AndrewSmith

Partner

(T) 61.7.3085.7065

Andrew Smith focuses his practice on energy and resources law, with a particular emphasis on downstream issues, including oil and gas (supply and transport), project infrastructure and financing, and acquisitions and disposals. For more than 30 years, he has advised on the development and ongoing operation of some of Australia's largest coal, oil and gas, and electricity projects. Andrew is experienced in multibillion dollar project infrastructure and development, joint ventures, and commodity sales, both domestic and international. He has been recognized among Australia's top lawyers in independent global publications, including as a preeminent energy & resources lawyer by Doyle's Guide, and in 2013 he was named Brisbane's Oil & Gas "Lawyer of the Year" by Best Lawyers Australia.

Andrew is very familiar with the documentation used in large-scale energy projects, including joint operating, farm-in, and sales agreements. He is a member of several drafting committees of the Association of International Petroleum Negotiators, whose draft agreements are used in the energy industry worldwide.

Prior to joining Jones Day in 2017, Andrew played a pivotal role in many major projects, including as counsel for the Australia Pacific LNG project, which has an estimated capital cost of A$35 billion. APLNG is an incorporated joint venture between Origin Energy, ConocoPhillips, and Sinopec to deliver coal seam gas (CSG) to a liquefied natural gas (LNG) project located in Gladstone Queensland.

Andrew is a member of the Association of International Petroleum Negotiators, the Australian Mining and Petroleum Law Association, and the International Bar Association.

Experience

Coronado Coal acquires Curragh coal mine in central Queensland, Australia, from Wesfarmers Limited for A$700 million (US$539 million)
Jones Day advised Coronado Coal LLC in the acquisition of the Curragh coal mine in central Queensland, Australia, from Wesfarmers Limited for A$700 million (US$530 million).

Central Petroleum unanimously recommends improved Macquarie MPVD proposal for purchase for A$81 million plus potential A$90 million by way of contingent value notes
Jones Day is advising Central Petroleum Limited in a proposed offer for the company by Macquarie MPVD Pty Limited, a subsidiary of Macquarie Group, for A$81 million plus a potential A$90 million by way of contingent value notes.

The following represents experience acquired prior to joining Jones Day.

Represented the Northern Territory Government and Power and Water Corporation in the North East Gas Interconnector (NEGI) Project, a gas transportation pipeline from Tennant Creek to Mt Isa.  This transaction was truly unique in that, among other key elements: the successful bidder agreed to build the pipeline even though most of its capacity was uncontracted, thus taking most of the revenue risk — highly unusual for a gas pipeline project; two competitive processes were run in parallel — one for the sale of Power and Water Corporation gas and the other for the delivery of the NEGI and the associated gas transportation services, which involved four separate bidders on the pipeline, with four sets of documentation and two gas buyers, each with a bespoke document; and all of these elements were achieved within 13 months.

Callide C Power Station:  Acted in the negotiation of the first power station joint venture to operate in the National Electricity Market, including the joint venture agreement, management agreement, sales and marketing arrangements, and market bidding rules.

Swanbank E: Acted in relation to the fuel supply and transportation agreements, and installation contracts for, the Swanbank E CCGT power station.

Led numerous teams on many successful joint ventures and projects, including representing gas buyers and electricity generators in Queensland and the Northern Territory in relation to gas supply from the Timor Sea and Papua New Guinea; advised on joint ventures for coal mines, base metals mines, refineries, and smelters, including formation, default, pre-emptive rights, product sale, and ongoing contract administration; and advised onshore and offshore oil and gas explorers and producers on joint venture/operating agreements in Australia, New Zealand, Papua New Guinea, Asia, and the United States.

Advised on the sale of a 15 percent stake in Australia Pacific LNG (APLNG) by Origin Energy and ConocoPhillips.

Acted for Origin Energy in relation to its joint venture with ConocoPhillips to form APLNG. Origin received an upfront payment of US$5 billion (A$6.9 billion) from ConocoPhillips and future benefits included an A$1.15 billion free carry and four potential bonus payments of US$500 million each.

Acted on a proposed collaboration between two large LNG projects for a joint venture in excess of A$20 billion on two LNG trains and associated facilities. Advised on the complex capacity sharing arrangements that would have been required so that all parties obtained equitable access to the production capacity of the merged project.

Advised on and documented the major offshore development production joint operating agreement for the BassGas Project (offshore Victoria) between Origin Energy, Santos, Mitsui, CalEnergy, and AWE, including long-term off-take gas sales agreements, the main relationship agreement, as well as leading the team that advised on all the construction and procurement contracting.

Advised on the development of the Thylacine/Geographe fields (jointly developed as the Otway Project), including on the off-take gas sales agreements and gas balancing arrangements.

Negotiated and documented one of the three major gas supply agreements between the South West Queensland Cooper Basin Gas Producers and a gas buyer in Queensland.

Negotiated and drafted acquisition agreements for the Kupe offshore gasfield (New Zealand) and its related long-term major gas supply agreement.

Negotiated and drafted long-term gas sales agreements from Papua New Guinea to buyers in Australia.

Negotiated and documented physical delivery gas swap agreements, including the largest physical delivery gas swap agreement in Australia.

Acted in relation to NT Power & Water Corporation's gas supply and transportation arrangements with Timor Sea producers.

Represented gas buyers and electricity generators in Queensland and the Northern Territory in relation to gas supply from the Timor Sea and PNG.

Acted for the acquirer of a major stake in the Timor Sea gasfields.

Represented gas sellers (producers and retailers) in major gas sales agreements for gas supply into the eastern markets.

Advised on the competition/antitrust law aspects of major long-term gas and oil sales agreements.

Drafted gas transportation arrangements for use in the Bass Strait, onshore Victoria, Tasmania, Cooper Basin to Adelaide and Sydney, Queensland to NSW, trunkline agreements from CSG fields to Gladstone, and lateral transportation agreements.

Drafted and negotiated a number of transportation agreements for the transportation of natural gas (via pipeline), condensate (via pipeline and trucking), crude oil (via shipping), and LPG (via trucking and shipping).

Advised on, negotiated, and drafted the electricity, port, rail, and local authority agreements related to the Ensham Coal Project.

Advised on the contested mining lease application and extensive landowner and compensation agreements regarding the expansion of the Ebenezer Coal Mine and on the contested mining lease application regarding expansion of the New Acland Coal Mine.

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