We represent energy and utilities companies of all sizes, from major oil companies to development stage companies, as well as private equity investors, both in traditional oil and gas matters and in clean tech and alternative sources of energy. We provide our energy industry clients with in depth experience in capital raising and corporate finance, private equity investments and partnerships, mergers and acquisitions, project finance, intellectual property, antitrust, compliance (FCPA, export control and trade sanctions) and litigation.
Experience
- The equity holders of III Explorations, a U.S. oil and gas exploration and production company, in connection with its chapter 11 bankruptcy in the United States Bankruptcy Court for the District of Utah.
- Brookfield Business Partners L.P. in the $4.6 billion acquisition of Westinghouse Electric Co.’s U.S. and non-U.S. businesses.
- Calpine in its chapter 11 cases. Also represented creditor Monarch (f/k/a Quadrangle) in the chapter 11 case of Calpine.
- The Steering Committee of the High Yield Bond Holders on the debt restructuring of French oil services company CGG, one of the largest financial restructurings in France, with over $3 billion of indebtedness and the first restructuring conducted simultaneously under French Sauvegarde regime and chapter 11 and chapter 15 of the U.S. Bankruptcy Code.
- A group of U.S. investors (insurance companies) with the restructuring of Compañia Mega in Argentina.
- Crystallex International Corporation in its chapter 15 proceeding in U.S. bankruptcy cases. Willkie was the prime architect of a unique DIP auction strategy, in which the lenders bid on the right to offer secured postpetition financing to the company collateralized by the Company’s sole asset, a valuable arbitration claim again a sovereign state.
- D.E. Shaw Laminar as an equity sponsor for the chapter 11 plan of Covanta Energy Corporation.
- An ad hoc group of bondholders in connection with Dynegy subsidiary Illinois Power Generating Company’s prepackaged chapter 11 case.
- The first lien administrative agent in the prenegotiated restructuring of Energy XXI Ltd., which filed for bankruptcy protection in the United States Bankruptcy court for the Southern District of Texas (Houston Division).
- Counsel to unofficial committees or groups of bondholders or other creditors in the Enron Corp. chapter 11 case.
- Citibank, N.A. in the Fieldwood Energy chapter 11 restructuring.
- The Independent Directors of FirstEnergy Solutions Corp., a wholly-owned subsidiary in the investigation of intercompany transfers and decoupling process in connection with the chapter 11 case of FirstEnergy Solutions Corp. and its affiliates.
- The first lien administrative agent in the chapter 11 bankruptcy cases of Goodrich Petroleum and its affiliated debtor in the United States Bankruptcy Court for the Southern District of Texas (Houston Division).
- Liberty Oilfield Services on its acquisition of Sanjel Corporation’s U.S. fracturing, coiled tubing and cementing assets in connection with Sanjel’s bankruptcy cases in Canada and the United States.
- Melody Capital Partners in its acquisition and restructuring of the debt of a distressed oil and gas company.
- National Energy & Gas in its chapter 11 case (f/k/a PG&E National Energy Group).
- PricewaterhouseCoopers Inc. as the court-appointed monitor and authorized foreign representative of oil and natural gas enterprise involved in the exploration, development, and production of certain oil and natural gas interests, principally in Colombia, and, to a lesser extent, in other jurisdictions including Peru, Brazil, and Belize, Pacific Exploration & Production Corp. in chapter 15 proceedings in the United States Bankruptcy Court for the Southern District of New York, resulting in the restructuring of approximately $5.4 billion.
- Bank of America, N.A., as administrative agent under Patriot’s prepetition first lien credit facility, as administrative agent and letter of credit issuer under Patriot’s $302 million “second out” DIP letter of credit facility, and as a joint lead arranger and letter of credit issuer under Patriot’s $500 million “first out” DIP revolving credit and term loan facility. We played a lead role in negotiating the terms of Patriot’s chapter 11 plan and exit financing, which required the Bank of America-led syndicate and letter of credit issuers to consent to a partial rollout of the second DIP facility.
- PGS-ASA in its cross-border restructuring.
- The administrative agent in the bankruptcy of Sabine Oil and Gas Corporation, an oil and gas exploration and production company, in the Southern District of New York.
