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Boyd G. Carano
Boyd G. Carano
Of Counsel — Energy Transactions & Projects
Of Counsel — Energy Transactions & Projects

Boyd G. Carano

Boyd G. Carano
San Francisco

555 Mission Street
Suite 2000
San Francisco, CA 94105

start quote symbolMy job is to help clients who invest and operate in emerging markets to allocate and mitigate risk and achieve their objectives. I enjoy bringing to bear my technical legal knowledge, on-the-ground practical experience, and lessons learned from working on some of Latin America’s most challenging and complicated transactions.end quote symbol
Boyd G. Carano

With more than 30 years of experience, Boyd Carano is a leading cross-border transactional lawyer known for his deep understanding of legal infrastructure in many countries around the world and his track record in working with local counterparts to devise and implement state-of-the-art contractual structures and solutions, especially in civil law jurisdictions. Though his work is focused largely in Latin America, Boyd has also acted as lead counsel to multinational companies and partnerships in a variety of energy deals in North America and Asia.

After several years focused on domestic M&A, corporate, and capital markets transactions, Boyd’s international law practice began in the early 1990s, when he worked five years as a foreign legal adviser at a Mexico City-based law firm. He also spent three years as the co-head of V&E’s Singapore office. He has particular experience in mergers and acquisitions, and development projects in upstream, midstream, power, clean energy and refined product sectors. In 2015, Boyd represented U.S. E&P company Talos Energy LLC in its successful bid for two offshore oil and gas blocks in Mexico’s first auction of interest in oil and gas blocks since the nationalization of the country’s upstream sector. Boyd also advises clients on joint ventures and acquisitions in the renewable energy, financial, manufacturing, hospitality and real estate sectors.

Boyd’s decades’ long track record of cross-border transactions has earned him recognition from multiple publications, including Chambers Latin America, in which reviewers praised him as an “outstanding,” “thoughtful,” and “collaborative” lawyer who goes “above and beyond” to address client issues (2019).

Experience Highlights

  • Talos Energy in a transaction with Hokchi Energy, S.A. de C.V., a subsidiary of Pan American Energy, to cross assign Talos’ Participating Interest in Block 2 and Hokchi’s Participating Interest in Block 31, both in the Sureste Basin offshore Mexico

  • California Resources Corporation in the bid process for the farmout of an interest in PEMEX’s Ogarrio Field. Work included (i) analysis and advice regarding the Bidding Guidelines, the License Agreement and the JOA to be entered into with PEMEX and other consortium members; (ii) drafting and analysis of issues in the Joint Study and Bid Agreement, and (iii) advice regarding structuring of investment vehicle to be formed with consortium partner 

  • Equinor (formerly Statoil) in the $2.5‎ billion acquisition from Petrobras of a 66 per cent interest (and operatorship) in the Carcara field in block BM-S-8 offshore Brazil

  • Talos Energy LLC, as member of a consortium and Operator, in its successful bid for two awarded offshore blocks in Mexico’s first hydrocarbons auction and other matters in respect of their operation and joint ownership

  • Riverstone Holdings in the formation and $525 million line of equity commitment to Sierra Oil & Gas, Mexico’s first independent exploration and production company

  • Energy Transfer Partners in the $400 million proposed development of a cross-border natural gas pipeline to the Chihuahua industrial corridor in Mexico

  • HRT O&G Exploração e Produção de Petróleo in a sale and purchase agreement to acquire a 40% interest in the Polvo Field offshore Brazil from Maersk Energia Ltda. in exchange for cash consideration and the assumption of certain decommissioning obligations

  • Sinopec in the $7.1 billion acquisition of a major interest in the Brazilian assets and operations of a large European energy company, and related shareholder, subscription, and diligence matters

  • Key Energy Services, Inc, in the sale of assets located in Mexico and the disposition of its Mexican business unit

  • Equinor (formerly Statoil) in the $3.08 billion sale of a 40% share in the Peregrino oil field in Brazil to Chinese state-owned oil company Sinochem Group

  • HRT O&G Exploração e Produção de Petróleo in the transfer to a Russian oil major of concession rights in 21 exploratory blocks in the Solimões basin covering 48,500 square kilometers for $1 billion (plus contingent payments of as much as $5 billion), and agreements for their joint operation and ownership, including a put/call option for the possible future transfer of majority ownership and operatorship of the Solimões concession

  • A U.S. oil company in the farmout of interests in offshore oil and gas concessions in Brazil, and the negotiation of related joint venture and joint operating arrangements

