Brad D’Amico

‍

‍Oil & Gas (Transactions)

Brad’s upstream oil and gas and related investment and A&D experience includes assisting:

• Exploration and production companies with project development and operational matters and transactions concerning operated and non-operated acreage in the Permian Basin, eastern Eagle Ford, Bend Arch-Fort Worth Province oil-generation window and the Cotton Valley play

• Operators, non-operators, private equity funds and independent sponsors regarding assets in Texas, Oklahoma, New Mexico, Arkansas, Louisiana, offshore Gulf of Mexico and the Asia Pacific region with regard to project-specific business entity structuring and formation, capital financing and investment, A&D transactions, joint operations, preparation of a wide range of production agreements and counsel concerning indemnity and risk management issues

Some highlights of these engagements include representing:

• An exploration and production company with acquisition, farmin, participation, leasing, financial advisory, joint venture, operational and divestiture matters regarding its hundreds of thousands of net operated and non-operated acreage

• An E&P management team’s CEO with a large equity commitment from a major energy sector private equity fund that involved substantial concurrent contributions of equity and existing oil and gas assets

• An established producer, led by an executive with extensive A&D background, with structuring a program to acquire, develop and enhance domestic oil and gas properties and associated midstream assets, and its follow-on private offering to family office market participants  

• An oil and gas investment management and private equity firm, founded by an experienced industry consultant with securities compliance matters and structuring flow-through operating and blocker entities and net profits interests for NASDAQ and OTC natural resources companies, a European alternative investment fund and other private investors for multimillion-dollar participations in the seismic data acquisition and onshore and offshore drilling programs of a NYSE traded E&P company
• An oil and gas company’s chapter 7 trustee with regard to joint operations issues, sales of interest and management of bankruptcy administrative and litigation matters
• Private funds with country-entry farmins in Asia Pacific, including analysis of foreign investment and tax matters

Oil & Gas (Disputes)

A selection of relevant work includes representing:

• An oil and gas exploration and production company with obtaining from a state district court and affirming on appeal a summary judgment of a lawsuit brought against it and a number of its predecessors and successors alleging violations of a purported area of mutual interest agreement
• A substantial working interest owner who was the former operator and driller of a highly productive well during a period of peak oil prices with defending a lawsuit brought by another producer against it and the well’s successor operator, lessor, overriding royalty interest holders and hundreds of other working interest owners alleging trespass, conversion, fraud, tortious interference and TNRC payor liability
• A land services company and a lessor in a Delaware Basin oil and gas lease termination lawsuit with a NYSE traded independent energy company
• An operator in royalty overpayment and environmental litigation with a multiple property lessor
• A seller seeking to close a multimillion-dollar sale of substantial Delaware Basin oil and gas interests and surface rights with removing as a cloud on its title an earlier prospective purchaser’s claim that these assets remained subject to the parties’ terminated PSA
• Two oil and gas exploration companies in a lawsuit brought against them by an industry seller regarding alleged post-closing purchase price adjustments under a PSA’s title reconciliation provisions
• A working interest owner regarding an operator’s lawsuit over joint interest billing, indemnification and transfer of operations matters for dozens of wells under a terminated participation and joint operating agreement
• A successor operator in a dispute over the handover of wells by its predecessor, including regulatory issues
• An operator regarding multiple non-operated working interest owners’ claims of fraud and gross negligence stemming from an oil and gas well’s down hole equipment failure and a related sidetracking operation
• A multi-well operator in a federal diversity jurisdiction lawsuit brought by several working interest owners regarding gathering system development and related disclosure issues
• A family office/lender with obtaining a state district court’s decision, after a bench trial with an attorney ad litem for the unknown stockholders of a corporation that was dissolved in the 1960s, to declare void ab initio a 1950s deed to 4,000 acres in far West Texas
• Remaindermen under a will’s devise of South Delaware Basin and Central Basin Platform oil and gas interests with defending a slander of title and declaratory judgment lawsuit brought by the decedent’s life tenant over the application of the open mine doctrine to his tenancy and other disputes
• A driller-operator targeting the Lower San Andres reservoir in the Permian Basin with obtaining from a federal district court and affirming on appeal a dismissal with prejudice of a RICO lawsuit brought by hundreds of its foreign working interest owners after its production process for three wells encountered large amounts of water
• A seller of half the common stock of a non-operated oil and gas company that had production of 8 MMbls of oil and 50 BCFG of natural gas in the Texas and Louisiana Gulf Coast region with obtaining from an arbitral panel a summary disposition of a substantial rescissionary damage claim brought by the stock’s purchaser following natural gas prices plunging in 2009, and the enforcement and collection of an award eventually obtained on seller’s significant claim against that purchaser
• An oil and gas investment partnership’s FINRA arbitration against a major financial institution regarding the institution’s purchase of auction-rate securities as a temporary investment for the partnership’s offshore drilling fund account in violation of its investment authority under the parties’ account agreement and the partnership’s governing documents

Oil & Gas (Securities Enforcement Defense)

A selection of relevant work includes representing:

• An officer of an oil and gas royalty fund in connection with the SEC’s investigation and eventual charging of the company and several of its other officers with civil charges for a $485 million offering fraud and a related federal equity receivership and U.S. DOJ investigation

• State Bar of Texas (Oil, Gas and Energy Resources Law Section)

• Dallas Bar Association (Energy Law Section)

A selection of relevant briefings includes:

• Energy Finance Panel, Texas A&M University School of Law 7th Annual Energy Symposium (April 2, 2015)  

• Non-Operated Oil and Gas Ventures, Texas A&M University School of Law 6th Annual Energy Symposium (March 20, 2014)  

• Choice of Entity and Securities Considerations for Oil and Gas Transactions, Texas A&M University School of Law 5th Annual Energy Symposium (March 22, 2013)

• Oil and Gas Drilling Programs: Legal Issues, Texas Wesleyan University School of Law 4th Annual Energy Symposium (May 30, 2012)

‍