- A $1 billion syndicate of second lien lenders in the chapter 11 bankruptcy of Samson Resources Corporation, an independent oil and natural gas company, in the United States Bankruptcy Court for the District of Delaware.
- Bank of America, N.A. as administrative agent for a syndicate of prepetition lenders holding $3 billion of debt extended to SemGroup, a midstream energy and commodity company that filed chapter 11 in United States Bankruptcy Court for the District of Delaware.
- An ad hoc group of prepetition term loan and revolver lenders and DIP lenders in chapter 11 case of Southcross Energy pending in the United States Bankruptcy Court for the District of Delaware.
- An ad hoc group of noteholders representing more than 70% of the issue in negotiations with TerraForm Global, Inc. and its subsidiaries (“Global”). Global is a renewable energy project held by SunEdison Inc., which filed for chapter 11 bankruptcy protection.
- WBH Energy Partners as special counsel in connection with its Austin, TX-based chapter 11 reorganization, including negotiating DIP financing and the sale under section 363 of the Bankruptcy Code of the debtor’s assets.
- Bpifrance in connection with Vallourec’s €1 billion equity fundraising.
- Liberty Oilfield Services and the selling stockholders in the following offerings:
- the selling stockholders, R/C Energy IV Direct Partnership, L.P. and R/C IV Liberty Holdings, L.P., funds affiliated with Riverstone Holdings, LLC, in their approximately $100 million sale of 8,700,000 shares of Class A common stock of Liberty.
- the selling stockholders, R/C Energy IV Direct Partnership, L.P. and R/C IV Liberty Holdings, L.P., affiliates of Riverstone Holdings LLC, in the approximately $117 million sale of 8,000,000 shares of Class A common stock of Liberty Oilfield Services.
- Liberty Oilfield Services and selling shareholder R/C Energy IV Direct Partnership in Liberty’s initial public offering.
- BNP Paribas with the financing of a cogeneration facility within a larger mining project (Goro Nickel) in New Caledonia.
- Carthage Power Company with the drafting and negotiation of a number of project agreements relating to the Rhades II power plant in Tunisia.
- Crédit du Nord in the financing of a diesel power plant in Ghana.
- Dalkia in numerous cogeneration projects in France and the Czech Republic.
- EDF and China Datang in connection with their bid submission tendered to the Office National de l’Électricité (ONE) for the development of a 1320 MW coal-fired power plant in Safi, Morocco.
- Government of Mauritania in the restructuring of production sharing contracts entered into with a consortium with respect to exploration and production of offshore oil resources.
- Government of the Republic of Djibouti in the connection with the Ethiopia to Djibouti Gas Pipeline Project.
- The issuer with a $875,000,000 natural gas pipeline project.
- Lyonnaise des Eaux de Casablanca, the water and power distribution concessionaire for the Casablanca region, with a restructuring of its concession and a limited recourse bond financing listed on the Casablanca stock exchange.
- A consortium of Kuwaiti petrochemical company QPIC, Mitsui and Algerian industrial and services’ company, Sotraco, with the design, construction and operation of a methanol production facility in Algeria.
- The lead arrangers of Mt. Isa Mines coal project financing.
- Poweo, the leading French independent power trader and producer (now a subsidiary of Direct Energie) with the following independent power producer projects:
- the design, construction, financing, operation and maintenance of a 412 MW CCGT power plant in Pont-sur-Sambre, France.
- the design, construction, financing, operation and maintenance of a 420 MW CCGT power plant in Toul, France.
- the development of its CCGT project in Beaucaire, France (eventually moved to Toul, France).
- Norwegian power utility Statkraft with its potential participation as a bidder in the French state procurement process for the award of hydroelectric concessions, and in the development of a potential CCGT power plant in France.
- Group of affiliates in the drafting and negotiation of a construction contract for the design and construction of a water treatment plant and ancillary facilities in Amman, Jordan.
- Acciona Energía Internacional S.A., one of Spain's leaders in renewable energy, water and services and infrastructure development, in its €157 million sale of its German wind park portfolio to Swiss energy company Swisspower Renewables AG.
- ArcLight Capital Partners in following development stage project acquisitions:
- the construction and operation of three biomass-fired steam turbine power plants in France.
- the construction and operation of wind farms in France and the subsequent advise on the project until financial close.
