Recent presentations by Mexican government officials indicate that upstream oil and gas bid processes will begin on a rolling basis in November and will continue through March 2015. Officials are also starting to “test” legal and commercial contract terms for industry acceptance.

Introduction

As officials in Mexico now focus on implementing the country’s energy reforms, two notable developments have arisen with respect to the coming onset of Mexico’s Round One bid processes. First, officials from Mexico’s Ministry of Energy and National Hydrocarbons Commission have been publicly detailing when each type of field and farm-out opportunity joint venture (farm-out) opportunities with Petroleos Mexicanos (Pemex) will be available for bidding. Second, Mexican officials are emphasizing the importance of having industry “buy-in” for ensuring Round One’s success and, as a result, they have begun seeking industry feedback on technical matters and proposed contractual terms and conditions.

Status of Round One

In brief, the timelines for Round One’s upstream oil and gas bid processes have been accelerated and their scope has been expanded. Rather than conduct one comprehensive auction, Mexico’s Ministry of Energy and its National Hydrocarbons Commission intend to undertake five separate processes according to the type of fields involved. Each process will consist of contemporaneous auctions involving both new blocks and Pemex joint venture (farm-out) opportunities. The conversion of certain of Pemex’s existing integrated service contracts will also occur in parallel.

Revised Calendar for Bid Processes

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Source: Mexico National Hydrocarbons Commission Presentations

In total, Mexican officials have indicated that Round One will offer 109 blocks for exploration and 60 blocks for production that are geographically spread across the country.

Map of Round One Opportunities

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Source: Mexico Ministry of Energy, “Round One: An Overview”

Summary of Round One Opportunities

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Source: Mexico Ministry of Energy, “Round One: An Overview”

Potential Legal and Commercial Contract Terms

Since announcing the enactment of the energy reforms in early August, Mexican government officials have been informally receiving industry feedback both with respect to technical matters and proposed contractual terms and conditions. More recently, government officials have indicated that they intend to announce formal procedures through which such feedback can also be provided. The possibility exists that there may be “road show” presentations in New York, Beijing and London during the final months of this year. In general, Mexican officials appear to recognize that attractive fiscal terms must be offered in Round One for it to be successful and they are now beginning to “test” certain commercial and legal concepts for industry acceptance:

  • Contract Forms: Production-sharing contracts and license agreements will be the primary contract forms. Although not yet definitive, the current thinking among Mexican policy-makers is that licenses may be used for deep-water areas. These contracts may comprise a 5 year exploration phase and a 25 year development phase. For production-sharing contracts, they are likely to require that the Mexican government automatically re-pay costs and audit the incurred costs afterwards. Mexican law will govern all agreements (which will be in Spanish), but international arbitration is likely to be the dispute resolution mechanism. Mexico has modern, updated legislation that supports the arbitration of international business disputes, and has developed a robust legal practice in this regard. Mexico is also a party to international treaties on the enforcement of foreign arbitral awards, and treaties that provide investors with protection against government interference and independent arbitration remedies for related claims.
  • Commercial Evaluation Criteria: The commercial evaluation criteria in the bid processes will vary according to the type of contract offered. All will include corporate income tax, surface rent, state and municipal taxes and a variable royalty. The commercial evaluation criteria that will be used to determine contract winners will be set out in each contract and will focus on the total government take in the form of taxes and royalties, plus investment commitments. For example, in production sharing contracts, the main criteria will be the percentage of government profit share and, in license agreements, the main criteria will be the royalty levels. In both, there may also be a minor component for the initial investment commitments, given Mexico’s desire to stimulate short-term economic development. The expectation is that there will also be certain minimum requirements for ensuring acceptable levels of government take. Signing bonuses are expected to be modest and are not expected to be included in the commercial evaluation criteria.
  • Technical Qualification Criteria: As required by the energy reform legislation and implementing regulations, Mexican regulators will identify specific technical qualification criteria based on objective metrics related to the type of fields offered. For new blocks that are to be offered, the energy reform legislation and implementing regulations provide that only Mexico’s regulators will establish the relevant requirements. Regulators are presently indicating that companies interested in operating deep-water blocks will be required to satisfy all relevant financial, operating and technical criteria. Conversely, for all other blocks, companies interested in operating will be required to satisfy all relevant financial, operating and technical criteria either individually or in consortia with other parties. With respect to Pemex joint venture (farm-out) opportunities, the energy reform legislation and implementing regulations allow Pemex to specify additional qualification criteria. For example, for the Perdido Basin, Pemex has indicated that it will require that its partners have experience operating on the U.S. side of the Gulf of Mexico.