Advised Tungsten West on Fundraising
Advised AIM-quoted mining company Tungsten West Plc on its fundraising, by way of a placing of secured Convertible Loan Notes, as well as advising on an Open Offer to qualifying shareholders, raising in aggregate approximately £7.1 million.
$7.5 Million Acquisition of Oil and Gas Equipment Manufacturer
Represented the buyer, an engineering consulting firm and leading provider of prefabricated and preassembled systems, in its $7.5 million acquisition of a company primarily engaged in the design, fabrication, installation, calibration and supply of production equipment and services in the oil and gas industry. The acquisition enabled the client to expand its service offerings and bring certain services in-house.
Removed Utility Client as Creditor in Bankruptcy Proceeding
Prevailed in U.S. Bankruptcy Court for the Western District of Missouri for a client energy utility when a hospital Chapter 11 filing listed the client as a creditor to compel the utility to continue providing gas and electric service. Following an emergency evidentiary hearing, the court agreed the hospital was never a direct customer of the client and thus the Bankruptcy Code provisions did not apply, allowing the client to disconnect service.
Acquisition of Transmission Line Easements for Energy Client
Assisted client in securing electrical power transmission line easements by negotiation and condemnation. Despite having an original list of 80 parcels of land, the team settled the majority on a compressed timeline and went to hearing on just four parcels, all of which were ultimately resolved in our client’s favor.
£5 Million Equity Fundraising for Baron Oil
Advised Baron Oil Plc, an AIM-quoted oil and gas exploration company, on its equity fundraising of £5 million (before expenses) by way of a placing and subscription, which was oversubscribed. In addition, advised the client in connection with a separate retail offer launched to existing shareholders through the REX trading platform, giving existing shareholders an opportunity to participate in the fundraising at the issue price.
Dismissal for Public Utility Owner, with Sanctions Against Plaintiff
Represented a public utility owner in a federal court case involving a complex commercial transaction, securing a dismissal with prejudice against a plaintiff resulting from our motion for terminating sanctions over the plaintiff's various discovery violations.
Renewable Energy Project Financing Diligence
Performed renewable energy project financing diligence for a Boston law firm, including the review of various state and federal renewable energy incentive laws.
Represented Clean Energy Client in Growth of Multimillion-Pound IP Portfolio
Represented a domestic client in the field of clean energy, drafting and prosecuting patent applications in the U.K. and internationally. The client has now grown from a small startup to encompass two entities who have received millions of pounds in investment on the strength of their IP portfolio.
Advised AIM-Quoted Oil and Gas Exploration Company, Baron Oil Plc, on an Equity Fundraising
Advised Baron Oil Plc on its recent oversubscribed equity fundraising by way of a placing and subscription. Allenby Capital Limited acted as the Company’s broker in connection with the fundraising.
Baron Oil is an independent AIM-quoted oil and gas exploration company which currently holds exploration acreage in the U.K. and Timor-Leste.
The majority of the net proceeds of the fundraising will be applied towards activities in relation to the Company’s operations in Timor-Leste, namely the TL-SO-19-16 PSC (Chuditch) project, where the Company is focused on setting up a potential two-well drilling campaign for Chuditch in 2023. In addition, the Company will apply some of the net proceeds from the fundraise towards progressing key decision points on the Company’s UK P2478 Licence project situated in Inner Moray Firth.
Joan Yu, head of the U.K. Capital Markets team, led the transaction assisted by Cameron Sutton (Solicitor – qualified in Western Australia) and Sebastian Clark (paralegal).
Corporate, M&A Counsel to Energy Company
Corporate and M&A counsel to a Colorado-based energy exploration and production company in connection with upstream and midstream activities, as well as strategic corporate matters, including a $200 million private equity investment, acquisition and divestiture of oil and gas assets with an aggregate value in excess of $300 million, and the development of gas gathering and processing facilities in the Williston Basin, North Dakota.
Bolt-On Acquisition for Private Equity Firm
Represented a private equity firm in its acquisition of a bolt-on mechanical and structural field service/maintenance company, offering major refractory, insulation, boiler and repair capabilities throughout Louisiana and Texas.
Subpoena Duces Tecum for Commodity Trading and Logistics Company
Represented an energy industry client in negotiating a limited response to an overly broad and unduly burdensome subpoena duces tecum.