- Bluewater on its acquisition of IMServ Europe Limited from Schneider Electric.
- BP and Aral Group on the sale of a substantial part of their petrol station portfolio.
- BPIFrance on its investment in a UK-based international marine renewable energy company.
- BTU Ventures with the acquisition of a majority shareholding in the Rhades II CCGT power plant project.
- Caisse des Dépôts et Consignations with the acquisition of a minority of the share capital of Gaz Electrictié de Grenoble.
- Crédit du Nord regarding the acquisition financing of twelve wind farms in France.
- e.n.o., a leading manufacturer of wind turbines for the European market in the sale of two windfarms in France and Germany.
- Electricité de France (EDF), a world-leading, French state-owned supplier of power, in the following transactions:
- its €1.5 billion acquisition of 20 percent of the share capital of Montedison S.p.A., which resulted in EDF becoming a major shareholder; 2) its €5.5 billion public offer to buy 100 percent of the capital of Montedison; and 3) its €560 million acquisition of 100 percent of Fenice S.p.A.
- EDF and China Datang with a joint bid submission tendered to the Office National de l’Électricité for the development of a 1320 MW coal-fired power plant in Safi, Morocco.
- the acquisition of Photowatt International, a now-bankrupt company active in the photovoltaic sector.
- Natixis fund Eurofideme with the acquisition of a stake in a holding company of energy assets, including biomass plants, wind farms and photovoltaic installations.
- Petroplus with the acquisition of two oil refineries in France.
- Riverstone, a leading energy-focused private equity house, on the sale of its interest in Cuadrilla Resources, the UK’s leading onshore exploration company, to AJ Lucas.
- Riverstone and another investor on their equity-line investment of US$200 million each in Origo Exploration AS, a new Norway and UK-focused exploration and production company.
- Norweigan power utility Statkraft in the proposed acquisition of a stake in a solar (photovoltaic) project in France.
- Zenith Energy, a Warburg Pincus portfolio company, in its acquisition of Shell’s oil storage terminal in Hamburg.
- Caisse des Dépôts et Consignation with the awarding of a bid to construct and operate a hydro-electric plant by a local public-owned company (SEM).
- Direct Energie regarding disputes relating to the planning and environmental authorizations required for the construction of a CCGT power plant in the Oise Region.
- GDF Suez in two major proceedings before the European Commission related to an alleged restrictive market-sharing arrangement with German gas company E.On/Ruhrgas and alleged abuse of a dominant position concerning access to GDF Suez’s transport infrastructures.
- Perstorp on merger control and environmental law issues with its joint venture with PTT Global Chemical.
- Petroplus in its shutdown of one of its French refineries and advised regarding the notification of central authorities. Assisted in negotiations with local environmental authorities and stakeholders.
- Several mining operators in the negotiations with the central authorities regarding the assignment of mining permits and concessions.
- Bartesch v. Cook: Obtained dismissal with prejudice of securities fraud class action lawsuit brought in Delaware federal court against former directors and officers of geothermal power company.
- Dayton Power and Light Corp. v. Forster, et al.: Served as chief trial lawyer for former CEO of Dayton Power and Light in litigation over company’s claim for $150 million and client’s counterclaim for improper withholding of benefits and alleged breach of fiduciary duty. Reached settlement before jury deliberations with payment of $25 million to client and co-defendants.
- General Electric v. United States: Served as counsel for GE in $1 billion dispute with government concerning pension and health care costs under government contracts.
- One of the largest independent oil and natural gas companies in the U.S in a comprehensive anticorruption risk assessment and FCPA compliance policy review.
- A leading international extractive company based outside of the U.S. with an overhaul of its anticorruption controls and procedures.
- Selected to conduct a compliance program review by a multi-billion-dollar oil and gas company that is required by a court order, under the terms of a past settlement of FCPA charges, to conduct such a review.
- WTG v. ConocoPhillips, et al.: Represented investment bank in action by disappointed bidder against seller and its investment bank for breach of contract and tortious interference.
- AccessESP, a portfolio company of Lime Rock Partners, in its acquisition by Baker Hughes.
- Andros Capital Partners in its $150 million Permian Basin drilling joint venture.
