Energy & Natural Resources

Our Energy & Natural Resources legal team consists of over twenty experienced practitioners (being one of the largest in the Country) able to draw together on all relevant areas that prevail in the energy & natural resources sectors. Our reputation has been built on sound legal expertise, a thorough understanding of the market in which our clients operate and commitment to industry specialization.

In Energy field, our experience extends across the whole energy spectrum, encompassing energy trading, generation, distribution, transmission & supply licensing, as well as emissions trading and renewable energy. The practice has focused on advising the main utilities suppliers active in Romania in relation to structuring complex transactions, as well as on issues brought about by continued market liberalization, legal and functional unbundling included. Our lawyers have also gathered substantial knowledge of the Romanian regulatory framework as they have constantly advised on privatization, corporate reorganizations and private transactions in the energy industry, as well as on the legislative changes necessary for the liberalization of the energy markets

Our team of lawyers has also developed an excellent reputation in advising on a wide range of Oil & Gas related matters involving upstream and downstream work and including concessions and licensing, exploration, drilling, storage, transport, distribution, refining, pipeline construction and downstream marketing. We have also become one of the leading legal advisors to the Mining industry, advising both on the restructuring of the State-owned mining sector and on new investments in the mining field, able to provide adequate guarantees as regards the usage of the best available and environmentally friendly technologies and the assistance of local communities in order to achieve sustainable development.

 

A selection of our recent instructions includes advising: 

