In the News

Haynes and Boone Advises GeoMet in Sale of $107 Million of Appalachian Coalbed Methane Properties

HOUSTON – Haynes and Boone, LLP advised GeoMet, Inc., an independent energy company, in the sale of substantially all of its coalbed methane interests and other assets located in the Appalachian Basin to ARP Mountaineer Productions, LLC, a wholly-owned subsidiary of Atlas Resource Partners, L.P.

Buddy Clark, partner and head of the firm’s Energy Practice Group, led the Haynes and Boone deal team that included Partner Joe Vilardo and Associates Austin Elam and Annie Kwan. >>



Joseph A. Vilardo

Partner

Houston


1221 McKinney Street
Suite 2100
Houston, Texas 77010
T +1 713.547.2228
F +1 713.236.5591

Areas of Practice

Education

  • J.D., South Texas College of Law, 1982, with high honors
  • B.A., Finance, Rutgers, The State University of New Jersey, 1976
  • Chemical Engineer, B.S., Rutgers, The State University of New Jersey, 1976, magna cum laude

Bar Admissions

  • Texas
Joseph A. Vilardo

Joseph Vilardo concentrates his practice in representation of financial institutions and energy companies in connection with the negotiation and documentation of complex financing transactions, energy marketing arrangements and the acquisition/divestiture of oil and gas properties and other assets. In addition to his law degree, Mr. Vilardo holds a B.S. in Chemical Engineering and a B.A. in Finance.

Mr. Vilardo has completed transactions including:

  • Representation of lead lender in the negotiation and documentation of a $105 million revolving credit facility with a short term bridge loan tranche, secured by oil and gas properties.
     
  • Representation of an oil and gas exploration and production company in the negotiation and documentation of a $96 million multi-lender, secured, revolving credit facility; two separate subordinated bridge loan facilities totaling $60 million; and a $10 million subordinated, secured revolving credit facility.
     
  • Representation of a large natural gas/natural gas liquids marketing company in connection with the development of form documentation for its commodity derivatives activities.
     
  • Representation of an oil and gas exploration and production company in the negotiation and documentation of a $50 million revolving credit facility secured by oil and gas properties and a $135 million Rule 144A high yield senior, unsecured note offering.
     
  • Representation of lender in the negotiation and documentation of a $50 million multiple auto dealer floor planning credit facility.
     
  • Representation of large power company as local Texas counsel in connection with the acquisition of real property and related matters for the construction and financing of a $450 million independent power plant.
     
  • Representation of lender in connection with a proposed $25 million working capital credit facility to an oil and gas exploration and production company whose principal operating assets are located in Latin America, secured by pledges of certain stock of both foreign and domestic subsidiaries.

Professional Recognition

  • Recognized as a Super Lawyer - Banking (2009-2011)
  • Named one of The Best Lawyers in America - Banking and Finance Law (2010-2015)
  • Martindale Hubbell® Law Directory with a Peer Review Rating of AV® Preeminent™

Selected Representative Experience


$300 Million Senior Secured Second Lien Credit Facility
Represented E&P company as borrower under a $300 million senior secured second lien credit facility entered into in connection with the company's acquisition of oil and gas properties.

$525 Million Credit Facility
Represented E&P company in connection with $525 million senior secured second lien credit facility.

$200 Million Credit Facility
Represented Trans Energy, Inc. in connection with $200 million senior secured credit facility, which included a net profits interest component.

Endeavor Energy Resources Tack-On Offering
Represented Endeavor Energy Resources, L.P. in a tack-on public offering of $250 million senior notes.

$150 Million Note Purchase Agreement
Represented Alta Mesa Holdings, LP as borrower under a $150 million note purchase agreement entered into in connection with the company's recapitalization.

Revolving Credit Facility
Represented Deutsche Bank AG as lender in connection with a $140 million senior secured revolving loan with borrower Great Western Petroleum, LLC. The four-year term credit facility is secured by the borrower's and its subsidiaries' oil and gas properties and assets in Colorado.