- Arevia Power, a U.S. renewable energy developer, in its $150 million senior secured loan facility with warrants to pay for development expenses, overhead and other working capital needs from Global Atlantic, an affiliate of KKR and GCM Grosvenor.
- Available Power, a pure-play developer of investment-grade battery energy storage systems, in its strategic partnership with Linxon, a joint venture of SNC-Lavalin and Hitachi Energy, to scale the North American energy storage market.
- BCE-Mach LLC, a partnership between Bayou City Energy Management LLC and Mach Resources, in the acquisition of producing oil and gas properties located in Barber and Harper Counties, Kansas.
- Black Knight Energy, a private energy company formed to pursue the acquisition and development of large, cash flowing oil and natural gas assets across the lower 48 states, and its management team in its $500 million equity commitment from Kayne Anderson Capital Advisors.
- Blue Water Energy, an energy-focused private equity house, and PX Group on the refinancing of its existing facilities.
- BofA Securities as financial advisor to South Jersey Industries, Inc. in its approximately $8.1 billion acquisition by the Infrastructure Investments Fund (of J.P. Morgan Investment Management Inc.)
- Brookfield Business Partners in its acquisition of Westinghouse Electric Company, a market-leading nuclear power service, for approximately $4.6 billion.
- Bruin Purchaser LLC in the $465 million sale of its wholly owned subsidiary, Bruin E&P HoldCo, LLC, a pure play Williston Basin oil and gas company, to Enerplus Resources (USA).
- Caliche Development Partners II in its acquisitions of Central Valley Gas Storage, a California gas storage business, and Golden Triangle Storage, a Texas gas storage business, from Southern Company.
- Caliche Development Partners and its subsidiaries in its project financing with Orion Energy Partners to complete the first helium storage cavern project located in North America.
- Capital Constellation in its $150 million strategic partnership with Ara Partners Group, whereby Capital Constellation will acquire a substantial minority ownership interest in Ara Partners and provide the firm and its affiliates with significant investment capital.
- Carnelian Energy Capital II, LP, a fund managed by Carnelian Energy Capital Management, in connection with equity commitments to upstream oil and gas companies SandPoint Resources, LLC and Veritas Permian II, LLC.
- Catalyze Holdings, LLC, an affiliate of the EnCap Energy Transition Fund, in its acquisition of PermaCity Solar, Inc. and a controlling interest in SolarStrap Technologies, LLC.
- Colony Capital in the following transactions:
- its joint venture with HB2 Energy to form Colony HB2 Energy, an energy-focused investment management platform.
- its joint venture between Colony HB2 Energy and California Resources Corporation to fund up to $500 million for the development of CRC’s flagship Elk Hills field, located in the San Joaquin Basin.
- the formation of the new joint venture partnership, Alpine Energy Capital, LLC, by Colony Capital and Equity Group Investments.
- Cresta Fund Management in its investment in Lapis Energy LP, a project development and consulting service for carbon capture and sequestration in support of renewable energy innovation and energy transition strategy. Davidson Kempner Capital Management LLC in connection with its investment in NGF Nature Energy, a Danish biogas business.
- Oil and gas data intelligence provider Drillinginfo, a portfolio company of Insight Venture Partners, in its sale to Genstar Capital.
- Energy Spectrum in the sale of Coastal Caverns, Caliche's energy storage platform.
- Enstor in the sale of Waha Gas Storage Facility to WhiteWater Midstream.
- Glendale Energy Ventures in its $500 million joint venture platform with TPG Sixth Street Partners to pursue acquisitions of non-operated oil and gas properties.
- Management team of Goodnight Midstream, a provider of oilfield water management infrastructure services, in the acquisition by TPG Capital of a majority stake in Goodnight for a purchase price of $930 million.
- Haddington Ventures on the creation of a $650 million equity syndication program to finance construction of the world’s largest green hydrogen platform.
- Management team of Hawthorne Energy in connection with the formation of Hawthorne Energy, LLC and a line of equity commitment from Carnelian Energy Capital III, L.P.
- Houston Energy in its venture with a third party private equity firm for the exploration and development of certain deepwater Gulf of Mexico non-operated exploratory projects.
- Houston Energy in the formation of HEQ Deepwater, with Quantum Energy, with more than $400 million of equity capital commitments.
