Joint Ventures Representative Matters

Representative Energy Experience

  • Represented a large private equity fund in an investment fund to acquire oil and gas assets in the Marcellus.
  • Represented a large private equity fund in a joint venture with a management team to acquire and develop assets in East Texas.
  • Represented a large private equity fund in a joint development agreement with an operator to develop wells in the Oklahoma Mississippian prospect.
  • Represented a joint venture between two publicly traded energy companies to build a pipeline in the Gulf of Mexico.
  • Represented an energy company in a $1 billion investment by a large private equity fund to acquire royalty properties.
  • Represented management teams backed by large institutional sponsors in the negotiation of joint venture agreements to develop oil and gas properties.
  • Represented large institutional investors in backing management teams to develop oil and gas properties.
  • Represented two large private equity funds in a joint venture with an operator to develop and acquire more than $500 million in shallow Gulf of Mexico gas assets.
  • 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.
  • Represent InterOil Corporation as lead developer of an LNG and NGL production and export project consisting of an LNG liquefaction facility, NGL stripping operation, gas gathering facilities and related infrastructure in Papua New Guinea, including establishment of a joint venture and related financing matters, project structuring and legal risk analysis, the negotiation of natural gas supply and LNG transportation arrangements and the development of the LNG marketing structure.
  • Project counsel to project sponsor and developer on the formation and equity and debt financing of joint venture project company for the development of three 1,000-MW power generation facilities in Paris, Texas, San Antonio, Texas and Odessa, Texas.
  • Advised on the formation of privately held limited liability company joint venture for oilfield services business relating to subsea well abandonment and plugging services with respect to subsea oil and gas wells in offshore waters of the United States and other national and international waters.
  • Project counsel to Sino-foreign joint-venture project company on the $130 million development, construction, and operation of 108,000 metric tons LPG underground cavern storage and break-bulk terminal facilities in Shantou, China.
  • Acted as project counsel to international joint venture project company on the $200 million development, construction, and operation of offshore oil and gas development project in Eastern Nigeria.
  • Advising the state owned Colombian national oil company Ecopetrol in its joint operating agreement (JOA) with Exxon Mobil and Petrobras.
  • Lead counsel to U.S. petroleum company in the formation of a proposed RMB 116 million Sino-foreign joint venture company for the construction and operation of a lubricant oil and engine coolant blending plant, with offload and transport pipeline facilities in Tianjin, China.
  • Represented private company in sale of a manufacturing business to a joint venture of public companies.
  • Represented Waste Management and its subsidiaries in a roll-up transaction by its contribution of assets and properties of two joint ventures to 1-800-Pack-Rat, LLC. Waste Management led the negotiations as a result of receiving a majority equity interest in 1-800-Pack-Rat, LLC along with board control.
  • Represented a group of private investors in the acquisition of a multinational manufacturer requiring senior and subordinated debt and equity financing, handling of multinational environmental, real estate, licensing and joint venture issues and transfer of more than 1,000 patents in 40 countries.
  • Advising U.S. company on joint venture in Mexico for steel fabrication maquila.
  • Advised in the formation and served as general counsel to a semiconductor manufacturing joint venture between Hitachi, Ltd. and Texas Instruments Incorporated.
  • Represented LLOG Exploration and private capital provider in more than $800 million joint venture financing of field development including construction and installation of production platform on Who Dat GOM Prospect.

Representative Experience for Chinese Joint Ventures

  • Project counsel to Sino-foreign joint-venture project company on the $130 million development, construction, and operation of 108,000 metric tons LPG underground cavern storage and breakbulk terminal facilities in Shantou, China.
  • Represented a U.S.-based telecommunication startup in forming a proposed joint venture in Zhejing Province with a Chinese partner.
  • Represented U.S. pressure control products manufacturer and distributor in its venture with a Chinese petrochemical machinery company.
  • Represented a New Zealand company in forming a series of high profile Sino-foreign joint ventures with one of the largest state-owned enterprises in China.
  • Represented a Silicon Valley-based solar company in forming a joint venture in Zhejiang Province with a number of local enterprises.
  • Represented an NYSE-listed and China-based hotel management company in forming a proposed $100 million offshore joint venture to manage high-end hotels with a major U.S. private equity fund.

Representative Experience for Projects Joint Ventures

  • Represent InterOil Corporation as lead developer of an LNG and NGL production and export project consisting of an LNG liquefaction facility, NGL stripping operation, gas gathering facilities and related infrastructure in Papua New Guinea, including establishment of a joint venture and related financing matters, project structuring and legal risk analysis, the negotiation of natural gas supply and LNG transportation arrangements and the development of the LNG marketing structure.
  • Project counsel to Sino-foreign joint-venture project company on the $130 million development, construction, and operation of 108,000 metric tons LPG underground cavern storage and break-bulk terminal facilities in Shantou, China.
  • Represent major US chemical company in the project development of 1.5mm ton methanol plant in Texas.
  • Represent joint venture among developers of $3B energy facility in Maharashtra, India.
  • Counsel to owners of large international project development partnership and auction sale by such owners of over $1 billion of project financed assets of such partnership.
  • Represented the lead developer in forming a joint venture for development of Transcaspian Gas Pipeline.
  • Represented major U.S. oil and gas company in forming a joint venture for development of Azerbaijan chemical facility.
  • Represented one of the developers in forming a joint venture for development of the Uch Power Project in Pakistan.
  • Represented developers in forming a joint venture for acquisition of the Mayakan Pipeline in Mexico.

Representative Experience for Technology Joint Ventures and Strategic Alliances
  • Represented a chemical process owner in an international contractual joint venture to build a chemical plant to process raw materials and to deliver the finished product to the North American market.
  • Represented a group purchasing organization in a joint venture to combine its distribution operation with that of another purchasing organization to achieve greater scale.
  • Represented a major regional network operator in an affiliate arrangement with a major wireless carrier to fund the build-out and operation of part of a national telecom network employing the national brand.
  • Represented a technology start-up receiving an investment from a major equipment company to develop leading edge switching technologies, and sale of the start-up to the equipment company.
  • Represented a technology owner in litigation with a marketing partner over a market development agreement, alleging partner’s theft of trade secrets.
  • Represented a consumer electronics company in a B2B transaction to place their product in service on commercial airliners.
  • Represented the manufacturer of light sensing chips in a joint product development agreement with a manufacturer of proprietary packaging to deploy dual-sourced light sensors to the handset market.
  • Represented an emerging semiconductor company in a strategic combination with a mature semiconductor company that combined a leading edge technology with a stable of established products.

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