Coleson Bruce is a member of the Energy Projects and Transactions section of the Global Projects Department.
Mr. Bruce's practice focuses on complex commercial transactions in the energy industry, including the acquisition and divestiture of energy companies and assets, joint venture/development arrangements, and the evaluation and structuring of proposed transactions. His experience includes the negotiation and drafting of purchase and sale agreements, joint venture/development agreements, onshore and offshore joint operating agreements, upstream and midstream commercial contracts, and various ancillary transaction documents.
Mr. Bruce has extensive experience advising clients making a first-time investment in new jurisdictions or in new asset categories (e.g., international clients making a first-time investment in the U.S., domestic companies making an initial investment in upstream oil & gas assets, or historically onshore E&P clients acquiring an offshore energy asset). He’s assisted numerous clients in surveying and communicating legal and regulatory regime risks associated with such projects, corporate entity choice and structuring, local or cross-border project risks, and regulatory compliance loads implicated by such first-time investments. Mr. Bruce has worked extensively with such clients to evaluate whether specific transactions, business structures and overseas ventures are consistent with applicable U.S. legal regimes that may undermine proposed transactions (CFIUS review, economic sanctions, BOEM qualification, etc.), and assisted clients in the navigation of compliance with those regimes.
Mr. Bruce’s experience also includes counseling clients in contract interpretation, renegotiation, and dispute-avoidance or resolution.
Before joining the firm, Mr. Bruce served as a law clerk to the Honorable Billy Roy Wilson of the United States District Court for the Eastern District of Arkansas.
Acquisitions & Divestitures
- Chesapeake Energy Corp. – sale to FourPoint Energy of Western Anadarko Basin assets (approx. 250,000 net acres) from Chesapeake Exploration LLC and CHK Cleveland Tonkawa LLC, accomplished through three simultaneous transactions concurrent with the redemption of all preferred interests in CHK Cleveland Tonkawa LLC, at a cumulative transaction value in excess of $1B
- Occidental Petroleum – sale to Plains All American and Magellan Midstream Partners of the BridgeTex pipeline, concurrent with secondary equity offering of Occidental's interests in Plains GP Holdings, accomplished through several concurrent transactions with a cumulative transaction value of approximately $1.3B
- EQT Midstream Partners/EQT Production – a field-wide "swap plus cash" transaction with Range Resources Corp of significant Nora Field and Permian Basin upstream and midstream assets (including more than 200,000 net acres) accomplished through several concurrent transactions
- Neftegaz Holding America Limited (indirect subsidiary of OAO Rosneft) – acquisition from ExxonMobil of non-operating interests in multiple ultra-deepwater blocks in the Gulf of Mexico
- Marathon Oil Corporation – sale to Hilcorp Energy Company of Marathon’s entire Alaskan business unit (upstream, midstream and storage), with a cumulative transaction value of approximately $375M
- Midstates Petroleum Company – cash plus shares acquisition from Eagle Energy Production LLC of over 100,000 net acres of Mississippian Lime and Hunton play upstream assets
- Sinochem Corporation – acquisition from Statoil ASA of a 40% interest in the Peregrino field, offshore Brazil, with a cumulative transaction value of approximately $3B
- Harvest Natural Resources – sale of interest in Venezuela’s Petrodelta SA to Indonesia’s state-owned PT Pertamina for $725MM
- Marathon Oil Corporation – divestiture of the Kenai LNG Facility to Conoco Phillips
- John Wood Group – auction sale process of well support division to General Electric
- Marathon Oil Corporation – acquisition of Paloma Partners II LLC and its Eagle Ford shale assets
- The Carlyle Group – acquisition from and joint venture with Hilcorp Energy Company in connection with a structured drilling partnership to develop domestic unconventional resources in the Utica and Marcellus plays
- Undisclosed Private Equity Group – acquisition from and joint venture with an independent oil company in connection with the development of domestic unconventional resources in the Permian and Woodford plays
- Neftegaz Holding America Limited – series of domestic acquisition and joint venture transactions between a wholly-owned subsidiary of OAO Rosneft Oil Co. and ExxonMobil pursuant to a global strategic cooperation agreement
- Pacific LNG Operating Company – structuring and creation of a limited partnership to hold certain Papua New Guinea, Antelope Field licenses
- Undisclosed Private Equity Group – investment joint venture with an independent oil company in connection with the development of domestic unconventional resources in the Barnett Shale play
- Reliance Industries Limited - dual acquisition from and dual joint venture with Pioneer Natural Resources Company and Newpek LLC to develop approximately 100,000 net acres of domestic unconventional resources in the Eagle Ford Shale play, with a cumulative transaction value of approximately $1.15B
First Entry Transaction Transaction Assessments
- OAO Rosneft Oil Co. (1st U.S. entry) – risk assessment and structuring of the company’s first entry into the U.S., via the creation and establishment of independent subsidiary Neftegaz Holding America Limited
- The Carlyle Group (1st Upstream entry) – risk assessment and structuring of the company’s first acquisition of upstream U.S. oil and gas assets
- Neftegaz Holding America Limited (1st Onshore & 1st GOM entry) – risk assessment and structuring of the company’s first entry into onshore U.S. oil and gas assets, as well as the company’s first entry into ultra-deepwater Gulf of Mexico upstream assets
- Reliance Holding (1st U.S. Upstream entry) – risk assessment and structuring of the company’s first entry into onshore U.S. oil and gas shale asset acquisition and joint venture with Pioneer Natural Resources Co.
- Major International Energy Company (1st U.S. & 1st GOM entry) – 8-month project and risk evaluation, and negotiation of ultra-deepwater Gulf of Mexico upstream and midstream acquisition and joint venture
- Major International Energy Company (1st GOM entry) – 4-month project and risk evaluation, and negotiation of ultra-deepwater Gulf of Mexico upstream acquisition and joint venture
- Major State Oil Company (1st U.S. entry) – 5-month project and risk evaluation of a multi-play (throughout Pennsylvania, West Virginia, Michigan, Ohio, Oklahoma, Mississippi, Louisiana, Wyoming and Colorado) upstream and midstream acquisition and joint venture
- Major International Energy Company (1st GOM entry) – 3-month project and risk evaluation and negotiation of deepwater Gulf of Mexico upstream acquisition and joint venture
- International Investment Vehicle (1st U.S. entry) – project and risk evaluation of joint venture investment in novel upstream technologies and projects
- Undisclosed Independent E&P Company – structured suite of crude oil gathering and transportation relationships for the disposition of the company’s entire production in the Bakken
- Undisclosed Private Equity Investor – restructuring and renegotiation of a suite of Utica gas (field, rich and residue) gathering and processing agreements
Awards & Community
Recognized as a Texas Super Lawyer-Rising Star (Thomson Reuters), 2014, 2015, 2016 & 2017