E nergy & Natural Resources

With experience dating back to the opening of the Mexican energy sector to private investment over 20 years ago, our Energy and Natural Resources Practice provides clients with a full array of services, both transactional and regulatory in nature, within the oil and gas, petrochemical, traditional and alternative power (including solar, wind, hydro, geothermal, biomass, waste-to-energy), mining, water and waste management sectors in Mexico.

We are recognized for designing and implementing bespoke and innovative solutions responsive to our clients’ needs, working closely with them to anticipate and resolve issues, effectively allocate risk and ensure the successful structuring, procurement, acquisition, development, financing and operation of energy projects and energy infrastructure. Coupled with an in-depth knowledge of the industry, our market expertise allows us to offer substantive expert advice and clear strategies required to bid for, acquire, develop and finance projects within the energy and natural resources sectors.

Our clients include a diverse constituency of global and domestic sponsors, developers, investors and financiers, comprising major energy and infrastructure sponsors, engineering and construction companies, banks, private equity funds, consortia of investors, insurers, governments and multi-lateral institutions.  We have advised this client base in M&A, financial and other transactions relating to upstream and midstream oil and gas facilities, power generation plants, clean and renewable energy assets, and hydrocarbon processing facilities.

Below is a list (which is organized in alphabetical order based on our client’s name) of selected matters which, is intended to give a brief indication of our experience in the energy and natural resources sector:

