Brad Honeycutt

Willkie represented Mitsui & Co., Ltd. in the divestiture of its Kaikias assets in the U.S. Gulf of Mexico to Shell Offshore Inc. On December 14, Mitsui announced that it agreed to divest all of its assets owned through MOEX North America LLC, a wholly owned subsidiary of Mitsui, which holds a 20% interest in the Kaikias field, to Shell, the operator of the Kaikias field. The Willkie team was led by partners Brad Honeycutt and Tan Lu, and included senior counsel Michael Niebruegge, partners Jennifer Hardy, Robert Jacobson, Andrew English and Jordan Wall, counsel Jason Nasra and Jonathan Konoff, and associates Sidney Nunez, Hayden Kursh, Rishika Nallapareddy, Colby Gardner and Jacob Bell.

Dec 14

1 min

New York, NY, July 8, 2022 --- Willkie Farr & Gallagher LLP today announced that debt finance lawyer Andrew Thomison and energy M&A lawyer Brad Honeycutt have joined the Firm as partners in the Corporate & Financial Services Department. Both are based in Houston. Their arrivals follow that of private equity partner Kris Agarwal, who joined Willkie’s Houston office in May. Willkie Chairman Thomas Cerabino commented: “Houston remains an important growth area for the Firm, as we continue to strategically build out our private equity and energy businesses. Andrew and Brad are important components in further strengthening our presence in this market, and their broad range of experience and relationships across the corporate, M&A and private equity landscapes make them a great fit for our platform.” Archie Fallon, a Managing Partner of the Houston office, commented: “Andrew and Brad are immersed in the finance and energy sectors, having acted for a range of lenders, investors and sponsors, as well as energy companies financing growth transactions. We are thrilled to welcome them to our team.” Andrew represents borrowers, financial institutions, capital companies, agent banks, private equity funds and other institutional investors in connection with acquisition financings, senior and subordinated debt, working capital credit facilities, bridge loans, asset-based financings, secured and unsecured term lending, high-yield debt offerings, private placements of securities, reserve-based lending and other forms of debt financing. Brad advises energy companies, private equity investors and other public and private companies in connection with corporate and transactional matters, including mergers, acquisitions, divestitures, private financing transactions, joint ventures, corporate reorganizations and general corporate matters. Earlier in his career, he served as the Senior Vice President and General Counsel of a large oil and gas private equity portfolio company, where he was a founding member of the management team and responsible for sourcing, structuring and executing strategic transactions in addition to serving as the lead in-house legal counsel. Both Andrew and Brad join from Baker Botts, where they were partners. Andrew commented: “I’ve worked across from Willkie over the years and have long admired the Firm for its exceptional reputation as having a premier, global corporate platform. Brad and I are excited to work with the team to further expand Willkie’s Houston office.” Brad added: “Willkie’s Houston team is consistently involved in high caliber private equity and energy investment transactions across the energy value chain, including oil and gas, renewables and energy transition. I look forward to working alongside Andrew and my new colleagues at Willkie to expand the Houston office’s private equity and energy sector client base.” Opened in 2014, Willkie’s Houston office extends the Firm’s prominent private equity, M&A and restructuring practices to sponsors in the region that focus on investments in the energy, industrial, manufacturing and financial services sectors. Lawyers in the Houston office leverage the integrated capabilities of the Firm to provide representation across a broad range of sophisticated matters. Willkie also supports a range of charitable organizations and pro bono efforts and is committed to the Houston community. ***************************************************** Willkie Farr & Gallagher LLP is an international law firm of approximately 1,000 attorneys with offices in Brussels, Chicago, Frankfurt, Houston, London, Los Angeles, Milan, New York, Palo Alto, Paris, Rome, San Francisco and Washington. The Firm is headquartered in New York City at 787 Seventh Avenue.