  • A large Asian oil company in renegotiating and restructuring its investment in Orinoco Belt extra heavy oil properties and processing facilities in response to Venezuelan state action

  • HRT O&G Exploração e Produção de Petróleo in its $135 million asset acquisition from BP Energy do Brasil Ltda of a 60% operating interest in the Polvo field, including the Polvo A fixed platform, a 3,000-horsepower drilling rig, and other assets necessary to operate the field, which produces 13,000 barrels per day of oil from the Campos Basin offshore Brazil

  • A European energy company in its $2.1 billion acquisition of offshore oil and gas properties in Brazil and the Gulf of Mexico

  • A consortium of Chinese oil companies in connection with the $1.42 billion acquisition of oil and pipeline interests in Ecuador, including net proved reserves of approximately 143 million barrels and a 36 percent stake in the 500-kilometer export pipeline with transport capacity of 450,000 barrels per day

  • eSolar in connection with a transaction with NRG Energy, Inc. for the development of three solar thermal power plants totaling up to 500 MW in the U.S

  • Aurora Biofuels/Aurora Algae in the development of a commercial scale algae-to-fuel biorefinery in Western Australia, including negotiation of CO2 supply agreements, seawater access agreements, and EPC contracts

  • El Paso Corporation in $358 million sale to Petrobras of its interest in the Macae 928 MW gas-fired power plant in Brazil, including the prepayment of approximately $229 million of related non-recourse project financing

  • Warburg Pincus in the $205 million joint line of equity commitment to Omega Energia, a Brazilian developer of small hydropower projects

  • A solar gasification-based renewable energy company in the ongoing development of a commercial-scale biorefinery, utilizing concentrating solar power, biomass, and natural gas for the production of liquid “drop in” transportation fuels

  • An international energy company in the sale of its 50 percent interest in an 1,800 MW power project at Incheon, Korea, for approximately $285 million

  • Warburg Pincus in evaluating the development of a crude and refined products terminal in Colombia in connection with its lead role in a $600 million line of equity investment in Zenith Energy

  • An international telecommunications infrastructure services company in a series of transactions for the installation of dark fiber infrastructure in South America’s Southern Cone

  • A private equity fund in stock and asset acquisitions of seed producers in Argentina and Chile

  • A significant U.S. real estate development and management company in its winning bid for the purchase of a 21-story office building in Mexico City from FOBAPROA, the predecessor to IPAB and Mexico’s version of the RTC

  • Two leading U.S. hospitality companies in their joint acquisition of two Mexico City hotels valued at $133 million

  • A $5 billion multinational office products company in its acquisition of an office products company with operations throughout Mexico

  • An Illinois-based auto parts company in its joint venture with a leading Mexican auto parts company to manufacture truck suspension systems in Mexico for worldwide distribution

  • A major U.S. fertilizer company in the negotiation, organization, and ultimate dissolution of its joint venture with a leading agricultural marketing company to market and distribute fertilizer products in Mexico

  • A major U.S. paint and adhesives manufacturer in the acquisition of a specialty adhesives manufacturing plant in Mexico City

  • A leading horticulture supply company in its investment in a joint venture of several U.S. fresh-cut flower companies for the production of roses in Mexico for export

  • A large U.S. industrial company in its acquisition of a Mexican maquiladora plant engaged in the fabrication of steel construction components, including doors, door frames, and similar pieces

  • A leading U.S. investment firm specializing in roll-ups in the Mexican tax and legal structural planning of its acquisition of a heavy-duty construction equipment company with Mexican manufacturing and distribution facilities