Beat Force Majeure Claims and Secured $3 Million in Damages in Pandemic-Driven Dispute
Represented WideOpenWest, a cable TV, internet and phone provider, before a panel of arbitrators on dueling breach of contract claims after WideOpenWest terminated its agreement with ad partner Viamedia in the midst of the COVID-19 pandemic. In the arbitration, Viamedia contended that the pandemic, as a force majeure event, excused its failure to pay WideOpenWest. The panel found Viamedia liable for breach of contract and awarded WideOpenWest nearly $3 million in damages, plus attorneys’ fees and costs.
Acquisition of an Egyptian Company Including 22% Non-operating Interest in a Producing Concession in Egypt from an AIM-Listed Company
Advised long standing client which is an AIM-listed oil and gas exploration, development and production company, on its $16 million acquisition of an Egyptian company which includes a 22% non-operating interest in a producing concession, onshore Egypt. The consideration for the acquisition was funded by the issue of consideration shares in the buyer to the seller, a pre-payment financing structure of $8 million and the issue of placing and subscription shares by the buyer.
Acquisition of Controlling Interest in Platform Company for Private Equity Firm
Represented a private equity firm in its acquisition of controlling interest in a new platform full-service oilfield chemical company.
Advised Private Investment Firm in 2019’s “Restructuring Deal of the Year”
Advised private investment firm in its role as an anchor investor as part of a syndicate that provided in excess of $1 billion new money investment in relation to the restructuring of a deepwater drilling contractor. This deal was awarded the “Restructuring Deal of the Year” at The Deal Awards in 2019.
$50 Million Settlement for Multinational Telecom Company’s Former Employees with Disabilities in Light of Bankruptcy
Served as lead counsel for the Official Committee of Long Term Disability Participants in the bankruptcies of a multinational telecom company, in which he secured a settlement of more than $50 million for the company’s former employees with permanent disabilities.
Representation of Joint Venture Partners in Deepwater Horizon Spill
Served as the technical lead attorney representing the Macondo well leasehold joint venture partners in defense of claims and numerous government investigations stemming from the accident onboard the Deepwater Horizon and resulting hydrocarbon release into the Gulf of Mexico.
Representation of Energy Industry Owner and Operator in Breach of Contract Case
Represented gas-turbine power generation owner and operator in claims against general contractor for breach of contract for failure to meet gas supply obligations, plant efficiency and output requirements.
$10 Million Mining Operation, Real Estate Acquisition
Served as real estate counsel in approximately $10 million acquisition of mining operations and associated real estate in southwest Missouri, including negotiation of the purchase and sale agreement; drafting and negotiation of several new easement agreements for cross access, utilities and rights of way; negotiation of new mineral leases; and extensive title and survey review of approximately 880 fee-owned acres and approximately 1,000 leased acres of real estate.
Fund Formation Counsel to Energy and Technology Fund
Served as fund formation counsel to energy and technology fund, providing organization of investment fund and representation of fund management company.
Co-counsel to Foresight Energy, Affiliated Debtors in Chapter 11 Proceedings
Serving as co-counsel to Foresight Energy LP, a producer of thermal coal, and 30 affiliated debtors in Chapter 11 bankruptcy proceedings in the U.S. Bankruptcy Court for the Eastern District of Missouri.
Advised on the Public Takeover of an AIM-Quoted Oil and Gas Company
Advised AIM-quoted oil and gas exploration company in connection with the acquisition of all its outstanding securities by way of a scheme of arrangement under English law.
Advised on the Reverse Takeover of an AIM-Quoted Oil and Gas Company and the Acquisition of Egyptian Oil and Gas Assets
Advised AIM-quoted oil and gas company in its acquisition of oil and gas interests in Egypt, contemporaneous reverse takeover and equity fundraising.
Successful Fundraising for Oil and Gas Company
Advised AIM-quoted oil and gas development company with interests in China, Indonesia and the United States in connection with its successful fundraising by way of a subscription of new ordinary shares and open offer.
Acquisition of Transmission Line Easements for Energy Client
Assisted client in securing transmission line easements by negotiation and condemnation.
Advised an Oil and Gas Company on its Introduction to AIM
Advised an exploration and production oil and gas company on its introduction to AIM.
£13.57 Million Subscription, Placement by Oil and Gas Company
Advised AIM-quoted oil and gas company on its subscription and placing to raise an aggregate of £13.57 million.
Counsel to Bond Holders in Chapter 11 Proceedings for Telecom Company
Served as counsel to bond holders in Chapter 11 bankruptcy proceedings for a telecommunications and fiber optic network company.
Counsel to Peabody Energy in Chapter 11 Proceedings
Served as co-counsel to Peabody Energy, the largest private-sector coal company in the world, in its Chapter 11 bankruptcy proceedings.
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