David A. Aaronson

Partner

Houston
Willkie Farr & Gallagher LLP
600 Travis Street
Houston, TX 77002
T 713 510 1761
F 713 510 1799
daaronsonwillkie.com

David Aaronson is a partner in the Corporate & Financial Services Department in Houston, focusing on a variety of transactions in the financial and oil and gas industries. David advises and represents clients with respect to mergers and acquisitions (including upstream, midstream and downstream transactions), joint venture arrangements, project development, portfolio company investments and other corporate governance and general corporate matters.

David Aaronson is a partner in the Corporate & Financial Services Department in Houston, focusing on a variety of transactions in the financial and oil and gas industries. David advises and represents clients with respect to mergers and acquisitions (including upstream, midstream and downstream transactions), joint venture arrangements, project development, portfolio company investments and other corporate governance and general corporate matters.

Selected Significant Matters

David has advised on the following significant matters:*

  • Represented Kalnin Ventures LLC and its subsidiaries in 6 separate transactions over a 2-year period involving the acquisition of operated and non-operated interests in upstream and midstream oil and gas assets located in the Marcellus Shale region of Northeast Pennsylvania for an aggregate purchase price of $522 million, including the acquisition of all of Carrizo (Marcellus) LLC’s and Reliance Marcellus II, LLC’s collective interests in the region for a combined purchase price of $210 million. The remaining 5 transactions involved the acquisition of assets from the following sellers: Warren Marcellus, LLC; Zena Energy L.L.C.; Radler 2000, LP; Tug Hill Marcellus LLC; Chief Exploration & Development LLC and Range Resources-Appalachia, LLC
  • Represented Samson Resources II, LLC in the $525 million sale of its East Texas and North Louisiana Assets to Rockcliff Energy II LLC
  • Represented Millennial Energy Partners in a variety of investments in non-operated oil and gas assets across the continental United States, including acquisitions, divestitures and asset-level joint ventures
  • Represented Riverstone Holdings and its portfolio companies and its Dallas-based portfolio company in connection with a variety of oil and gas transactions, including acquisitions, divestitures and asset-level joint ventures
  • Represented an upstream oil and gas portfolio company in an Eagle Ford Shale joint venture covering undeveloped properties that featured 100% carry consideration
  • Represented the U.S.-based arm of a foreign sovereign wealth fund in connection with its debt and equity financing of a privately-held borrower's acquisition of a subsidiary of a publicly traded oil and gas company owning an operated interest in upstream oil and gas assets, as well as arrangements for the operation of related midstream assets
  • Represented Denham Capital, Juniper Capital and Carnelian Energy Capital and their respective portfolio companies in a wide range of oil and gas-related acquisitions, divestitures and asset-level joint venture transactions
  • Represented Triple Crown Energy in a variety of transactions, including acquisitions and divestitures of mineral properties located in the "SCOOP" and "STACK" plays in Oklahoma
  • Represented Second Lien Agent in connection with (i) the chapter 11 restructuring of Samson Resources Corporation and (ii) multiple sales of Samson Resources Corporation's assets located in the Permian Basin, San Juan Basin, East Anadarko Basin, West Anadarko Basin and Williston Basin
  • Represented a Houston-based private equity fund in connection with an upstream oil and gas joint venture for the acquisition and development of assets located in Oklahoma
  • Represented Melody Capital Partners in connection with a mezzanine oil and gas loan made to a privately held parent of a Texas-based oil and gas company that featured an issuance of warrants and a bespoke arrangement with the first lien lender
  • Represented WBH Energy Partners in the 363 sale of its assets in connection with its chapter 11 restructuring
  • Represented a major U.S. energy company as the sponsor in the development of a $10 billion LNG export project in Cameron Parish, Louisiana, including the drafting and negotiation of the related equity arrangements, joint venture documents and the engineering, procurement and construction contract
  • Represented as U.S.-based independent energy company in the nearly $900 million sale of its Malaysian exploration and production business, comprising interests in 9 offshore blocks
  • Represented a global oil and gas company in its $390 million divestiture of an interest in its Marcellus and Utica shale assets
  • Represented a U.S. company in its acquisition of the U.S. subsidiaries of a European nuclear waste processing and disposal company
  • Represented a Japan-based company in the negotiation of agreements for a $680 million acquisition and joint venture of Eagle Ford shale assets
  • Represented a global oil and gas company in a $225 million acquisition and joint venture of Eagle Ford shale assets
  • Represented a global oil and gas company in a $590 million acquisition of upstream and midstream oil and gas assets located in Ohio and West Virginia
  • Represented a global energy company in the $1.15 billion disposition of its interest in a U.S. pipeline system
  • Represented a global mining company in the diligence phase of is $12.1 billion acquisition of a Houston-based oil and gas company
  • Represented a New Zealand-based investment fund in its purchase of U.S. oil and gas drilling assets
  • Represented a China-based company in its formation of a U.S. subsidiary oilfield equipment manufacturing and services company
  • Represented a global energy company in the $680 million divestiture of its interest in an aluminum mill located in the United States
  • Represented a joint venture of seven nuclear power plant operators in the formation of a jointly-owned entity, investments in the entity and related commercial arrangements
  • Represented a U.S.-based company in a $45 million acquisition of a majority interest in a privately-owned Colombian manufacturer of cable and wire products
  • Represented a New Mexico-based defense contractor in a recapitalization transaction, value at $45 million, resulting in an employee stock ownership plan purchase of part of the company's equity and the purchase of the remaining equity by various investors

* David advised on some of these matters while at a prior firm.

Selected Publications and Lectures

  • Speaker, “Typical and Atypical Purchase Price Adjustments,” Rocky Mountain Mineral Law Foundation Special Institute on Oil & Gas Agreements: Purchase and Sale Agreements, Santa Fe, New Mexico, May 2016
  • Co-Author, Typical and Atypical Purchase Price Adjustments, delivered in connection with the Rocky Mountain Mineral Law Foundation Special Institute on Oil & Gas Agreements: Purchase and Sale Agreements, Santa Fe, New Mexico, May 2016
  • Speaker, “Upstream Private Equity Joint Ventures,” Texas Journal of Oil, Gas and Energy Law Symposium, Austin, Texas, January 2016