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About Darren

Darren Spalding is a corporate lawyer dedicated to the energy sector. He advises clients on energy M&A transactions and projects across the upstream, midstream and downstream value chain, with a particular focus on cross-border matters, having worked on deals and projects in more than 30 jurisdictions. Darren is regularly called upon to advise on, and negotiate, key industry project documents, including production sharing contracts, joint operating agreements, and sales and transportation agreements, and has also assisted clients in relation to range of royalty and streaming transactions. He has a wealth of experience in the structuring and development of energy projects, including in relation to shareholder arrangements.

Darren has been recognized as a leading M&A lawyer by IFLR1000 Financial & Corporate and M&A Guide (2017-2021). He is ranked in Chambers UK (2019-2020) and is also highly regarded by The Legal 500 United Kingdom (2014-2021) for his work in the oil and gas sector, with clients noting that he is "extremely conscientious," provides "a full suite of support," has "deep contractual expertise" and "a fantastic understanding of extremely complicated issues."

He has a deep understanding of the upstream market and commercial drivers combined with a top-level legal knowledge.
Chambers UK, 2020

Experience

Recent Notable Matters

Anglo Pacific Group plc — $20 million acquisition of royalty interests from Incoa Performance Minerals LLC in respect of its calcium carbonate mine in the Dominican Republic

Anglo Pacific Group plc — $50.25 million acquisition of a net smelter royalty from Mantos Copper in respect of its copper mine in Chile

Chevron Corporation — acquisition of a 40 percent stake in three deepwater exploration blocks in Mexico from Shell

Chrysaor Limited — proposed disposal of certain upstream interests in the North Sea, as well as in relation to internal re-organisations of some of its upstream assets 

New Age (African Global Energy) Ltd — development of the Etinde gas and condensate project in Cameroon

Delfin LNG — development of the Delfin floating LNG project in the Gulf of Mexico

Ophir Energy plc — sale of its interest in Block 5 in the Salina Basin offshore Mexico, which includes the Cholula discovery, to Murphy Oil Corporation, Petronas and Wintershall-DEA

Eni S.p.A. — sale to Qatar Petroleum of a 35 percent interest in the Area 1 development in Mexico, which holds an estimated 2.1 billion barrels of oil

Eni S.p.A. — swap transaction with Lukoil in relation to the Area 10, Area 12, and Area 14 upstream shallow water production sharing contracts in Mexico under which Eni transfers to Lukoil a 20 percent stake in Area 10 and Area 14 and Lukoil transfers to Eni a 40 percent stake in Area 12

SemGroup Europe Holding L.L.C. — sale of SemLogistics Milford Haven Limited, a petroleum terminal and storage business located in South Wales, to Valero Logistics UK Limited, a subsidiary of Valero Energy Corporation

Ophir Energy plc — $2 billion floating LNG project offshore Equatorial Guinea, including host government arrangements, LNG sales agreements, chartering agreements, joint venture arrangements, project financing, and construction

Hess Corporation — $1 billion sale to ONGC Videsh of its interests in the ACG field in Azerbaijan and BTC pipeline

ConocoPhillips — $75 million sale of midstream pipeline assets

BG Group plc — acquisition from Shell of a 30 percent interest in upstream oil and gas assets in Colombia

JKX Oil & Gas plc — acquisition from, and sale to, HHE of certain upstream oil and gas assets in Hungary under an asset swap transaction

Murphy Oil Corporation — sale of its entire North Sea upstream oil and gas business, including its interests in the Schiehallion field to Shell, Mungo and Monan fields to First Oil and the Amethyst field to Perenco

VTTI Energy Partners GP, LLC — acquisition of a 6.6 percent interest for $75 million and an 8.4 percent interest for $96 million in the operating company owning petroleum product terminals in the Netherlands, Belgium, Malaysia, the UAE and the U.S.

Chevron Corporation — $1.7 billion sale to Valero of its downstream business in the UK and Ireland, including the Pembroke refinery

Delek Drilling L.P. and Avner Oil Exploration L.P. — project agreements in relation to the development of the Tamar field offshore Israel in connection with its $900 million financing

DNO — merger with RAK Petroleum of their Middle East and North African upstream oil and gas businesses, valuing the combined assets at $1.9 billion

Chevron Corporation — €130 million sale to CEPSA of its downstream business in Spain

BP plc — $1.6 billion sale to Lukoil of a joint venture interest in the Tengiz field in Kazakhstan and the CPC pipeline from Kazakhstan to Russia

BP plc — $1.3 billion acquisition from Chevron of a 31 percent interest in the Nerefco refinery, tank farm and wind farm in the Netherlands

Publications and Speeches

“Asset Purchase Agreement (oil and gas),” Practical Law Company, September 2020.

“A Bespoke Model: Bracewell reviews the new international AIPN oil and gas farm-out agreement and its impact on the Middle East,” The Oath, September 2019.

“Oil and Gas M&A: Q&A,” Practical Law Company, February 2019.

“The UK Oil and Gas Authority: A catalyst for change?” International Law Office Energy & Natural Resources Newsletter, March 2016.

“‘Kind words and guns’ - Penalty clauses redefined by the English courts,” IFLR, January 2016.

