Latham, Gibson Dunn, Baker Botts Handle $6.2B Texas Energy Deal
Houston's Hess Midstream Partners announced an agreement on Friday to acquire Hess Infrastructure Partners in a deal valued at $6.2 billion.
October 04, 2019 at 01:33 PM
2 minute read
The latest big energy deal to hit the Texas market involved two entities under similar brands but required the advice of three Big Law firms and involves a 10-figure transaction.
Latham & Watkins is representing Hess Midstream Partners in its pending $6.2 billion acquisition of Hess Infrastructure Partners, with Gibson, Dunn & Crutcher advising the conflicts committee of the board of directors on the corporate revamp, and Baker Botts representing the committee's financial adviser.
Hess Infrastructure partners was a joint venture of Hess Corp. and Global Infrastructure Partners. Hess Midstream Partners lists Hess Corp. as one of its "sponsors." Hess Corp. provides operational services to Hess Midstream Partners.
The transaction, announced Friday, will transform Hess Midstream Partners, the Houston-based master limited partnership, into an "Up-C" structure that allows it to retain some payments that were previously distributed to Hess Infrastructure Partners, according to a press release about the deal.
In the acquisition, Hess Midstream Partners will obtain Hess Infrastructure Partners' 80% interest in its oil and gas midstream assets, and Hess Infrastructure's water services business.
The $6.2 billion purchase includes about $1.15 billion of existing Hess Infrastructure Partners' debt.
The Hess Midstream Partners' board and its conflicts committee have both approved the transaction. The deal is expected to close by the end of the year, subject to customary closing conditions and regulatory approvals.
The Latham team advising Hess Midstream Partners is largely based in Houston: partners Thomas Brandt, Bill Finnegan and Stephen Szalkowski; tax partners Bryant Lee and Tim Fenn; finance partner David Miller; and environmental and regulatory partner Joel Mack. Benefits and compensation partner Adam Kestenbaum of Washington, D.C., is also assisting them.
The Gibson Dunn team for the conflicts committee includes Houston partners Hillary Holmes, Gerald Spedale and James Chenoweth, as well as Brian Lutz of San Francisco.
At Baker Botts, corporate partner Josh Davidson is advising Intrepid Partners, the financial adviser to the conflicts committee.
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