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Checklist For Resource Asset and Stock Acquisitions: Domestic and (Certain) Foreign Issues

Thomas G. Bateman, Jr., Proceedings of 47th Annual Rocky Mountain Mineral Law Institute (2001)

This paper presents a general checklist of recurring issues in natural resource acquisitions with particular emphasis on oil and gas transactions. The checklist is divided into three broad categories: (1) asset acquisitions, (2) stock/entity acquisitions (although the focus is on corporate stock acquisitions, there is overlap with transactions involving partnerships and limited liability companies), and (3) foreign acquisitions. The basic format of the paper is to outline issues that may be encountered in a domestic, multi-state asset acquisition, and then to layer in stock/entity acquisition and foreign concerns. In order to provide an overview of the acquisition process, the asset portion of the checklist is organized in the general sequence that one may find in a large asset acquisition. As the checklist demonstrates, there are extensive and wide-ranging issues that must be addressed in any type of acquisition, and the author strongly recommends that the buyer use a multi-disciplinary acquisition team (i.e., land, legal, accounting, environmental, information technology, human resource, tax, geological, geophysical, engineering, and marketing personnel) throughout the acquisition process. Local counsel should be retained in a multi-state or foreign acquisition to insure compliance with local law and to assist in structuring the acquisition, and local accounting assistance sh