Albert Jou

Kirkland & Ellis advised Franklin Mountain Energy and Avant Natural Resources on two separate definitive agreements with Coterra Energy Inc. (NYSE: CTRA) to acquire certain assets of Franklin Mountain Energy and Avant Natural Resources and its managed funds, for an aggregate consideration of $3.95 billion, consisting of $2.95 billion of cash and $1 billion of Coterra stock to one of the sellers, subject to certain purchase price adjustments. The transactions are each subject to customary terms and conditions and are expected to close during the first quarter of 2025, with effective dates of October 1, 2024. Read Coterra’s press release For Franklin Mountain Energy, the Kirkland team included real asset lawyers Chris Heasley and Will Eiland, and corporate lawyer John Kaercher; and also real asset lawyers Luke Strother, Matt Gibson, Mitch Holliman, Trent Tucker and Jake Johnson; transactional liability insurance lawyer Hayley Hollander; capital markets lawyer Michael Rigdon; debt finance lawyer Jordan Roberts; tax lawyer David Wheat; and antitrust & competition lawyer Chuck Boyars. For Avant, the Kirkland team included corporate lawyer John Kaercher; real asset lawyers Chris Heasley and Albert Jou; corporate lawyer Paul Milani; tax lawyers David Wheat and Rebecca Fine; environmental transactions lawyers Jonathan Kidwell and Courtney Tibbetts; antitrust & competition lawyers Chuck Boyars, Sarah Lonvick and Miguel Suarez Medina; transactional liability insurance lawyer Hayley Hollander; and employment & labor lawyer Christie Alcala.

Nov 13

1 min

Willkie represented Bruin Purchaser LLC in the sale of its wholly owned subsidiary, Bruin E&P HoldCo, LLC, to Enerplus Resources (USA). On January 25, Willkie client Bruin Purchaser LLC agreed to sell its wholly owned subsidiary, Bruin E&P HoldCo, LLC, to Enerplus Resources (USA) Corporation in exchange for total cash consideration of $465 million (subject to customary purchase price adjustments). The transaction is anticipated to close in early March 2021, subject to customary closing conditions. Bruin is a pure play Williston Basin oil and gas company that owns and operates roughly 150,000 acres across the basin. Enerplus is an independent North American oil and gas exploration and production company. The Willkie deal team was led by partners Steven Torello and David Aaronson and associates Albert Jou and Ashley Whittington.

Jan 27

1 min

Willkie represented Kalnin investment vehicle BKV in the acquisition of Barnett Shale assets from Devon Energy, making BKV the largest natural gas producer in the Barnett Shale. On December 17, Kalnin Ventures LLC announced that an affiliate of its investment vehicle BKV Oil & Gas Capital Partners, L.P. (BKV) entered into a $770 million purchase and sale agreement to acquire all of Devon Energy Corp.’s (NYSE: DVN) remaining assets in the Barnett Shale in connection with Devon Energy’s exit from the play. The transaction is expected to close in the second quarter of 2020, subject to customary closing conditions. The acquisition includes over 320,000 gross acres and 4,200 producing wells, making BKV the largest natural gas producer in the Barnett Shale. This acquisition marks BKV’s seventh major transaction and first position in the Barnett Shale play. BKV has invested or committed over $1.3 billion since its formation in 2015. BKV is backed by significant equity commitments from Banpu Pcl, listed on the Stock Exchange of Thailand and focused on development and investment in coal, power generation, natural gas and alternative energy in Thailand, Indonesia, China, Australia, Lao PDR, Mongolia, Singapore, Japan and the United States. Based in Oklahoma City and included in the S&P 500, Devon Energy is a leading independent energy company engaged in finding and producing oil and natural gas. The Willkie team was led by partner Michael De Voe Piazza and associates David Aaronson, Adam Whitehouse and Albert Jou.

Dec 18

1 min

Willkie represented York Tactical Energy Fund in the transaction. On December 9, Bayswater Resources and Bayswater Natural Resources Fund III (collectively Bayswater) and the York Tactical Energy Fund through its structured development capital strategy YTEF Drilling Capital, LLC (collectively YTEF), announced that they have formed a strategic joint venture. Under the terms of the agreement, YTEF will fund an undivided portion of up to 63 horizontal oil and gas wells located on six well pads for the development of Bayswater’s flagship Weld County, Colorado acreage position located in the volatile oil window of the DJ Basin. In exchange for funding a portion of the capital expenditures required to develop the joint wells, YTEF will receive an assignment of working interests entitling YTEF to receive a portion of the revenues from such wells. The joint wells are anticipated to be drilled and completed through the fourth quarter of 2020. YTEF anticipates that it will fund up to $125 million of capital expenditures relating to its participation in the joint wells. Bayswater is a Denver-based oil and natural gas development company with projects principally in Colorado, Texas, and Wyoming. YTEF is a private investment fund led by investment professionals at global private investment firm York Capital Management in partnership with energy asset management firm Millennial Energy Partners. YTEF was formed in December 2018 to pursue private middle-market opportunities in the global energy sector through a variety of investment strategies. Willkie represented YTEF in the transaction. The Willkie team was led by partner Michael De Voe Piazza and associate David Aaronson, and included partners Cody Carper and Ryan Cicero and associate Albert Jou.

Dec 11

1 min

Willkie represented Colony Capital in the transaction. On July 22, Willkie client Colony Capital announced that its affiliate, CA Energy Investment Holdco, LLC, has entered into a farmout and development agreement with CRC Resources Elk Hills, LLC, an affiliate of California Resources Corporation, to jointly develop CRC’s Elk Hills field in Kern County, California. Under the terms of the agreement, Colony committed to fund $320 million to invest in the joint development and participate in an initial development plan for the development of approximately 275 wells, whereby Colony’s initial commitment will fund 100 percent of CRC’s working interest share of drilling, completing and equipping costs, subject to well cost caps. In exchange, Colony will receive 90 percent of CRC’s working interest in the wellbore of each well, which will be reduced to 17.5 percent of CRC’s initial working interest upon Colony achieving certain agreed upon return hurdles in the tranche. The parties may also mutually agree to an additional development plan on the same terms and conditions as the initial development plan for an additional capital commitment of $180 million. California Resources Corporation is the largest oil and natural gas exploration and production company in California on a gross-operated basis. The company operates its resource base exclusively within the State of California, applying complementary and integrated infrastructure to gather, process and market its production. Colony HB2 Energy, the energy investment management platform of Colony Capital, combines investment management expertise with an experienced technical and operating team to provide direct and unique investor access to oil and gas investment opportunities. Colony Capital, Inc. (NYSE: CLNY) is a leading global investment management firm with assets under management of $43 billion. The company is headquartered in Los Angeles with key offices in New York, Paris and London, and has over 400 employees across 17 locations in ten countries. The Willkie deal team in Houston was led by partners Cody Carper and Michael De Voe Piazza, and included partner Robert Jacobson, and associates David Aaronson, Albert Jou, Will Thanheiser and Yaniv Maman.

Jul 31

2 min