, the restructuring of significant second lien secured bond indebtedness held under trust indenture, and the negotiation and resolution of substantial onshore and offshore plugging and abandonment and environmental obligations owed to state and federal authorities. Included in the proceeding was litigation over payment of royalty claims, litigation concerning the design and resolution of decommissioning obligations for offshore platforms and wells, and litigation with co-owners and other parties in interest over continuation of oil and gas leases and farm out agreements. Reported decision in the case addressing satisfaction of offshore well obligations: In re Tri-Union Dev. Corp., 314 B.R. 611 (Bankr. S.D. Tex. 2004) and In re Tri-Union Dev. Corp., 349 B.R. 145 (Bankr. S.D. Tex. 2006)
Vallecito Gas, LLC
Representation of Petro Cap, Inc., a potential purchaser of the Hogback Lease in the Vallecito Gas, LLC bankruptcy case. The representation included assisting in specialized negotiations with American Indian tribes over oil and gas properties governed by United States Indian Law.
Shell - Bankruptcy Counsel
Serve as one of Shell's national bankruptcy counsel.
SemGroup
Represent Calyon (now known as Credit Agricole Corporate and Investment Bank) as a secured lender and potential DIP lender to various SemGroup entities. SemGroup is a multi-billion dollar global distributor and transporter of oil and gas and asphalt. SemGroup and several of its subsidiaries are in Chapter 11. Calyon is also a secured lender to other SemGroup entities that are not currently in bankruptcy.
Securitization of Receivables from Contract with Mexican Government
Represented a large oil and gas service company with the securitization of its receivables from a large contract with a unit of the Mexican government, including rendering a true sale opinion under New York law and assisting with a true sale opinion rendered by Mexican counsel.
Term and Revolving Loan - Oil and Gas Exploration and Production Company
Represented a large commercial bank with a term and revolving loan to an oil and gas exploration and production company secured by oil and gas reserves.
The upstream portion of our practice focuses on representations including:
* Purchase, sale and financing of producing oil and gas properties and related production facilities, platforms, terminals and gathering systems for domestic and international E&P companies and investors
* Operating agreements, master service agreements, joint ventures, participation agreements, exploration agreements, farm outs and related operational issues
* Debt and equity financing arrangements for E&P companies, investors and lenders including secured borrowing base credit facilities, land bank agreements, partnerships and joint ventures, contribution agreements and offerings
* Procurement of governmental permits, orders and authorizations
* Contracts for drilling, production facility, platform and terminal, facility acquisition, and construction involving platforms, terminals, drilling rigs, caissons, pipelines, and plants, and the financing of such transactions and facilities
* Construction and operation of offshore facilities, platforms, terminals, gathering systems and mobile drilling units
* Mezzanine and asset-backed financings
* Volumetric production payment (VPP) and net profits interest (NPI) financings
* Structuring and documentation involving seismic data on a license and on a proprietary basis
* Complex multi-well drilling and participation agreements
* Negotiations for chartering of support vessels overseas
* Arrests and foreclosures of offshore drilling rigs
Representative Experience
Bristol Resources Corporation
Chapter 11 case involving Bristol Resources Corporations operation of oil and gas properties located in Texas, New Mexico and Oklahoma, and an auction process.
Preferential Right Litigation
Representing an oil and gas exploration company in litigation involving the enforcement of a preferential right to purchase.
Partnership Litigation -- Energy
Pursuing claims against Russian partnership regarding ownership of Russian oil interests.
Ecopetrol Joint Operating Agreement (JOA) with Exxon Mobil and Petrobras
Advising the state owned Colombian national oil company Ecopetrol in its Joint Operating Agreement (JOA) with Exxon Mobil and Petrobras.
ExxonMobil - Bankruptcy Counsel
Serve as one of ExxonMobil's national bankruptcy counsel.
Panaco Energy - Carl Icahn Interests
Represented Carl Icahn affiliate in connection with its acquisition of exploration and production company through a creative Chapter 11 plan that was designed to preserve $100 million in net operating losses.
Area of Mutual Interest Agreement Litigation
Represented oil and gas exploration and production company in litigation involving rights under an area of mutual interest agreement.