- Insight Partners in its investment in Kabal, a Norwegian logistics SaaS platform for the global energy industry.
- Irving Place Capital in the restructuring of its oil and gas partnership with NGP.
- Juniper Capital in its $188 million strategic investment in independent oil and gas company Penn Virginia.
- Kalnin Ventures investment vehicle BKV in the acquisition of Barnett Shale assets from Devon Energy, making BKV the largest natural gas producer in the Barnett Shale.
- Kayne Anderson Capital Advisors in its equity commitment to Ensign in the acquisition of Eagle Ford acreage from Pioneer Natural Resources.
- Kayne Private Energy Income Funds (Kayne Anderson) investment platform in its agreement with Warburg Pincus to provide a $1 billion equity commitment to WildFire Energy, I LLC, an oil and gas exploration and production company.
- Laredo Petroleum in its acquisition of Midland Basin Assets from Sabalo Energy (and a non-operating partner) for approximately $715 million, an acquisition that involved consideration consisting of both cash and Laredo common stock.
- Lime Rock Partners and its portfolio company Axis Energy Services in its acquisition, as a stalking horse bidder, of substantially all of Basic Energy’s well servicing and completion and remedial segment assets.
- Live Oak Resource Partners in its sale of mineral and royalty assets in north Louisiana to Posse Resources.
- Longbow Capital Inc. in its investment in Amped Up Power Solutions.
- LS Power in the formation of clean energy platform REV Renewables, and contribution of a 2.4GW portfolio of assets draw from LSP’s existing portfolio, consisting of solar, wind, pumped hydro and battery storage assets.
- LS Power and REV Renewables in a $300+ million equity investment by SK E&S in REV to accelerate the expansion of REV's portfolio of renewable power and energy storage projects.
- Magnum Liquids, a subsidiary of Haddington Ventures, in a joint venture with Trafigura Sawtooth to acquire all of NGL Supply Terminal Company's equity interests in Sawtooth Caverns, the only salt dome underground storage facility for liquid hydrocarbons in the western United States.
- Maritime Finance Co., a specialty finance company created to lend to the maritime industry, and its founders, Kristan Bodden and Gabriel Tolchinsky, in the company’s $580 million capitalization by Kohlberg Kravis Roberts & Co. L.P. and MerchCap Solutions LLC.
- Management team of Mesa Minerals in connection with the formation of Mesa Minerals Partners II, LLC and Mesa Royalties II Holdings, LLC and a cumulative $150 million line of equity commitment from investment funds managed by NGP Capital Management.
- Fund counsel and represented MEP in all of its oil and gas A&D transactions and joint ventures, including acquisitions, joint ventures and divestitures in the STACK play.
- Mitsui in connection with the leading-edge carbon capture project with Sempra Infrastructure, TotalEnergies, and Mitsubishi Corporation.
- Newlight Partners in an equity investment in BayoTech, Inc., a global leader in on-site hydrogen production. The proceeds will be used to accelerate BayoTech’s strategic growth through product development, project development and infrastructure expansion.
- Newpek LLC in its sale, along with joint venture partner Pioneer Natural Resources Co., of upstream oil and gas assets located in the Sinor Nest Field (Lower Wilcox) in Live Oak County in South Texas.
- Oaktree Capital Management in the following transactions:
- its joint acquisition of upstream oil and gas assets in Oklahoma Mid-Continent region with Diversified Energy Company from Tapstone Energy Holdings and a related party.
- its acquisition of Cotton Valley/Haynesville assets from Indigo Minerals.
- OneNexus Environmental, a financial technology energy company, in its strategic partnership with BlackGold Capital Management to provide asset retirement solutions to oil and gas companies.
- OneRock Energy Holdings, LLC in the acquisition of Northwoods Management Company and certain related entities.
- Pan Energy Infrastructure Fund in its investment in Trinity Gas Storage, LLC.
- Panamint Capital on various transactions, including:
- the working capital facility to help manage the monthly fuel purchases for is 245 MW natural gas power plant in Cottage Grove, Minnesota.
- structuring and negotiating new investment structure and equity and debt investments and commitments totaling over $2 billion from an affiliate of Global Atlantic, an insurance company subsidiary of KKR.
