Oil and Gas
■ Reserve acquisition by purchase or leasing;
■ Title review and interpretation;
■ Surface use agreements, access and utility rights-of-way and pipeline easements
■ Preparation, review and negotiation of joint exploration agreements, joint operating agreements (including use of the 1982 and 1989 AAPL Model Form 610 Operating Agreement), and area of mutual interest agreements;
■ Governmental approvals, including zoning, land use, land development and other local governmental approvals for operating facilities (drill sites, compressor stations and pipeline interconnects); and
■ Review and negotiation of natural gas purchase agreements and natural gas transportation contracts
By utilizing contacts and relationships it has developed with independent geologists, petroleum engineers, gas marketers, professional landmen and other professionals in the oil and gas industry, we conduct and coordinate pre-acquisition and post-acquisition due diligence investigations for purchasers of producing or non-producing oil and gas reserves.
We have counseled operators in prospect development utilizing private equity investment, including the formation of the investment and operating entities, preparation of operating agreements and due diligence investigation. We prepare private placement memoranda, including the preparation of disclosure documents and organization of limited partnerships and other investment entities, for exempt, private securities offerings used by some client-operators to financing reserve acquisition and drilling programs. We also advise clients on and perform document review and negotiation of traditional asset-based, secured financing of oil and gas operations.
The firm represents clients in most areas of the United States, but concentrates on the Appalachian Basin (Pennsylvania, Ohio, West Virginia and New York) and Texas (Permian Basin and East Texas) and Oklahoma.
Representative matters:
■ Represented operator in sale/purchase of 58,000 acres of Utica Shale reserves in Pennsylvania;
■ Represented Texas operator in sale of two Permian Basin (Texas) prospects to private equity-financed operator for $228M and $138M, respectively;
■ Represented operator in farm-in of 22,000 acres of Marcellus Shale reserves in Pennsylvania and conversion of farm-in to a purchase of such reserves;
■ Represented operator in a $4 billion structured financing of Marcellus Shale reserves;
■ Represented private equity firms in both pre- and post-acquisition due diligence investigations, including post-acquisition due diligence investigation for reserve acquisition of $255M in Pennsylvania, West Virginia and Ohio;
■ Represent and assisted operator of 138-mile gas gathering system in Pennsylvania and West Virginia in securing local governmental approvals for pipeline and compressor and other facilities, acquiring easements and negotiating resolutions of conflicting rights with other easement holders;
■ Represented private owner in sale of 78,000 acres of mineral (coal and oil and gas) reserves in West Virginia; and
■ Represent private owners of surface and oil and gas reserves comprising in excess of 30,000, 16,000 and 3,000 acres in western Pennsylvania and 3,000 in eastern Ohio, including the development of requests for leasing proposals and negotiation of lease and surface use documents.