EnerVest Energy Institutional Fund XIII Credit Facilities
Represented EnerVest Energy Institutional Fund XIII in the negotiation, documentation and simultaneous closing of revolving credit facilities equal to $1.3 billion.

Combination of Energy Companies
Represented one of the largest independent energy retailers that markets and sells electricity and natural gas in the U.S. in a combination with Public Power, LLC, in order to form the resulting parent company, Crius Energy, LLC, of both entities.

Initial Public Offering of 10 Million Trust Units
Represented one of the largest independent energy retailers that markets and sells electricity and natural gas in the U.S. in the initial public offering of its indirect parent company on the Toronto Stock Exchange. The initial public offering of 10 million trust units of the parent raised $100 million. The majority of the net proceeds of the offering were used to purchase an approximate 26.8% interest in the client.

Negotiation of a Joint Venture Agreement; Negotiation and Acquisition of an Overriding Royalty Net Profits Interest; and Negotiation of a Credit Facility
Represented a major university in (i) the negotiation of a joint venture agreement to acquire more than $250 million of publicly traded and private assets in the energy sector; (ii) the negotiation and acquisition of a $140 million overriding royalty net profits interest for assets in the Permian Basin; and (iii) negotiation of a $25 million credit facility secured by oil and gas working interests.

Represented Alta Mesa Holdings, LP in Rule 144A Note Offering
Represented Alta Mesa Holdings, LP and Alta Mesa Finance Services Corp. in $300 million Rule 144A offering of 9.625 percent senior notes due 2018.

144A Notes Offering
Represented Geokinetics, Inc. in a $300 million placement of senior secured notes under Rule 144A and Regulation S.

Represented Geokinetics Inc. in Rule 144A Note Offering
Represented Geokinetics Holdings USA, Inc., a subsidiary of Geokinetics Inc., in $300 million Rule 144A offering of 9.75 percent senior secured notes due 2014 in connection with financing of acquisition of onshore seismic business of Petroleum Geo-Services, ASA.

EnerVest Energy Institutional Fund
Represented EnerVest Energy Institutional Fund X, EnerVest Energy Institutional Fund XI, EV Energy Partners and EnerVest Wachovia Co-Investment Fund in their acquisition from Anadarko Petroleum Corporation of $750M of oil and gas properties located in the Austin Chalk Field of Texas.

$150 Million Secured Multiple Advance Term Loan Facility - Offshore Oil and Gas Field
Represented an independent oil and gas exploration and production company in the negotiation, documentation and closing of a $150 million secured multiple advance term loan facility from a joint interest owner to fund development costs for a major offshore oil and gas field, which credit facility was non-recourse to the company as to repayment of principal and interest.

$3 Billion Revolving Multi-Currency International Credit Facility - Oilfield Services
Represented a large international oilfield services company in the negotiation, documentation and simultaneous closing of a five-year and a 364-day revolving, multi-currency credit facility for an aggregate $3 billion of financing, a portion of which was used to fund an acquisition.

$200 Million Revolving/Term Credit Facility
Represented an international geophysical services company in the negotiation, documentation and simultaneous closing of a first lien revolving/term syndicated credit facility and a syndicated, second lien term loan facility for an aggregate $200 million financing secured by substantially all of the company’s assets.

Project Finance - Acquisition and Development Financing of a Deepwater Gulf of Mexico Project
Represented a NYSE listed company in the financing of the acquisition of a deepwater Gulf of Mexico project, and the subsequent development financing, including the sale of an interest in the project to a Japanese trading company, the project financing of development costs and the consent solicitation to amend the indenture for outstanding senior notes.

Debtor-in-Possession Financing and Exit Financing
Represented the administrative agent in connection with the negotiation, documentation, closing and ongoing administration of a debtor-in-possession financing and a subsequent exit financing for a major manufacturer of paper products.

