Jonathan Seliger

In the area of energy and natural resource mergers, acquisitions and divestitures, joint ventures, and private equity investments, Jonathan has represented:

• Beacon Offshore Energy Development LLC in a series of transactions involving the offshore gathering and transportation of oil and natural gas, as well as onshore processing of natural gas, in connection with various oil and gas developments in the deepwater Gulf of Mexico n/k/a Gulf of America
• Parsley Energy Inc. in its $2.8 billion acquisition of certain entities holding undeveloped acreage and producing oil and gas properties in the core of the Midland Basin from Double Eagle Energy Permian LLC and certain of its affiliates consisting of approximately $1.4 billion in cash and approximately 39.8 million units of Parsley Energy
• An independent oil and natural gas exploration and production company, in its acquisition of Clayton Williams Energy, Inc. for $2.7 billion in stock and cash
• A publicly traded exploration and production company in the $700 million sale of substantially all of its assets in the Gulf of Mexico n/k/a Gulf of America to Fieldwood Energy LLC
• Noble Energy, Inc. in its sale of 30,200 net acres in the DJ Basin in Weld County, Colorado for $608 million
• A large, publicly traded exploration and production company in connection with the sale of one of its subsidiaries to another publicly traded company for approximately $459.5 million, plus working capital and other monetary adjustments
• Eni Petroleum US LLC in its acquisition of a 30% working interest, and a follow-on deal for the remaining 70% working interest and operatorship, of the Oooguruk oil field in Alaska from Caelus Natural Resources Alaska, LLC for approximately $300 million
• An independent exploration and production company in its exchange of approximately 25,000 net acres in the DJ Basin with PDC Energy for $270 million
• A private equity-backed buyer in its $240.55 million acquisition of producing properties in the Eagle Ford Shale
• Wells Fargo Bank, N.A., as administrative agent for the first lien lender group in connection with the sale of the Alta Mesa Holdings’ SCOOP/Stack assets to a private equity-backed vehicle of Bayou City Energy Management and Mach Resources, for approximately $220 million in a 363 sale under Chapter 11 of the Bankruptcy Code
• A privately held oil and gas company for the sale of over 2,000 net acres located in the Delaware Basin to a publicly traded buyer for approximately $100 million
• A privately held oil and gas company for the sale of its assets in the Merge/SCOOP/Stack Play for approximately $33 million
• Echo Energy Partners I, LLC in the sale of substantially all of its SCOOP/Stack assets to HPS Investment Partners LLC for approximately $32.96 million out of its Chapter 11 bankruptcy case
• A privately owned, independent exploration and production company in its upstream joint venture with a subsidiary of a publicly traded company for the acquisition of an interest in, and development of, assets in the Haynesville Shale 
• A large bank as administrative agent for the first lien lender group in connection with the sale of the debtor’s Eagle Ford Shale assets in a 363 sale under Chapter 11 of the Bankruptcy Code

In the area of shareholder activism and activist defense, Jonathan has represented:

• Politan Capital Management in its successive proxy contests with Masimo Corporation and successful effort to add four new directors, including Politan’s Managing Partner and Chief Investment Officer Quentin Koffey, to the company’s board
• Mithaq Capital, a Riyadh-based family office, in its unsolicited acquisition, over the course of three days, of a controlling stake in The Children’s Place, Inc. (Nasdaq: PLCE), its successful effort to replace a majority of the board with its own designees and its provision of Sharia-compliant rescue financing to the company
• Arkhouse Management in its $6.6 billion proposal, together with Brigade Capital Management, to take Macy's, Inc. (NYSE: M) private, and related effort to elect a slate of nine directors to the company’s board
• Veris Residential, Inc. in its response to, and entry into a cooperation agreement with, Madison International Realty
• Veris Residential, Inc. in response to an unsolicited takeover bid by Kushner Companies
• An investor in its cooperation agreement with BJ’s Restaurants, Inc. (Nasdaq: BJRI)
• Pura Vida Investments in its successful effort to appoint four new directors to the board of Cutera, Inc. (Nasdaq: CUTR)
• GK Investor LLC in its investment in Genco Shipping & Trading Limited (NYSE: GNK) and effort to elect two directors to the company’s board
• Sphinx Investment Corp. in its investment in OceanPal Inc. (Nasdaq: OP) and effort to elect two directors to the company’s board

Other significant representations have included:

• Wheeler Real Estate Investment Trust in its Exchange Offer and Consent Solicitation, whereby holders of its outstanding Series D Cumulative Convertible Preferred Stock would tender their shares (the “Series D Preferred”) for newly issued 6.00% Subordinated Convertible Notes due 2028 and common stock, and thereby deliver their consents to various amendments with respect to the terms of the outstanding Series D Preferred
• Soroban Capital Partners in its investment in Union Pacific Corporation (NYSE: UNP)
• Sphinx Investment Corp. in its investment in Seanergy Maritime Holdings Corp. (Nasdaq: SHIP)
• Sphinx Investment Corp. in its unsolicited tender offer to purchase all of the issued and outstanding shares of common stock of Performance Shipping Inc. (Nasdaq: PSHG)
• A multinational energy company in connection with the sale of its interests in a pipeline and negotiation of certain offshore decommissioning security performance arrangements in the South Timbalier Field in the Gulf of Mexico n/k/a Gulf of America
• A privately held oil and gas company in the negotiation of offshore natural gas gathering, transportation, and processing services in the Gulf of Mexico n/k/a Gulf of America