OUR EXPERIENCE:

Eagle Ford Shale Specific Experience

• Representation of Abraxas Petroleum Corporation, a NASDAQ company, in the formation and capitalization of a joint venture, Blue Eagle Energy, LLC, to develop acreage in the Eagle Ford Shale play. Abraxas contributed 8,333 net acres, located in Atascosa, DeWitt and Lavaca Counties, Texas, to Blue Eagle and received an approximate 50% equity interest in Blue Eagle. Rock Oil, the other member, contributed $25 million in cash and received an approximate 50% equity interest. Rock Oil also committed to contribute an additional $50 million in cash to Blue Eagle. Upon full funding by Rock Oil, Abraxas will own a 25% equity interest in Blue Eagle, and Rock Oil will own a 75% equity interest in Blue Eagle.
• Representation of a privately owned U.S. oil and gas producer in negotiations with an Asian, government-controlled oil company concerning a lease acquisition and participation agreement pursuant to which the U.S. oil and gas producer would identify producing oil and gas acquisition opportunities within a defined area of interest (including the Eagle Ford Shale areas underlying eight Texas counties) and the foreign company would fund the acquisition of approved asset packages, with a funding commitment substantially in excess of $1 billion.
• Representation of publicly traded, Texas-based oil and gas exploration company in joint venture with Colorado-based energy company for development of Eagle Ford shale assets.
• Representation of the owners of a 45,000 acre ranch within the Eagle Ford Shale area of South Texas in the negotiation and preparation of oil and gas leases covering ranch acreage, as well as related surface use and operational matters.
• Representation of multiple landowners in the negotiation and preparation of oil and gas leases covering approximately 4,000 acres within the Eagle Ford Shale area of Gonzales County, Texas.
• Represented a midstream natural gas service provider and publicly traded master limited partnership in the acquisition of the midstream natural gas and condensate assets of a publicly traded producer in the Eagle Ford Shale Field area involving pipelines and related assets in three South Texas counties in a transaction valued in excess of $25 million. Jackson Walker was active in all aspects of the transaction, including the structuring and drafting of the purchase and sale agreement, the condensate and gas gathering and transportation agreements, technical service agreements, the documents of transfer, and all ancillary agreements and certificates.
• Representation of a gas producer and pipeline operator in the disposition of leasehold working interests in a major shale gas field, together with associated gathering and other pipeline systems, transportation rights and plant facilities.
• Representation of a natural gas pipeline operator in the disposition of major gathering and other pipeline systems, transportation rights and plant facilities in a shale field.
• Representation of a natural gas pipeline operator in the acquisition via dropdown of a gathering pipeline system, transportation rights and plant facilities in a shale field.
• Representation of a natural gas pipeline in the disposition of major natural gas and condensate pipeline assets.
• Representation of a gas producer and pipeline operator in the disposition of leasehold working interests in a major shale gas field, together with associated gathering and other pipeline systems, transportation rights and plant facilities.

Additional Shale Experience

Upstream Oil & Gas – Producer Representation

• Representation of the oil and gas exploration and production subsidiary of a major electric power generation company in Florida in negotiating and consummating a joint development agreement with a large independent oil and gas producer covering undeveloped oil and gas lease acreage in the Woodford Shale area in Oklahoma, in a transaction valued in excess of $100 million.
• Representation of a publicly traded oil and gas producer and its subsidiaries in connection with several development drilling agreements which provided the client with access to more than 3,000 acres of drilling locations in the Barnett Shale area of North Texas, including the negotiation of two long-term drilling contracts to assure adequate drilling rig availability.
• Representation of a privately owned U.S. oil and gas producer in negotiations with a U.S. private equity firm concerning a participation agreement covering the joint development of several thousand acres of State of Texas leases for oil and gas production from the Devonian Shale formation.
• Representation of several limited partnerships of individual oil and gas investors in negotiations with an independent oil and gas producer headquartered in Denver, Colorado, concerning an area of mutual interest and joint development transaction covering lands in West Texas, with significant potential development opportunities in the Devonian Shale.
• Representation of a privately held oil and gas producer in the acquisition of over 20,000 mineral acres and the creation of a joint venture relationship with a major oil company with a pipeline for the development of the Barnett Shale area in North Texas. The representation included multiple financings, multiple joint ventures and the ultimate sale of the project to a third party.
• Representation of the outside directors in a publicly traded Delaware oil and gas partnership in the acquisition of properties in the Marcellus Shale area of West Virginia.
• Representation of a privately held company in the attempted joint venture development of interests in the Bakken Shale area of South Dakota.
• Representation of numerous private oil and gas companies in the negotiation, preparation and closing of acquisitions of Barnett Shale lease acreage in Texas, including the rendering of numerous title opinions related to these properties.

Upstream Oil & Gas – Landowner Representation

• Representation of multiple coalitions of landowners in New York, Pennsylvania, and West Virginia in oil and gas lease negotiations with multiple oil and gas producers covering approximately 300,000 acres of land located in the Marcellus Shale area of those three states.
• Representation of multiple individual and business landowners in connection with the negotiation and execution of oil and gas leases in the Barnett Shale area of North Texas.

Acquisitions and Dispositions

• Representation of a publicly traded oil and gas producer in its sale of all of its upstream and midstream natural gas assets in the Fayetteville Shale Field area of Arkansas, in a transaction valued in excess of $600 million.
• Representation of a publicly traded oil and gas producer in its acquisition from a limited partnership of individual investors of producing oil and gas properties and substantial undeveloped oil and gas leasehold acreage in the Barnett Shale Field area of Wise and Denton Counties, Texas, in a transaction that, due to title curative and financing concerns, closed in three phases. The total transaction value was approximately $70 million.
• Representation of a publicly traded oil and gas producer in its acquisition from multiple sole proprietor oil and gas operators of undeveloped oil and gas leasehold acreage in the Barnett Shale Field area of Denton County, Texas, in transactions valued in excess of $5.5 million.
• Representation of Abraxas Petroleum Corporation in the acquisition of producing properties in various states from St. Mary Land & Exploration Company and certain other sellers, for a total purchase price of $140 million. Properties included Bakken Shale, Haynesville Shale and Woodford Shale.

Pipeline/Midstream

• Represented one of the largest U.S. producers of natural gas and natural gas liquids (NGLs) in structuring and negotiating a joint development project to fund, construct, operate, and maintain the largest integrated midstream service complex for the gathering and processing of natural gas and the fractionation of NGLs in the Utica Shale play in Eastern Ohio.
• Representation of a domestic oil and gas producer with foreign ownership in a transaction to monetize and provide for the further development of gas gathering systems owned by the client in the Haynesville Shale Field area of Louisiana. The transaction included the formation of a special purpose entity jointly owned by the client producer and a publicly traded pipeline and midstream services company; the transfer by the client producer and the pipeline and midstream services company of existing pipeline assets, easements, servitudes, and other facilities to the SPE; and a gas gathering, compression, and processing agreement between the SPE, as gatherer, and the client producer as shipper.
• Representation of a gas gathering company formed as a joint venture between a large, independent oil and gas producer and a major intrastate pipeline company in the negotiation of a firm gas gathering agreement with a publicly traded independent gas producer covering substantial dedicated acreage in the Haynesville Shale Field in Louisiana.