Adrian L Talamantes

Counsel

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Adrian Talamantes

HOUSTON
T: +1 713 751 3253
F: +1 713 751 3290

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Adrian L. Talamantes is Counsel in the Global Transactions practice group of King & Spalding, Houston.  His practice focuses on a wide variety of domestic and international business transactions, including project development, , mergers, acquisitions, divestitures, joint ventures and service, operation, construction management and gas processing agreements.  Adrian also has extensive experience drafting and negotiating simple and complex letters of intent and other preparatory agreements, confidentiality agreements, master service and supply agreements and other commercial agreements in connection with new and ongoing projects.  Adrian’s clients include domestic and international companies, project developers, and buyers and sellers of equity and assets, including producing and developing oil and gas properties, crude-oil and natural gas terminals, transportation systems, liquefied natural gas (LNG) receiving terminals, power generation facilities.  

Adrian is fluent in English and Spanish and can review, analyze and draft complex documents in both languages.

Representative Experience

Project Development and Energy Projects

  • Representing Varel International in connection with the drafting and negotiation of master services and supply agreements

  • Representing a number of Haddington portfolio companies in connection with various projects related to natural gas processing

  • Representing various clients with the drafting and negotiation of operation, maintenance and construction management agreements

  • Representing Sociedad Portuaria Puerto Bahía, S.A., a subsidiary of the largest independent oil and gas exploration and production company in Colombia, in the development of a Phase One, 3.1 MM bbl crude oil storage and port facility

  • Represented Chevron Corp. in the structuring of its $1.24 billion investment in shale oil and gas resources located in the Vaca Muerta formation in Argentina

  • Represented a private equity firm in the early-stage development of ethanol projects in the Dominican Republic, Argentina and Ecuador

  • Represented an Ecuadorian project company in various matters relating to the development and operation of the only privately-held heavy crude-oil pipeline and marine terminal facilities in Ecuador, and in the related negotiations with Ecuadorian governmental authorities, including the Ministry of Energy and Mines, Petroecuador and the Dirección General de la Marina Mercante y del Litoral (DIGMER), resulting in the approval by the Government of Ecuador of the general terms and conditions (including lifting and crude-oil transfer procedures, quality bank and fuel allocation principles, and marine terminal regulations) governing the operation of such pipeline and marine facilities

  • Represented an Ecuadorian project company in the negotiation and execution, on an emergency basis, of a crude-oil transportation agreement with Petroecuador

  • Represented a leading international energy company in the proposed development of a 100MW co-generation facility in the State of Tamaulipas, Mexico

Mergers, Acquisitions and Joint Ventures

  • Representing Anadarko Petroleum with the development of its Mozambique LNG project, including with the drafting and negotiation of international joint venture agreements with project partners 

  • Representing various U.S. companies in connection with domestic and international joint ventures, including ventures for the development of natural gas pipelines and natural gas processing facilities

  • Represented Enable in its proposed joint venture for the development of a natural gas pipeline in Oklahoma

  • Represented a leading energy company in the acquisition of producing and developing oil and gas properties in Colombia

  • Represented a consortium of Chinese national oil companies in the acquisition of producing and developing oil and gas properties in Ecuador, valued at $1.4 billion, including an interest in a heavy crude-oil transportation pipeline valued at $1 billion

  • Represented a United States leading natural gas transportation company in the acquisition of a liquefied natural gas (LNG) receiving terminal on the Mississippi Gulf Coast, and in the drafting and negotiation of related merger and joint venture agreements

  • Represented a Japanese energy company in the negotiation of a proposed farm-out of a service contract for the exploration and production of crude-oil in Ecuador

  • Represented a private equity firm in connection with the proposed acquisition of a brown-field, 199-MW power generating facility in Colombia

  • Represented a United States petrochemical company in the acquisition of the textile effects business of a leading biological and chemical group of companies dedicated to the production of specialty chemicals in the Americas, including business operations in the United States, Canada, Mexico, Guatemala, Honduras, El Salvador, Panama, Colombia, Venezuela, Peru, Ecuador, Chile, Argentina and Brazil