  • The Ministry of Economy and the Office for State Ownership and Privatization In Industry (OPSPI) in connection with the secondary public offering on the Bucharest Stock Exchange for the sale, by the Romanian State, of 15% of the shares held in Transgaz (the National Gas Transmission Company), with a total estimated value of EUR 100,000,000. The firm has been assisting the Romanian State throughout the entire process, including selecting the intermediary, structuring and implementing the sale process.
  • The Ministry of Economy and the Office for State Ownership and Privatization In Industry (OPSPI) in connection with the preparation and launching of the secondary public offering on the Bucharest Stock Exchange for the sale, by the Romanian State, of 15% of the shares held in Transelectrica (the Romanian Electricity Transport and System Operator), with a total estimated value of EUR 55,000,000. The firm has been assisting the Romanian State throughout the entire process, including selecting the intermediary, structuring and implementing the sale process, as well as providing legal advice in all matters pertaining to the SPO.
  • The Romanian Government (the Ministry of Economy and Finance) on drafting and implementing the strategy for restructuring the EUR 1,200,000,000 debts of S.C. Termoelectrica S.A., (one of the largest State-owned electricity producers). Our legal work included an extensive due diligence on the target, as well as in-depth analysis of the regulatory-related matters, drafting the bills of law necessary to implement the prepared strategy and getting securing clearance from the Competition Council and the European Commission (DG Comp.) in connection thereto.
  • The Ministry of Economy and Hidroelectrica (the leading State-owned energy producer), as part of an international consortium, in connection with the selection of investors for the construction of Tarnita-Lapustesti Hydropower Plant, a hydroelectric pumped-storage green field project, with a forecasted installed capacity of 1,000 MW which is estimated to require a considerable investment exceeding EUR 1.3 billion.
  • Enel SpA, a leading European utility, on the EUR 820,000,000 successful acquisition of Electrica Muntenia Sud, the largest electricity distribution company in Romania, including the preparation of the position papers, binding offer and final binding offer, as well as negotiating the transaction documents.
  • OZ Mineral Limited, a leading Australian based mining company with a focus on copper, in connection with its EUR 200,000,000 offer for the aquisition of Cuprumin S.A., company which holds the rights to mine the largest copper deposit in Romania, accounting for some 60% of the total national copper reserves. We have performed an in-depth due diligence process, provided legal assistance in connection with the regulatory issues and assisted the client throughout the entire bidding process in relation to the proposed acquisition.
  • Gabriel Resources, a major Canadian mining group, in relation to the exploration and exploitation of the biggest gold and silver mining site in Europe - Rosia Montana, including advising on the legal management of the company's mining rights (mining exploration and exploitation licenses issued by the National Agency for Mineral Resources), on all environmental legal matters arising from the project, including permitting and past pollution issues and the most extensive Environmental Impact Assessment process ever being performed in Romania. The firm has been also involved in providing legal assistance with respect to the local community resettlement plan, permitting, environment, corporate, labor and litigation matters.
  • Petrofac Facilities Management LTD., a leading international provider of facilities solutions to the oil & gas production and processing industry, in connection with the negotiation and implementation of a production enhancement services agreement for several oil deposits of OMV Petrom, the largest Romanian oil and gas group.
  • Enel Green Power during the full-scope acquisition of a green energy project in the field of wind generation, Salbatica 2, with an installed capacity of 72 MW.
  • Eviva Nalbant and Eviva Hidro, subsidiaries of Martifer, in connection with the implementation and operation of a wind power plant and the refurbishment of micro hydro power plants.
  • Transocean, the largest offshore drilling contractor in the world, in relation to its prospective drilling operations in the Romanian exclusive economic zone of the Black Sea, on customs proceedings for the rig to be used for drilling operations in the Black Sea, as well as permitting matters related to the project.
  • One of the leading Spanish photovoltaic providers on the acquisition of two solar power plants in Romania, with an installed capacity of 130 MW, the total value of the project exceeding EUR 200,000,000.
  • Enel Distribuzione SpA on the successful EUR 112,000,000 privatization of two subsidiaries of Electrica S.A. - Electrica Banat S.A. and Electrica Dobrogea S.A. - in all stages of the process.
  • Enel on the acquisition of several energy companies owned by the Romanian State, among which a 800 MW hard coal capacity located in Braila, involving investments in excess of EUR 1,000,000,000.
  • Rompetrol Group NV, one of the largest gas and refining business in Romania, in connection with the EUR 90,000,000 acquisition of the remaining free float of Rompetrol Rafinare S.A. (to date the most successful mandatory public offering ever conducted on the Bucharest Stock Exchange), as well as providing legal advice in all matters pertaining to the mandatory public offering of Rompetrol Well Services S.A.. Legal work also included the subsequent procedures for squeeze-out and final delisting of Rompetrol Rafinare S.A. from the Bucharest Stock Exchange.
  • The National Agency for Mineral Resources of Romania (ANRM), the national body regulating natural resources, on various natural resources and mining regulatory matters, including reviewing and amending the mining law before its submission to the Parliament, more particularly with respect to public ownership, mineral resources, concessions and licensing-related issues.
  • The Romanian Regulatory Authority in the Gas Sector (ANRGN) – as lead legal counsel in connection with drafting and developing the secondary legislation in the gas market, aimed at achieving, inter alia, full liberalization and unbundling of the national gas market.