• Counsel to Iberdrola Energía, S.A. in the acquisition of 100% of Enertek, S.A. de C.V., from Alfa, S.A. de C.V. and American Electric Power.
• Counsel to Abengoa Cogeneración Tabasco in the development and financing of the Nuevo Pemex cogeneration project in Pemex’s gas-processing complex in Tabasco to transform natural gas and water to be able to deliver 300 MW of electricity and 550t/h of steam to Pemex.
• Counsel to AXIP Energy Services in the sale of AXIP assets to Enerflex Ltd.
• Counsel to Conergy Projects Inc. in the due diligence and negotiation of a potential investment in or acquisition of a portfolio of photovoltaic power generation projects in Mexico.
• Counsel to First Reserve in the due diligence and the tax structuring of its acquisition, together with BlackRock, of a 49% equity interest from Pemex in the Los Ramones gas pipeline project.
• Counsel to KKR in the ongoing structuring and negotiation of a US$3 billion sale lease back transaction with Pemex relating to offshore oil and gas facilities.
• Counsel to Goldman, Sachs & Co. through its specialized fund GS Global Infrastructure Partners II, L.P. (GSIP) in the structuring and negotiation of a Joint Venture with GBM Infraestructura and subsequent joint financed acquisition from Oak Creek Energy Systems. Inc. of the first two construction-ready stages of the Tres Mesas Wind Project, a 148.5 megawatt wind energy project in Tamaulipas, Mexico.
• Counsel to Grupo Modelo in the development of a natural gas pipeline project at Zacatecas, in collaboration with the Federal Government.
• Counsel to GS Infrastructure Partners in the joint venture with GBM Infraestructura and the financing and acquisition from Oak Creek Energy Systems Inc.,of the first two construction-ready stages of the Tres Mesas Wind Project, a 148.5 megawatt wind energy project in Tamaulipas, Mexico.
• Counsel to Howard Midstream Energy Partners LLC in all commercial, regulatory and financial matters relating to the construction and development of the Nueva Era pipeline project, a joint venture between Howard Midstream Energy Partners  (HEP) and Mexico based energy and services firm Grupo CLISA, the Nueva Era pipeline project will connect HEP´s existing Webb County Hub in South Texas directly to Monterrey, Nuevo León Mexico.
• Counsel to the InterAmerican Development Bank in the financing of the an acquisition by Enel Green Power of a 74 MW wind farm developed in the Isthmus of Tehuantepec, Oaxaca, Mexico.
• Counsel to InterGen B.V. in the due diligence and a 50% stake in the 155MW first phase of the Energía Sierra Juárez wind farm, being developed by IEnova, located in the Sierra Juarez mountains in Baja California, Mexico, which is the first cross-border wind power Project between Mexico and the United States of America.
• Counsel to an international energy firm in the structuring and negotiation of a JV with Pemex to develop a natural gas liquification and storage facility in the Gulf of Mexico.
• Counsel to the senior lender group lead by the Japan Bank for International Cooperation (JBIC) providing financing for the Baja California III IPP Project to be developed by the consortium of Mitsubishi Corporation, Kyushu Electric Power Co., Inc. and GDF SUEZ Energy Development NA, Inc. as part of a CFE public tender procedure.
• Counsel to the consortium formed by Mitsui & Co., Ltd., Korea Gas Corporation and Samsung Corporation and their project company, Terminal KMS, in their winning bid for the contract awarded by the Mexican Federal Electricity Commission for the design, construction and operation of an LNG Storage Terminal to be located in Manzanillo, Colima, Mexico.
• Counsel to the initial purchasers lead by Morgan Stanley in a US$575 million global project bond offering under Rule 144/Regulation S to finance Grupo Mexico’s development of a greenfield 500MW-power generation project to supply electricity to affiliated offtakers from mining arm under a long‑term electric energy self-supply agreement.
• Counsel to Ontario Teachers’ Pension Plan and the Public Sector Pension Investment Board in the acquisition form Banco Santander of a majority interest in a portfolio of wind, solar and water infrastructure assets located across seven countries: Brazil, Mexico, Uruguay, Italy, Portugal, Spain, and the United Kingdom, valued at more than US$2 billion and a total capacity of more than 1,400 megawatts.
• Counsel to Petróleos Mexicanos in the negotiation of a JV with a Singapore company to develop a shipyard in a Mexican port within the Gulf of Mexico.
• Counsel to Petróleos Mexicanos in connection with the legal aspects of the project for the modernizing its cabotage tanker fleet and operations.
• Counsel to RWE Supply & Trading GmbH in their participation in several public bids and procurement procedures called by CFE, including the first electronic auction process, for the awarding of coal and liquefied natural gas supply contracts
• Counsel to Sempra Energy in the preparation and structuring of its successful participation in the public bid called by CFE for the transportation and supply of natural gas to its facilities in Baja California, Mexico, under a 15-year Natural Gas Supply Agreement worth over US$1.4 billion.
• Counsel to Sempra Energy in all regulatory and commercial aspects relating to the development of the Liquefied Natural Gas Storage and Regasification Terminal in Ensenada, Baja California, including all permitting aspects, regulatory compliance, contractual relationships with storage clients, land, environmental and labor matters, among others.
• Counsel to Sempra Pipeline & Storage in the acquisition of El Paso’s Mexican pipeline and gas infrastructure assets, including 50% interest in the JV with Pemex which includes two natural gas pipelines and one propane gas pipeline. Sempra Energy, already a leading player in Mexico’s private natural gas market, consolidated its position to become the strongest natural gas service supplier and obtained a strong foothold in the propane pipeline business.
• Counsel to Sierra Oil and Gas as common representative of the Consortium, formed by Sierra Oil and Gas, S. de R.L. de C.V., Talos Energy LLC and Premier Oil Plc, in their participation and winning bid at the First Tender of Round One called by the National Hydrocarbon Commission for the award of the first share production contract for hydrocarbon exploration and exploitation in Mexico. This is Mexico´s first bidding process of upstream contracts since the Energy Reform, which opened up the oil and gas industry to private investment for the first time in nearly a century.
• Counsel to SunEdison in the due diligence and acquisition of a greenfield wind farm located in Durango, including all the commercial, financial and regulatory aspects of the project.
• Counsel to Transportadora de Gas Internacional, S.A. in the preparation and structuring of their participation in the public bid called by CFE for a compression station at Tamaulipas, Mexico, under a 20-year service agreement.
• Counsel to True North Venture Partners L.P., a private equity fund focused in the alternative energy sector, in connection with its investment in Celsol, S.A. de C.V., providers of energy optimization solutions under the trademark Optima Energia, and the concurrent acquisition by True North of Sinca Inbursa’s participation in Celsol.
• Counsel to Terminal KMS de GNL, S. de R.L. de C.V., a Mexican special purpose subsidiary of the sponsors, Mitsui & Co., Ltd., Samsung C&T Corporation and Korea Gas Corporation, in connection with their winning bid for the contract awarded by the Mexican Federal Electricity Commission for the design, construction and operation of an US$875 million LNG Storage Terminal located in Manzanillo, Colima, Mexico.
• Counsel the Senior Lenders lead by The Bank of Tokyo-Mitsubishi (New York) in a US$275 million financing to InterGen for the development of a 205MW gas-fired combined cycle power generation facility near San Luis de la Paz, Guanajuato, Mexico, which will provide electricity to Mexico’s largest gold mine operated by Goldcorp under a long-term self-supply power agreement; and a 40,000 horse-power natural gas compression station constructed at the Port of Altamira, Mexico providing natural gas compression services to the CFE, among others, under long-term compression services agreement.

Chambers and Partners highlights about our practice:

“Well-known practice routinely instructed by clients to advise on transactional matters arising in the energy and natural resources sector. Frequently involved in the financing of energy projects and due diligence for the acquisition of energy assets. Active in various market sectors including oil and gas, wind and solar.”