  • Georgetown University Law Center, J.D., 1984
  • Georgetown University School of Foreign Service, B.S.F.S., History and Diplomacy, 1981 (Rowe Citation as Outstanding Graduate in Latin American Studies)
  • Chambers Global, Energy & Natural Resources (Latin America), 2016–2020; Energy & Natural Resources (USA), “Foreign Expert for Latin America,” 2020
  • Chambers Latin America, Energy & Natural Resources, 2016–2019
  • Chambers USA, Latin American Investment (Texas), 2016–2018
  • Legal 500 Latin America, Corporate and M&A, 2012–2017, 2019 and 2021; Projects and Energy, 2013–2017, 2019 and 2021
  • Legal 500 Private Practice Powerlist: The Leading U.S. Attorneys with a Focus on Mexico, 2017–2019
  • Latin Lawyer 250, 2014–2018 and 2020
  • Who’s Who Legal (Law Business Research Ltd.); Energy, 2014–2020
  • Legal Media Group’s (Euromoney’s) Expert Guide to the World’s Leading Banking, Finance & Transactional Lawyers, Project Finance, 2012 and 2014–2016
  • Latinvex, Latin America’s Top 100 Lawyers, 2014–2015, 2017
  • The International Who’s Who of Oil & Gas Lawyers (Law Business Research Ltd.), 2010–2013; “Most Highly Regarded Individuals,” 2012
  • LMG Cleantech & Renewable Energy, Cleantech 100, 2013
  • Legal 500 U.S., International Tax, 2017; Energy Transactions, 2012; Project Finance, 2011
  • Chambers Global, Projects, 2011
  • Legal Media Group’s (Euromoney’s) Expert Guide to Leading Practitioners: China, Energy (International), 2011–2012; Project Finance (International), 2011–2012; M&A, 2011
  • Legal Media Group’s (Euromoney’s) Expert Guide to the World’s Leading Energy and Natural Resource Lawyers, 2001, 2004, 2006, 2008, 2010 and 2011
  • Member: Advisory Board of the Center for U.S. and Mexican Law at the University of Houston Law Center, 2016
  • Member: Board of Directors, World Affairs Council of Houston, 2006–2009
  • Life Fellow: Houston Bar Foundation
  • Co-Chair: Legal Services Committee, American Chamber of Commerce in Singapore, 2002–2004
  • Member: Inter-American Affairs Committee, Association of the Bar of the City of New York, 2000
  • Adviser on Legal Matters: Investment Promotion Task Force, the American Chamber of Commerce in Mexico, 1997
  • Vice Chair: U.S. and Cross Border Legal Matters Committee, American Chamber of Commerce in Mexico, 1996–1998
  • Texas
  • District of Columbia
  • New York
  • California
  • Spanish
  • “Energy Opportunities in Mexico & Canada,” 8th Annual Energy & Technology Conference, Australian American Chamber of Commerce, Houston, February 2016
  • “Mexico: Capital Deployment for a Rapidly Developing Energy Sector,” V&E and TPH Energy Infrastructure Summit, Houston, September 2016
  • “Issues in Cross-Border Pipeline Development,” V&E Energy Series, Houston, September 2016
  • “Mexico: Opportunities Post Pemex Restructuring,” V&E and TPH Energy Infrastructure Summit, Houston, September 2015
  • “Upstream exploration rights and concessions in Brazil, Colombia and Mexico,” Latin Lawyer 6th Annual Oil & Gas Conference, Rio de Janeiro, Brazil, May 2015
  • “The Bridge to Mexican Infrastructure,” V&E and TPH Energy Infrastructure Summit, September 2014
  • “Unconventional Resource Operating Agreement,” AIPN 2014 Model Contracts Workshop, June 2014
  • “Mexico Energy Reform,” Beijing Seminar Series – International Dispute Resolution Challenges and Global Transaction Trends, Beijing, China, May 2014
  • “The Regional Picture for Suppliers,” Latin Lawyer 5th Annual Oil & Gas Conference, Rio de Janeiro, Brazil, May 2014
  • “Risks and Riches in Brazil’s Pre-Salt Layer,” Control Risks, Houston, Texas, October 2013
  • “President Peña Nieto Proposes Constitutional Reforms to Mexico’s Energy Sector,” V&E Energy Update E-communication, August 2013
  • “Farmout Agreements in Brazil: What is Market? Brazilian and Foreign Law Experience,” Mattos Filho Veiga Filho Marrey Jr. e Quiroga Advogados Energy Series Conference, Rio de Janeiro, Brazil, June 2013
  • “It’s a BRIC House: Doing Business in Brazil, Russia, India, and China,” TexasBarCLE Advanced In-House Counsel Course, Dallas, Texas, August 2012
  • “Opening Markets: Opportunities and Obstacles for Foreign Investment,” Berkeley-Stanford Cleantech Conference, Stanford, California, April 2012
  • “Current Issues Involving Latin American Upstream M&A,” Bloomberg Law Reports, March 2012 (co-author)
  • “Overview of Brazil’s New Pre-Salt Legislation and Upstream Investment Regimes,” Latin America Oil and Gas Seminar, Japan Institute for Overseas Investments (JOI), Tokyo, Japan, September 2011
  • “Key Structural and Contractual Considerations for Upstream Investments in Latin America,” Latin America Oil and Gas Seminar, Japan Institute for Overseas Investments (JOI), Tokyo, Japan, September 2011