  • An important Spanish developer of renewable energy projects with respect to the development and sale of a wind farm with an installed capacity of approximately 250 MW, located in Dobrogea.
  • One of the top EPC services providers in the energy sector in completing the sale of a minority stake through an outright sale combined with a share capital increase, with a total value of EUR 70,000,000.
  • Barrick Gold Corporation, the world’s largest gold producer, in relation to the potential implementation and development of a mining project in Romania.
  • Empire Mining Corporation, member of the Hamilton Resource Group, in connection with all legal matters applicable for a proposed acquisition of a privately held mineral exploration company developing projects in Romania and Turkey.
  • Enel SpA in relation with the structuring and implementation of one of the biggest PPP projects in the energy sector, via the development of Units 3 and 4 of Cernavoda NPP in a EUR 4,000,000,000 joint venture project with Nuclearelectrica S.A. and other main players in the European utilities sector.
  • PPF Partners in connection with the acquisition of one of the main local private gas distributors and suppliers, Gaz Sud S.A., in a complex transaction valued at EUR 50,000,000.
  • Enel SpA in connection with the acquisition of Blue Line for the purpose of implementing and operating a wind power plant park of up to 200 MW.
  • Infusion, a major Portuguese renewable energy company, in connection with the implementation of a large-scale wind power project in Romania, with an aggregate generation power of 750 MW.
  • Martifer in connection with the implementation and operation of a wind power plant of up to 40 MW, including a due diligence report and advising on regulatory and permitting issues.
  • Re Power AG, an international electricity company, with respect to the acquisition of 80 percent of the shares in Elcomex EN, an important local private energy trader, focusing on selling electricity to commercial consumers in the SME segment.
  • Vale (former Companhia Vale di Rio Doce), a world leader in the iron ore market and a global mining company, in connection with its trade operations through Constanta seaport.
  • Halliburton, in connection with its prospective transactions on certain business opportunities in the Romanian oil & gas industry.
  • Electrocentrale Bucuresti S.A., one of the largest electricity producers, on the project regarding the modernization and development of several co-generation heating plants through joint ventures with private investors and in the extension project of CET Bucuresti Vest by new cogeneration capacities.
  • Union Fenosa Internacional S.A., part of the Union Fenosa S.A. group, in connection with the regulatory issues, tariffs, public property and concession regulations during the due diligence and the negotiations for the privatization of two electricity distribution and supply companies, Electrica Oltenia S.A. and Electrica Moldova S.A..
  • Enel SpA in connection with regulatory issues, tariffs, public property and concession regulations during the privatization process of two gas distribution companies, Distrigaz Sud S.A. and Distrigaz Nord S.A..
  • Zeta Petroleum in connection with the project consisting of the exploration and exploitation of gas deposits in Bobocu perimeter.
  • Sagacarbon S.A., a subsidiary of Caisse des Dépôts et Consignations France, in relation to the implementation of the first transactions in Romania under the European Union Emissions Trading Scheme concerning greenhouse gas emission allowances for 2008-2012, including advice on relevant national and EU legislation in connection with the EU-ETS trading scheme.
  • Energie Verde, a fast-growing local player active in the renewable energy sector, in relation to the financing scheme for the EUR 50,000,000 joint venture with a large utilities company aimed at developing a green energy project.
  • National Oil Company Petrom S.A. in connection with various legal matters regarding its activities of exploration, drilling, refinery, transportation and distribution of oil and gas, as well as negotiations for the establishment of joint ventures with foreign investors in related fields of activity, including in relation to the debt liability exposure and advice on international sales contracts. The firm has also advised on the joint venture between Petrom and Enron for various oil & gas investment projects, including the construction of power plants and transport infrastructure for natural gas.
  • The Ministry of Economy and Commerce in relation to restructuring Petrotrans S.A. (the leading State-owned company in the oil products transport sector) as a first step toward privatization with a strategic investor. Legal work included an extensive due diligence on the company, as well as an in-depth analysis of the regulatory-related matters in order to implement the prepared strategy and drafting the memorandum presented to the Romanian Government in view of obtaining approval of the proposed strategy.
  • Occidental Oil and Gas Corporation (U.S.), one of the largest independent oil and gas producers in the world, for providing legal assistance in relation to a potential joint-venture with Petrom S.A., advising on regulatory issues, tariffs, public property and concession regulations.
  • Regal Petroleum, a UK oil company, with respect to drafting and negotiating a multi-million oil agreement with the National Agency for Mineral Resources of Romania.
  • Shell in connection with the implementation of the oil agreement concluded between Royal Dutch Shell, Shell Exploration Romania and the Romanian Government, including drafting the necessary transaction documentation for the concession of certain oil resource blocks, negotiating and obtaining all necessary licenses, authorizations, approvals and permits from the National Agency for Mineral Resources, the Romanian Ministry of Finance, the National Bank of Romania and conducting an environmental audit.
  • The Romanian Government on the EU INOGATE Program, including a review of the Romanian legal framework on oil and gas transportation systems in order to meet the requirements of the Program.
  • The Romanian Government in connection with the review of the laws related to public ownership over oil & gas properties.
  • Petromidia S.A., one of the leading oil refineries in Romania, and various oil equipment suppliers, on corporate and business matters, including drafting and negotiating various oil processing agreements.
  • An international consortium in connection with the establishment of the National Power Grid Company in Romania.