- PBF Energy in its renewable diesel joint venture with Eni Sustainable Mobility,
- PDI Technologies, a portfolio company of Insight Partners, in its acquisition of Blue Cow Software, LLC, a fuel oil and propane management software business.
- Percussion Petroleum in the approximately $450 million acquisition of producing and non-producing oil & gas assets from Oasis Petroleum.
- Management team in connection with the formation of Percussion Petroleum II, LLC and equity commitment from Carnelian Energy Capital to pursue an acquisition and development strategy in select onshore oil and gas basins in North America.
- Pickering Energy Partners in the following transactions:
- a $500 million strategic joint venture with oil and gas operator Henry Resources.
- its launch and spin-out of all remaining energy asset management strategies of Perella Weinberg Partners Capital Management.
- its merger with SailingStone, expanding PEP’s investment platform to include SailingStone’s energy transition, global natural resources, and Environmental, Social, Governance (ESG) investment experience and strategies.
- Quantum Energy Partners in the following matters:
- Quantum as a co-investor with Warburg Pincus in the formation of Gulf Coast Energy Resources.
- Quantum in various structuring aspects of Legion II, a Quantum portfolio company.
- PBF Holding Company LLC, a subsidiary of PBF Energy Inc., on its amended and restated $3.5 billion asset-based revolving credit facility.
- Post Oak Energy Capital, LP, as investor in the PIPE transaction as part of Earthstone Energy’s approximately $860 million acquisition of Bighorn Permian Resources’ assets.
- Rhythm Energy, Inc. on its working capital lending facility from ENGIE Energy Marketing NA, Inc.
- Rod and Tubing Services, a portfolio company of Lime Rock Partners, in its business combination with Certus Energy Solutions, a portfolio company of Amberjack Capital Partners.
- Sage Midstream Ventures in its equity commitment of up to $500 million from Stonepeak Infrastructure Partners.
- Samson Resources II, LLC in its agreement to sell its Powder River Basin Assets for $215 million, and in the $525 million sale of its East Texas and North Louisiana Assets to Houston-based oil and gas company Rockcliff Energy II LLC.
- Sentinel Midstream on its joint venture investment with ExxonMobil, to form Enercoast Midstream LLC, a project company founded to operate certain midstream assets in Texas.
- SG Energy, a US energy company and a fully owned subsidiary of Supergas Energy, an Israeli energy company traded on the Tel Aviv Stock Exchange, in its investment in Balanced Rock Power, a Utah-based company that develops, invests in, and sells renewable energy projects throughout North America.
- Silver Creek Midstream in the following transactions:
- its $300 million leveraged buyout of Genesis Energy L.P.’s midstream energy business located in the Powder River Basin; and $600 million equity commitment from the newly formed joint venture between Tailwater Capital LLC and The Energy & Minerals Group.
- its equity commitment upsize from $150 million to $300 million by Tailwater Energy Fund III and certain co-investors to build out a 100%-owned crude gathering system in Wyoming’s Powder River Basin.
- Split Rock Resources on its $97.5 million acquisition of core non-operated oil and gas assets in New Mexico and Texas.
- Springbok in the sale of mineral and royalty interests to Kimbell Royalty Partners for $175 million.
- Global energy industry project management, engineering and construction company Technip Energies in connection with its participation in McPhy Energy’s €180 million capital increase, to fund global scale-up of zero-carbon hydrogen.
- Third Point with its PIPEs investment in Exco Resources.
- Veritas Energy and Carnelian Energy Capital Management in the sale of Permian Basin assets to Northern Oil and Gas for $406.5 million.
- Western Midstream Partners, LP in the sale of its interest in Cactus II Pipeline to Enbridge and Plains All American.
- Yildirim Group in several transactions in Latin America including the acquisition of coal-mining assets in Colombia from CCX Carvao da Colombia SA (a unit of Eike Batista).
- York Tactical Energy Fund in a $125 million strategic asset-level joint venture in the DJ Basin with Bayswater Natural Resources Fund III.
- Zenith Energy in the acquisition of the assets of Bulk Terminal Storage from Guttman Realty.
- Various subsidiaries of Berkshire Hathaway with the $1.3 billion secured loan to CenterPoint Energy.
- Dalkia on the negotiation and signing of its partnership agreement with Amundi Transition Energétique to support the development of renewable heating networks in France.