Hyperion Resources - Purchaser
Represented an oil and gas producer in its bid to purchase the oil and gas assets of an energy company that was operating in Chapter 11.
National Energy Group - Carl Icahn Interests
Representation of Carl Icahn affiliate in connection with its acquisition of exploration and production company through a creative Chapter 11 plan that was designed to preserve $100 million in net operating losses.
Debtor Representation - Rand Energy Company
Orderly wind-down and liquidation of Rand Energy Companys assets, including substantial bank and trade debt and numerous property damage and tort claims resulting from a well explosion catastrophe and lien disputes from mechanics and materialmen.
Perry Gas
Representation of the Creditors' Committee in the Chapter 11 case of a gas production and retail sales company.
CrossPoint Energy Company
Represented oil and gas production and exploration company and its subsidiaries in their Chapter 11 proceedings in Dallas, Texas. Obtained confirmation of a plan of reorganization for the debtor.
EnRe, L.P.
Represented bank as the senior secured lender in the Chapter 11 case of this independent oil and gas company filed in Corpus Christi, Texas.
Fagdau Energy - Purchaser
Advised clients on the acquisition of United States onshore oil and gas producing assets from a bankruptcy estate.
Hedge Fund Representation - Purchase of Mineral Interests
Represented a hedge fund in a combined loan and purchase of mineral interests to fund an oil and gas development program.
Lothian Oil Company
Represented this privately held oil and gas exploration and production company in its Chapter 11 case in the bankruptcy court in San Antonio, Texas.
Michael Petroleum
Representation of this petroleum company in their Chapter 11 proceedings involving a pre-arranged plan and a 363 sale.
Representation of Hong Kong Company with Acquisition
Represented a Hong Kong company with the acquisition from a Japanese venture capital fund of debt and warrants in a U.S. company holding Chinese oil and gas concession rights, and subsequent restructuring of the investment.
Tri-Union Development Corporation - Chapter 11
Representation of debtor in reorganizing its secured, unsecured and governmental obligations associated with the operation of onshore and offshore oil and gas properties. Included in the representation was an analysis of hedged positions for the sale of physical oil and gas production in a rising market, the restructuring of significant second lien secured bond indebtedness held under trust indenture, and the negotiation and resolution of substantial onshore and offshore plugging and abandonment and environmental obligations owed to state and federal authorities. Included in the proceeding was litigation over payment of royalty claims, litigation concerning the design and resolution of decommissioning obligations for offshore platforms and wells, and litigation with co-owners and other parties in interest over continuation of oil and gas leases and farm out agreements. Reported decision in the case addressing satisfaction of offshore well obligations: In re Tri-Union Dev. Corp., 314 B.R. 611 (Bankr. S.D. Tex. 2004) and In re Tri-Union Dev. Corp., 349 B.R. 145 (Bankr. S.D. Tex. 2006)
Vallecito Gas, LLC
Representation of Petro Cap, Inc., a potential purchaser of the Hogback Lease in the Vallecito Gas, LLC bankruptcy case. The representation included assisting in specialized negotiations with American Indian tribes over oil and gas properties governed by United States Indian Law.
Shell - Bankruptcy Counsel
Serve as one of Shell's national bankruptcy counsel.
SemGroup
Represent Calyon (now known as Credit Agricole Corporate and Investment Bank) as a secured lender and potential DIP lender to various SemGroup entities. SemGroup is a multi-billion dollar global distributor and transporter of oil and gas and asphalt. SemGroup and several of its subsidiaries are in Chapter 11. Calyon is also a secured lender to other SemGroup entities that are not currently in bankruptcy.
Securitization of Receivables from Contract with Mexican Government
Represented a large oil and gas service company with the securitization of its receivables from a large contract with a unit of the Mexican government, including rendering a true sale opinion under New York law and assisting with a true sale opinion rendered by Mexican counsel.
Term and Revolving Loan - Oil and Gas Exploration and Production Company
Represented a large commercial bank with a term and revolving loan to an oil and gas exploration and production company secured by oil and gas reserves.