“Government announces major North Sea tax cuts,” International Law Office Energy and Natural Resources Newsletter, May 2015.

“Underground Drilling Access for UK Shale Developers: The 300 Metre Question,” Natural Gas Europe, June 2014.

“Challenges of Methane Hydrates,” Oil & Gas Financial Journal, May 2014.

“The Future of the UK North Sea: A New Game with More Rules,” Oil & Gas Financial Journal, March 2014.

Credentials

Education

Murdoch University, Perth, Australia,
LL.B.
2002
with first class honors
University of Western Australia, Perth, Australia,
B.Com
1994

Bar Admissions

Solicitor of the Senior Courts of England and Wales
Solicitor in New South Wales, Australia
Barrister and Solicitor in Western Australia, Australia

News

News

Oil and Gas M&A: Q&A

May 29, 2019
Practical Law

UK Government Continues the Fight for Shale

October 6, 2015
Natural Gas Europe

Private Equity Hunts for Oil Deals Outside U.S.

June 17, 2015
Wall Street Journal Online

Countries make push for domestic reserves

December 9, 2013
World Oil Online

Growth beneath the surface

October 30, 2013
Drilling Contractor - Online

Environmental law: Drills, spills and bellyaches

September 29, 2013
Lawyer (Online), The

Insights

Insights

LNG lockdown lessons: what next for the LNG industry post-COVID?

May 21, 2020
Energy Legal Blog®

The LNG industry was already dealing with more than its fair share of challenges when it was thrown further off course by the “double whammy” of reduced energy demand due to the steep decline...

New International AIPN Oil and Gas Farm-Out Agreement

June 19, 2019
Energy Legal Blog®

In June 2019, the oil and gas industry body, the Association of International Petroleum Negotiators (AIPN), published a revised version of its model form international farm-out agreement. The publication of this new model form agreement is a reflection of...

Oil & Gas Deal-Doing in Mexico: Current Trends & Future Prospects

Manuel Vera, Jeffery B. Vaden, Darren Spalding and Adam Blythe of Bracewell, and Manuel Cervantes of MCM Abogados discuss deal trends in Mexico and the future of the oil and gas market...

Investing in Upstream Oil and Gas in Mexico

Bracewell's Mexico team is comprised of leading energy lawyers in Houston and London and we are one of the few law firms that have been involved in all aspects of the liberalisation process.

JOA Defaults Reconsidered

January 24, 2018
Energy Legal Blog®

In the recent decision of Pan Petroleum Aje Ltd v Yinka Folawiyo Petroleum Co Ltd & Ors [2017] EWCA Civ 1525, the Court of Appeal upheld a decision of the High Court that parties to a Joint Operating Agreement (“JOA”) could be temporarily prevented from excluding an alleged defaulting party from participating in, or voting in...

Negotiating PSCs - The Dangers of Using Intermediaries

August 30, 2016
Energy Legal Blog®

In Monde Petroleum SA v WesternZagros Ltd [2016] EWHC 1472 (Comm), the English Commercial Court has found that a party to a consultancy agreement can become liable for the misrepresentations made by a third party intermediary. Parties negotiating production sharing contracts ("PSCs") in regions emerging from politically...

What Constitutes a Reasonable and Prudent Operator?

November 13, 2015
Energy Legal Blog®

The English Commercial Court interprets the definition of the standard of a "Reasonable and Prudent Operator" in the context of a dispute relating to long term gas sales agreements The phrase "reasonable and prudent operator" is frequently used in commercial contracts in the oil and gas industry to specify the standard at which a party must...

UK Government Continues The Fight for Shale

September 8, 2015
Energy Legal Blog®

Introduction Despite facing opposition on numerous fronts, the development of a regulatory regime to promote the exploration of shale gas in the UK has continued apace following David Cameron's comments earlier this year that the UK was " going all out for shale ". [i] The UK government has reiterated the national need to develop...

UK Government announces major North Sea tax cuts

The existing tax regime for exploration and production of oil and gas in the UK and UK Continental Shelf ("UKCS") comprises three elements: (i) Petroleum Revenue Tax ("PRT") at a rate of 50% which is levied on profits from fields given development consent before 16 March 1993; (ii) Ring Fence Corporation Tax at a rate of 30% levied on the...

Reforming the Argentinian Oil and Gas Regime

January 16, 2015
Energy Legal Blog®

In order to prevent the increase of energy prices and to safeguard domestic supply, at the start of the millennium the Argentinian federal government made various amendments to the legal regime regulating the exploration and production of hydrocarbons. Such measures included the introduction of a system of regulated prices and the...

Noteworthy

Noteworthy

Chambers UK
Energy & Natural Resources: Oil & Gas, 2019 - 2020
The Legal 500 United Kingdom
Projects, Energy and Natural Resources - Oil & Gas, 2014 - 2021; Energy and Infrastructure, 2021
The Legal 500 EMEA
Regional Summary - Africa, 2017
Euromoney Institutional Investor PLC
IFLR1000 Financial & Corporate and M&A Guide
Highly Regarded: M&A, 2017 - 2021
Euromoney Institutional Investor PLC
IFLR1000 Energy & Infrastructure Guide
Sub-Saharan Africa, 2016