Billion-Dollar Energy Deals Fuel More Work for Firms
Baker Botts, Davis Polk, Latham and Vinson & Elkins are among the law firms fueling up on Gulf of Mexico and Permian Basin energy deals announced this week.
August 10, 2018 at 04:56 PM
5 minute read
Photo: Lukasz Z/Shutterstock.com
Three big law firms with energy practices—Vinson & Elkins, Gibson Dunn & Crutcher and Davis Polk & Wardwell—have landed roles on private equity firm First Reserve's pending $1.225 billion sale of its Deep Gulf Energy Cos. to Dallas-based Kosmos Energy.
Gibson Dunn represents First Reserve, a Stamford, Connecticut-based global private equity investment firm focused on energy, while V&E is advising Deep Gulf Energy, which runs deepwater oil and gas exploration and development projects in the Gulf of Mexico. Kosmos, a deepwater oil and gas company, turned to Davis Polk.
On Aug. 6, the companies announced an agreement for the acquisition. It is expected to close around the end of the third quarter, pending regulatory approvals and customary closing conditions. Terms call for Kosmos to pay $925 million in cash and $300 million in common shares to First Reserve, management and other Deep Gulf Energy shareholders.
The Gibson Dunn lawyers for First Reserve include Denver corporate partner Beau Stark and Houston tax partner James Chenoweth.
The V&E team for Houston-based Deep Gulf Energy, a First Energy portfolio company, is led by corporate partners Shamus Crosby, Bryan Loocke and Doug McWilliams, all of Houston. Others are tax partners David Peck of Dallas and Jason McIntosh of Houston; executive compensation/benefits partner Stephen Jacobson of Houston; labor/employment partner Sean Becker of Houston; environmental partner Larry Nettles of Houston, and antitrust partner Billy Vigdor of Washington, D.C.
At Davis Polk, the team, all based in New York or Washington, D.C., includes corporate partners George Bason Jr. and Brian Wolfe. Others are capital markets partner Byron Rooney; tax partner Michael Mollerus; executive compensation partner Jeffrey Crandall; antitrust and competition partner Ronan Harty, and regulatory compliance partner John Reynolds III.
Apache Corp. Joint Venture with Kayne Anderson Acquisition Corp.
Bracewell represents Houston's Apache Corp. in a pending joint venture with Kayne Anderson Acquisition Corp. (KAAC), creating Altus Midstream Co., a midstream company that will be valued at about $3.5 billion. KAAC turned to Latham & Watkins.
On Aug. 8, Apache and KAAC announced an agreement calling for Apache to contribute its Alpine High midstream assets in the Permian Basin to Altus Midstream, a partnership that will be jointly owned by Apache and KAAC. Apache will also contribute options to acquire equity in pipelines planned from the Permian Basin to the Texas Gulf Coast. Apache will own about 71 percent of Altus Midstream, with KAAC contributing $952 million in cash including $380 million raised in its initial public offering and $572 million in a private placement. Altus Midstream will have a market capitalization of $3.5 billion.
The transaction is expected to close during the fourth quarter, and once that happens, KAAC will be renamed Altus Midstream.
The Bracewell team for Apache includes partners G. Alan Rafte, Jason Jean, Troy Harder, Bruce Jocz and Aaron Roffwarg, all of Houston; and Elizabeth McGinley and Daniel Hemli, both of New York.
At Latham, a Houston-based corporate deal team led by partners Jesse Myers, Bill Finnegan and Debbie Yee represents KAAC. Also, tax partner Tim Fenn of Houston is working on the transaction.
Diamondback Energy Acquisition of Midland Basin Assets to Ajax Resources
Ajax Resources tapped lawyers from Thompson & Knight for the pending $1.2 billion sale of its Midland Basin assets to Diamondback Energy, which turned to longtime counsel Akin Gump Strauss Hauer & Feld.
On Aug. 8, Midland-based Diamondback and Ajax Resources of Houston announced a definitive agreement for Diamondback to acquire all leasehold interests and related assets in the Midland Basin owned by Ajax for $900 million in cash and 2.58 million shares of its common stock.
The deal is expected to close by the end of October, pending due diligence and customary closing conditions, and would be effective as of July 1.
The Thompson & Knight team advising Ajax is led by Dallas partner Robert Dougherty III, with assistance from partners Wesley Williams, Debra Villarreal, J. Dean Hinderliter, Jason Patrick Loden, Anthony Campiti and William Schuerger, all of Dallas.
The Akin Gump team advising Diamondback included corporate partners Seth Molay and Matt Zmigrosky, both of Dallas; oil and gas partner Michael Byrd of Houston; tax partners Alison Chen and Jocelyn Tau, both of Houston; and employee benefits partner Robin Schachter of Los Angeles.
Akin Gump helped Diamondback go public in 2012, and has handled several deals for the company such as this one in 2014 and this one in 2016.
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