Austin T. Lee

Representative Matters

Mergers, Acquisitions and Joint Ventures

Representation of Kinder Morgan in connection with the $7.15 billion sale of El Paso’s exploration and production business unit which includes assets in the Eagle Ford Shale, Permian Basin, Haynesville Shale, Black Warrior Basin, Uintah Basin, Raton Basin, Powder River Basin, Gulf of Mexico, and in Egypt and Brazil (2012, ongoing)

Representation of Private Equity backed Portfolio Company in connection with the sale of approximately 10,000 net mineral acres or producing and non-producing oil and gas assets in the Utica Shale in Ohio (2011, transaction did not Close)

Representation of Private Equity backed, upstream-focused Operator in connection with the purchase of oil and gas properties in the Permian Basin of West Texas and New Mexico for approximately $340 million (2011).

Representation of Private Equity backed Portfolio Company in connection with the sale of approximately 75,000 net mineral acres or producing and non-producing oil and gas assets in the Bakken Shale in North Dakota (2011).

Representation of a Private Oil and Gas Operator in the negotiation of an Oil and Gas Lease covering approximately 25,000 net mineral acres in the Eagle Ford Shale including the negotiation of acreage earning provisions to accommodate "Pad Site" drilling (2011).

Representation of Private Equity backed, upstream-focused Operator in connection with the development of Standard Form Purchase and Sale Agreements and accompanying conveyance documents targeting both lower value ($1 million or less) and medium value ($1 million to $5 million) transactions in the execution of its acquisition program (2010 - 2011).

Representation of a private individual as the recipient of a distribution of oil and gas producing properties across 5 States and 56 Counties under a complex estate (2010). 

Apache Corporation in the $7 billion acquisition of BP's oil and gas operations, acreage and infrastructure in the Permian Basin of West Texas and New Mexico and in Egypt's Western Desert, as well as BP's upstream natural gas business in western Alberta and British Columbia (2010).

Venoco, Inc. in connection with its 5-package bid divestiture of substantially all of its exploration and production assets located in the State of Texas for approximately $105 million (2010).

Represented a Private Oil and Gas Operator in connection with the formation of a joint venture with a Fortune 500 E&P Company for the acquisition, construction, development and operation of certain current and future midstream and gathering assets in connection with the development of at least 400,000 net mineral acres in Marcellus shale leasehold (2010).

A private equity client in connection with the acquisition of an oil and gas company and its acreage position in the Bakken Shale; including negotiation of a master service agreement, drilling contract, and advice on compliance with federal and state regulations regarding operations and the acquisition of federal and state federal leases (2010).

A Fortune 500 company in connection with the negotiation of oil and gas leases, acquisitions and divestitures, joint development agreements, joint operating agreements, and related agreements in the Marcellus Shale and Niobrara Shale (2009 – 2010).

Eni Petroleum in the acquisition of Barnett Shale exploration and production properties for $280 million, including the negotiation of an asset purchase agreement, joint development agreement, joint operating agreement, area of mutual interest agreement and related agreements (2009).

Eni Petroleum in connection with the Sale of Gulf of Mexico producing assets to GDF SUEZ for approximately $230 million (2009).

Energy Finance

Union Bank in connection with a $192,000,000 revolving senior credit facility secured by exploration and production assets in Colorado, Arkansas, and California (2010).

U.S. Bank in connection with a $100,000,000 revolving senior credit facility secured by exploration and production assets involving lands owned by an American Indian Tribe in Utah; including coordination of borrower's compliance with federal and Bureau of Indian Affair's regulations (2010).

A Fortune 500 company in connection with a $38,200,000 senior secured credit facility with certain co-owners secured by their interests in jointly owned exploration and production assets in Wyoming's Niobrara Shale (2010).

In-House Secondment Matters

Representation of a major integrated oil and gas company through 7 month 2010-2011 secondment to the company's upstream subsidiary to assist in execution of its leasing and drilling programs for approximately 95 wells in the Eagle Ford Shale in South Texas. Specific duties performed included:

- advising the client through analysis, interpretation and drafting of lease provisions and lease amendments in order to address issues relating to horizontal drilling;

- advising the client regarding the formation of pooled units;

- assisting the client through coordination of operations and generation of lease summaries covering over 400 leases;

- analyses of common problem scenarios for all of the leases in the client's 2011 drilling schedule to ensure compliance with lease-specific requirements and Special Field Rules promulgated by the Texas Railroad Commission; and

- drafting general land and administrative documents (Ratifications of Leases and Pooled Units, Lease Amendments, Confidentiality Agreements, etc.) required in the execution of the client's drilling and leasing programs (2010 - 2011).

Operational, Infrastructure and Midstream Matters

Various major and independent oil and gas companies in the negotiation and analysis of joint operating agreements, balancing arrangements, and joint development agreements.

Publications and Speeches

“Proceed With Caution: Sabre Oil & Gas Corporation v. Gibson and Anti-Dilution Provisions,” The Texas Journal of Oil, Gas, and Energy Law, Volume 7:1, 2011-2012.

Co-presenter, "Purchase and Sale Agreements in Hard Times – Representations, Termination Provisions, Remedies for Breach, and Selected Other Provisions," Presented at the Ernest E. Smith Oil, Gas & Mineral Law Institute, 2009.