$90 Million Credit Facilities - Chemical Manufacturer
Represented a specialty chemical manufacturer in the negotiation, documentation, and simultaneous closing of a multi-year revolving term credit facility with a group of commercial bank lenders and a note offering from an insurance company for an aggregate $90 million of financing, a portion of which was used to fund a significant acquisition.

$2 Billion Bridge Loan Commitment - Oilfield Services
Represented a large international oilfield services company in the negotiation, documentation and closing of an underwritten commitment from a major investment banking firm for a $2 billion bridge financing needed to fund a significant acquisition.

$300 Million Credit Facility - Oil and Gas Properties
Acted as principal counsel for an oil and gas exploration and production fund in the negotiation, documentation and closing of a secured borrowing base credit facility governed by a borrowing base tied to the value of the borrower’s oil and gas properties.

$200 Million Acquisition - Oil and Gas Exploration and Production Company
Represented an independent oil and gas exploration and production company in the negotiation, documentation and closing of a $200 million secured synthetic revolving credit facility from a group of lenders led by a major investment banking firm, to fund the acquisition of oil and gas properties.

Convertible Term Loan Facility - Oil and Gas Exploration and Production Company
Represented an energy company as a borrower under a convertible term loan facility (with warrants attached and an overriding royalty interest granted) from a private equity fund used to refinance existing debt and to fund development costs for certain oil and gas properties, secured by such properties.

Project Financing - Workout, Bankruptcy and Refinancing of Power Generation Plant
Represented a major European financial institution as successor administrative agent in the workout, bankruptcy and refinancing of a project finance, syndicated credit facility for construction of an independent power generation plant, resulting in full collection of all amounts owed to the lending group.

$100 Million Credit Facility - Oil and Gas Exploration and Production Fund
Acted as principal counsel for an oil and gas exploration and production fund in the negotiation, documentation and closing of a secured, borrowing base, credit facility governed by a borrowing base tied to the value of the borrower’s oil and gas properties.

$125 Million Second Lien Secured Credit Facility
Represented a commercial banking client as administrative agent for a second lien secured credit facility in connection with ongoing administration and amendments to such credit facility.

Secured Credit Facility - Drilling Rig Manufacturer and Operator
Represented a commercial bank, as administrative agent and as a lender for a secured credit facility to a drilling rig manufacturer and operator in connection with the negotiation, documentation and closing of such credit facility.

$150 Million Secured Revolving Credit Facility - Oil and Gas
Represented a publicly traded master limited partnership in the negotiation, documentation and closing of a $150 million secured, revolving credit facility from a group of lenders subject to a borrowing base tied to the value of proved reserves attributable to its oil and gas properties.

$150 Million Credit Facility - Oil and Gas Exploration and Production Company
Represented an independent oil and gas exploration and production company in the negotiation, documentation and closing of a $150 million revolving credit facility from a group of lenders, subject to a borrowing base tied to the value of its oil and gas properties securing repayment of such credit facility.

$15 Million Multiple Advance Term Loan Facility - Oil and Gas
Represented an oil and gas exploration and production company in the negotiation, documentation and closing of a $15 million, multiple advance term loan facility from a private equity fund to a special purpose entity formed to acquire and develop certain oil and gas properties, secured by such properties with limited recourse to the project sponsor.

Secured Revolving Credit Facility - Oil and Gas Exploration and Production Company
Represented an oil and gas exploration and production company in the negotiation, documentation and closing of a $10 million secured, revolving credit facility subject to a borrowing base tied to the value of proved reserves attributable to its oil and gas properties.

$130 Million Multiple Advance Term Loan Facility - Oil Refining, Distribution, Exploration and Production Company
Represented an international oil refining, distribution and exploration and production company in the negotiation, documentation and closing of a $130 million, multiple advance term loan facility, secured by gasoline distribution and marketing assets in Papua New Guinea.