  • Represented an investment banking and securities firm in the acquisition of operating and developing wind power generation projects in the United States and Costa Rica

Divestitures

  • Representing a U.S.-based international oil company with the divestiture of its upstream interests in Argentina

  • Represented Beach Energy in the divestiture of oil and gas working interests in North Dakota

  • Represented Neste Oil in the divestiture of its investments in Mexico, including in the drafting and negotiating of settlement agreements

  • Represented a debtor-in-possession in the sale to a Chinese leading ship-building company of assets for the construction and completion of one floating, drilling, and crude-oil producing, storing and offloading vessel, as part of a plan of reorganization, including in the negotiation of assignment and settlement agreements with 21 vendors of equipment and other construction materials

  • Represented an international energy company in the divestiture of project companies holding rights to construct and operate a 130 km. natural gas pipeline in central Mexico

  • Represented a United States energy company in the divestiture of project companies holding rights to operate a 543-kilometer natural gas pipeline located in Argentina and Chile

  • Represented a United States energy company in the auction and divestiture of its power plant portfolio in Panama, Nicaragua, Guatemala, El Salvador and the Dominican Republic

  • Represented a global, full-service energy company in the divestiture of its gasoline station portfolio in the United States

  • Assisted in the divestiture of a Mexican natural gas pipeline in the El Bajio region

  • Assisted in the divestiture of oil and gas properties in Indonesia

Restructuring of Investments (Latin America)

  • Represented a Chinese global energy company in the restructuring of its crude-oil exploration and production interests and related investments in Ecuador as a result of government action and changes in law

  • Represented a Chinese energy company in the restructuring of its producing heavy crude-oil operations and investments in Venezuela as a result of government action and changes in law

Capital Markets

  • Represented MicroCredit Enterprises with the drafting and revision of its forms of micro-loan agreements for Central America

  • Represented a global real estate developer in a $160 million secured re-financing with a major U.S.-based life insurance company in two tranches, the proceeds of which refinanced a 2012 loan maturity

  • Represented a global real estate developer in a $177 million secured loan with two major U.S.-based life insurance companies, with the proceeds used to finance property acquisitions

Awards & Recognition

  • Texas Super Lawyers 2007 – Rising Star – Mergers and Acquisitions; Texas Monthly, 2007

  • Recipient Lindsey Haid Memorial Award (awarded by the Faculty of South Texas College of Law in recognition of individual leadership, an appreciation for life and promising legal ability); May 19, 2000

Recent Speeches and Articles

  • Mexico’s New E&P Contracts, Energy Law exchange, October 2014

  • Electricity Reform in Mexico: New Opportunities and Roles, Energy Law Exchange, October 2014

  • Taking the Road Best Travelled? CFE seeks electric-gas “convergence”, Energy Law Exchange, April 2014

  • Pemex Requests Mexico E&P Areas from SENER, Energy Law Exchange, February 2014

  • An Unprecedented Change in Mexican Energy Politics, Energy Law Exchange, December 2013 (also published in Currents, International Trade Law Journal of South Texas College of Law)

  • The Incoming Sea Change in Mexican Energy Politics, Law360, November 2013

  • Mexican Congress to Consider Constitutional Oil and Gas Reforms: Bold Stride Forward or Half-Step?; Energy Law Exchange, October 2013

  • Overview of Pemex’s 3rd Round Model Service Contract; Energy Newsletter, April 2013

  • Recent Developments in Latin American Contracts for the Exploration and Exploitation of Hydrocarbons (presented at the United States-Mexico Bar Association 2011 Annual Meeting), November 10, 2011
LANGUAGES
English
Spanish

MEMBERSHIPS
State Bar of Texas
American Bar Association
Houston Bar Association
Phi Delta Phi – Santos Theriot Inn

ADMISSIONS
Mexico
Texas