Jul 8

2 min

Simpson Thacher is representing Morgan Stanley Capital Administrators Inc., as administrative agent, for a group of prepetition term lenders and DIP lenders (comprising Morgan Stanley, Ares, Apollo and Angelo Gordon), in connection with Sundance Energy Inc.’s comprehensive financial restructuring, which is being implemented through a pre-packaged chapter 11 plan of reorganization.~~On March 9, 2021, all of the lenders executed a restructuring support agreement with Sundance and Sundance’s RBL lenders, which allowed Sundance to file for chapter 11 in the Southern District of Texas on March 9, 2021 with 100% creditor support. Sundance expects to continue operations uninterrupted through the chapter 11 case. Trade creditors are expected to receive payment in full under the pre-packaged plan.~~In connection with the filing, the term lenders committed to provide a junior DIP facility of up to $50 million, which will be used to support Sundance’s ongoing operations and comprehensive restructuring. Upon confirmation of the pre-packaged plan, the term lenders and DIP lenders will each receive a pro rata share of all of the reorganized equity in exchange for their outstanding DIP loans and prepetition term loans. The RBL lenders agreed to accept a partial pay-down of the prepetition RBL and will provide a new Exit Facility, which will be used to finance the reorganized company upon emergence from chapter 11.~~Sundance Energy Inc. is an independent energy exploration and production company located in Denver, Colorado, that is focused on the acquisition and development of large, repeatable oil and natural gas resource plays in North America.~~The Simpson Thacher team included David Zylberberg, Daniel Biller and Dov Gottlieb (Restructuring); Robert Rabalais, Andrew Lanius, and Hunter Hampton (Credit); Jim Cross, Brad Honeycutt and Daniel Lewis (M&A); Brian Rosenzweig (Capital Markets); Bill Russell (Litigation); Jonathan Goldstein and William Smolinski (Tax); Larry Moss and Alyssa Ohanian (ECEB); and Michael Isby (Environmental).

Oct 3

1 min

Simpson Thacher represented the joint lead arrangers, including Citibank, N.A., as administrative agent and joint lead arranger, in connection with a reserve-based revolving loan for Validus Energy to finance its acquisition of Ovintiv Inc.’s (“Ovintiv”) Eagle Ford assets for $880 million.~~Validus Energy is a Denver-based exploration and production company focused on the acquisition and exploitation of upstream oil and gas assets. Ovintiv is one of the largest producers of oil, condensate and natural gas in North America.~~The Simpson Thacher team included Erland Modesto, Andrew Lanius and Ricky Legg (Banking & Credit); Shamus Crosby and Brad Honeycutt (M&A); Benjamin Rippeon and Suzy Yaster (Tax); Pasco Struhs (ERISA); and Timothy Mulvihill (Environmental).

May 25

1 min

Simpson Thacher represented Morgan Stanley Capital Administrators Inc., as administrative agent, for a group of prepetition term lenders and DIP lenders (comprising Morgan Stanley, Ares, Apollo and Angelo Gordon), in connection with Sundance Energy Inc.’s comprehensive financial restructuring, implemented through a pre-packaged chapter 11 plan of reorganization.~~Sundance’s chapter 11 plan was confirmed on April 19, 2021 at an uncontested confirmation hearing, and the restructuring went effective Friday, April 23, 2021.~~Under the plan, the term lenders who provided a junior DIP facility to support Sundance’s ongoing operations each received a pro rata share of all of the reorganized equity (subject to dilution by the management incentive plan) in exchange for their outstanding DIP loans and prepetition term loans. The RBL lenders received a partial pay-down of the prepetition RBL and provided a new Exit Facility, which will be used to finance the reorganized company upon emergence from chapter 11.~~Sundance Energy Inc. is an independent energy exploration and production company located in Denver, Colorado, that is focused on the acquisition and development of large, repeatable oil and natural gas resource plays in North America.~~The Simpson Thacher team included David Zylberberg, Daniel Biller and Dov Gottlieb (Restructuring); Robert Rabalais, Andrew Lanius and Hunter Hampton (Credit); Shamus Crosby, Brad Honeycutt and Daniel Lewis (M&A); Brian Rosenzweig (Capital Markets); Bill Russell (Litigation); Jonathan Goldstein and William Smolinski (Tax); Larry Moss and Alyssa Ohanian (ECEB); Steve DeLott (Insurance); and Michael Isby (Environmental).

Apr 27

1 min