Debtor-in-Possession Credit Facility - Freight Transportation
Represented freight transportation company in the negotiation, documentation and closing of a $10 million debtor-in-possession credit facility, with advances available thereunder to pay certain approved, budgeted expenses.

$150 Million Credit Facility - Oil and Gas Exploration and Production Company
Acted as principal counsel for an oil and gas exploration and production fund in the negotiation, documentation and closing of a secured, borrowing base, credit facility governed by a borrowing base tied to the value of the borrower’s oil and gas properties.

Purchase of Capital C Energy Operations, LP Partnership Interest
Represented EnerVest Energy Institutional Fund X in its purchase of stock from Capital C Energy Operations, LP.

$390 Million Modifications and Amendments to Target's Credit Facilities in Acquisition of Affiliated Oil and Gas Exploration and Production Partnerships
Acted as principal counsel for affiliated oil and gas exploration and production partnerships in the negotiation, documentation and closing of significant modifications and amendments to an acquisition target company’s existing secured credit facilities and hedging facility in connection with its acquisition by our client.

Debtor-in-Possession and Exit Financing
Represented the administrative agent in connection with the negotiation and documentation of debtor-in-possession and subsequent exit financing for a manufacturer and supplier of building materials.

$400 Million Secured Acquisition Facility - Producing and Undeveloped Gas Fields
Represented a lender in a senior secured syndicated $400 million first lien revolving credit acquisition facility, secured by oil and gas properties in several states. This transaction also involved negotiation of a second lien secured credit facility. Proceeds were used for the acquisition of producing gas fields and undeveloped acreage in Texas, the Texas Gulf Coast, and Louisiana from EXCO Resources., Inc.

$825 Million Equity Investment and Second Lien Financing - Gulf Coast Assets
Represented an investment bank and mezzanine debt holder, in connection with an $825 million equity investment and second lien financing for the purchase of certain Gulf Coast assets. (Financing of the Year under Oil and Gas Investor’s Top Deals for 2007)

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.

$100 Million Secured Credit Facility - Commercial Bank
Represent a commercial bank as administrative agent for a second lien secured credit facility to a print/broadcast media company in connection with the negotiation, documentation and ongoing administration and amendments to such credit facility.

Memberships

  • State Bar of Texas
  • Houston Bar Association
  • American Bar Association

Online Publications

01/18/2006 - Location for National Bank for Diversity Jurisdiction
On January 17, 2006, a unanimous United States Supreme Court held in Wachovia Bank, N.A. v. Schmidt that, for purposes of accessing federal courts under the current diversity jurisdiction statute, 28 U.S.C.§1348, a national bank is a citizen only of the state in which its main office, as set forth in its articles of association, is located.

12/01/2005 - 2005 Texas Usury Reform: Finance Code Amendments Relating to Commercial Loans
In Texas, a lender who contracts for, charges, or receives interest in excess of the amount allowed by law can be subject to harsh penalties.  In 1997 and 1999, the Texas Legislature passed several significant reforms that provided some relief to lenders under Texas’ usury statutes.  

01/14/2002 - Enron Bankruptcy: Purchasing Assets from Enron and its Subsidiaries and Affiliates
Enron announced in court Friday, January 11, that it had selected UBS Warburg’s bid for its wholesale commodity trading business.  Many details concerning the sale remain to be resolved through the bankruptcy court process. Importantly for Haynes and Boone’s energy clients, there are many other Enron assets remaining on the auction block. 

12/05/2001 - Enron Bankruptcy: Counter-Party Rights Under Derivative Contracts
The bankruptcy filing by Enron Corp. and several of its subsidiaries, including its principal energy trading subsidiary, creates a number of issues for our clients, including those clients who are in the exploration and production business and who have entered into financial and physical swaps, puts and other derivative contracts with Enron or one of its subsidiaries.